STANDEX INTERNATIONAL CORP/DE/
For the period ended Sep 30, 2026. Filed Oct 30, 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.
Sep 30, 2026 · Filed Oct 30, 2026
SXI$228.36-1.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001437749-26-014992
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-30.
0001437749-26-034212
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 110 previous paragraphs and 95 current paragraphs.
41 unchanged; 40 reworded; 13 added; 27 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 17 previous and 18 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 (13)
Current report
On July 2, 2026, we acquired the remaining 9.9% interest in India-based Narayan Powertech (Narayan), a leading manufacturer of low voltage and medium voltage instrument transformers.
Current report
Loss on Sale of Business
Current report
During the first quarter of fiscal year 2027, we recorded a loss on the sale of $0.9 million, as a result of finalizing the post-closing purchase price adjustment of the Federal Industries business.
Current report
Electronics Segment
Current report
Aerospace & Defense Segment
Current report
In the second quarter of fiscal year 2027, on a sequential basis, we expect significantly higher revenue and slightly higher operating margin.
Current report
Scientific Segment
Current report
Income from operations in the first quarter of fiscal year 2027 increased by $0.9 million, or 19.9%, when compared to the prior year quarter due to higher sales and productivity initiatives.
Current report
Engraving & Hydraulics Segment
Current report
Net sales in the first quarter of fiscal year 2027 decreased by $7.2 million, or 14.9%, when compared to the prior year quarter. Organic sales decreased by $7.5 million or 15.7%, due to softness in the North American automotive market, partially offset by a foreign currency benefit of $0.4 million or 0.7% as compared to the prior year quarter.
Current report
Due to the divestiture of the Federal Industries business in the third quarter of fiscal year 2026, there were no sales and income from operations in the first quarter of fiscal 2027.
Current report
Cash flow
Current report
During the first quarter of fiscal 2027, we entered into a lease agreement for a new manufacturing facility in Missouri City, Texas. The initial lease term is approximately 10 years and is expected to commence upon substantial completion of the facility, which is currently under construction. The lease provides for aggregate base rental payments of approximately $24.1 million over the initial lease term and includes two five-year renewal options.
Removed paragraphs (27)
Previous report
On March 9, 2026, we completed the divestiture of Federal Industries to a third party for cash proceeds of $68.3 million. The divestiture supports continued portfolio simplification and enables us to focus on larger businesses and fast growth end market opportunities. Post the divestiture, the Hydraulics business was combined with the Engraving business under the Engraving & Hydraulics segment and the Engineering Technologies segment has been re-named as the Aerospace & Defense segment. We believe that this name change will improve understanding of the business and its end markets. As a result, the Company will now report under the four operating segments of Electronics, Aerospace & Defense, Scientific, and Engraving & Hydraulics.
Previous report
Net sales increased in the nine months ended March 31, 2026 by $95.3 million or 16.8%, when compared to the prior year period. Acquisitions accounted for increased sales of $66.9 million or 11.8%, while divestitures reduced sales by $3.0 million or 0.5%. Foreign currency positively impacted sales by $5.1 million, or 0.9%. Organic sales increased $26.3 million, or 4.6%, primarily due to increased sales into fast growth markets and contributions from new products.
Previous report
SG&A expenses for the nine months ended March 31, 2026 increased to $162.4 million, or 24.5% of sales as compared to $140.8 million, or 24.8% of sales during the prior year period. SG&A expenses during the nine months ended March 31, 2026 were primarily impacted by increased expenses due to the recent acquisitions, research and development, and higher U.S. medical costs as compared to the prior year period.
Previous report
Gain on Sale of Business
Previous report
We recorded a gain on the sale of Federal Industries business of $56.8 million in the third quarter of fiscal year 2026. The sale transaction and financial results of Federal Industries are classified as continuing operations in the consolidated financial statements.
Previous report
Income from operations for the nine months ended March 31, 2026 was $156.0 million, compared to $58.8 million during the prior year period. The increase of $97.2 million, or 165.3%, is primarily due to the gain on the divestiture of Federal Industries, effects of recent acquisitions, productivity improvement initiatives, and lower purchase accounting and deal related costs, partially offset by increase in administrative and research and development expenses.
Previous report
Interest expense for the nine months ended March 31, 2026 was $24.2 million, an increase of $9.2 million from the prior year period due primarily to higher average debt balance as compared to the prior year period as debt was used to finance the second and third quarter fiscal 2025 acquisitions.
Previous report
The tax rate was impacted in the three and nine months ended March 31, 2025 by the following items: (i) a discrete tax benefit related to the release of a previously recorded tax reserve for a one-time tax charge on historical foreign earnings, as the relevant statute of limitations expired during the quarter; (ii) the jurisdictional mix of earnings; (iii) foreign withholding taxes; and (iv) federal research and development tax credits.
Previous report
Electronics Group
Previous report
Net sales in the nine months ended March 31, 2026 increased $61.0 million, or 21.4%, when compared to the prior year period. The recent acquisitions added $44.5 million, or 15.6%, in sales for the nine months ended March 31, 2026. Organic sales increased by $15.3 million, or 5.4%, due to sales into fast growth markets and increased new product sales. Foreign currency impact increased net sales by 0.4% as compared to the prior year period.
Previous report
Income from operations in the nine months ended March 31, 2026 increased by $29.8 million, or 49.7%, when compared to the prior year period. The operating income increase was the result of higher volume, pricing initiatives and product mix, partially offset by growth investments.
Previous report
Aerospace & Defense Group
Previous report
Net sales in the nine months ended March 31, 2026 increased by $26.6 million, or 37.7%, when compared to the prior period. Sales increase was attributable to the acquisition of McStarlite which added $17.5 million or 24.9% to revenue and an organic sales increase of $8.6 million or 12.2% driven by growth in the space and aviation end markets. Foreign currency impact increased net sales by 0.6% as compared to the prior year period.
Previous report
Income from operations in the nine months ended March 31, 2026 increased by $2.7 million, or 24.4%, when compared to the prior year period. The increase in operating income was a result of higher volume.
Previous report
In the fourth quarter of fiscal year 2026, on a sequential basis, we expect slightly to moderately higher revenue, due to growth in new product sales and more favorable project timing, and slightly to moderately higher operating margin due to higher volume and realization of productivity initiatives.
Previous report
Scientific Group
Previous report
Income from operations in the third quarter of fiscal year 2026 decreased by $0.2 million, or 4.8%, when compared to the prior year quarter due to lower sales.
Previous report
Net sales in the nine months ended March 31, 2026 increased by $2.5 million, or 4.5%, when compared to the prior year period due primarily to an $4.8 million benefit from the Custom Biogenic Systems acquisition, partially offset by an organic decline of $2.3 million from lower demand at academic and research institutions that were impacted by NIH funding cuts.
Previous report
Income from operations in the nine months ended March 31, 2026 decreased $0.5 million, or 3.7%, when compared to the prior year period due to organic decline partially offset by contribution from the acquisition.
Previous report
Engraving & Hydraulics Group
Previous report
Net sales in the third quarter of fiscal year 2026 increased by $1.0 million, or 2.2%, when compared to the prior year quarter. Organic sales decreased by $0.8 million, reflecting weakness for hydraulics cylinders, partially offset by slightly improved demand for engraving services in North America and Asia. Foreign currency positively impacted net sales by 4.0% as compared to the prior year quarter.
Previous report
Net sales in the nine months ended March 31, 2026 increased by $7.6 million, or 5.7%, when compared to the prior year period. Organic sales increased by $4.2 million, or 3.2%, due to improved demand in Europe, North America and Asia. Foreign currency positively impacted net sales by 2.6% as compared to the prior year period.
Previous report
Income from operations in the nine months ended March 31, 2026 increased by $2.8 million, or 15.3%, when compared to the prior year period. The operating income increase was driven by higher sales and the realization of previously announced productivity initiatives and restructuring actions.
Previous report
Net sales in the third quarter of fiscal year 2026 decreased by $1.5 million, or 21.1%, when compared to the prior year quarter primarily due to divestiture timing.
Previous report
Income from operations in the third quarter of fiscal year 2026 decreased $0.6 million, or 44.1%, when compared to the prior year quarter, due to divestiture timing and higher tariff costs which have been partly offset by increased pricing.
Previous report
Net sales in the nine months ended March 31, 2026 decreased by $2.3 million, or 9.0%, when compared to the prior year period primarily due to divestiture timing.
Previous report
Income from operations in the nine months ended March 31, 2026 decreased $1.2 million, or 22.4%, when compared to the prior year period, due to divestiture timing and higher tariff costs which have been partly offset by increased pricing.
Reworded paragraphs (40)
Previous wording
Statements contained in this periodic report that are not based on historical facts are“forward-looking statements”* within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terminology such as*“should,”* “could,” “may,” “will,” “expect,” “believe,” “estimate,” “anticipate,” “intend,” “continue,” or similar terms or variations of those terms or the negative of those terms. There are many factors that affect the Company*’s business and the results of its operations and that may cause the actual results of operations in future periods to differ materially from those currently expected or anticipated. These factors include, but are not limited to: the impact of pandemics and other global crises or catastrophic events on employees, our supply chain, and the demand for our products and services around the world; materially adverse or unanticipated legal judgments, fines, penalties or settlements; conditions in the financial and banking markets, including fluctuations in exchange rates and the inability to repatriate foreign cash; domestic and international economic conditions, including the impact, length and degree of economic downturns on the customers and markets we serve and more specifically conditions in the automotive, construction, aerospace, defense, transportation, food service equipment, consumer appliance, energy, oil and gas and general industrial markets; lower-cost competition; the relative mix of products which impact margins and operating efficiencies in certain of our businesses; the impact of higher raw material and component costs, particularly steel, certain materials used in electronics parts, petroleum based products, and refrigeration components; the impact of higher transportation and logistics costs, especially with respect to transportation of goods from Asia; the impact of inflation on the costs of providing our products and services; an inability to realize the expected cost savings from restructuring activities including effective completion of plant consolidations, cost reduction efforts including procurement savings and productivity enhancements, capital management improvements, strategic capital expenditures, and the implementation of lean enterprise manufacturing techniques; the potential for losses associated with the exit from or divestiture of businesses that are no longer strategic or no longer meet our growth and return expectations; the inability to achieve the savings expected from global sourcing of raw materials and diversification efforts in emerging markets; the impact on cost structure and on economic conditions as a result of actual and potential increases in trade tariffs; the inability to attain expected benefits from acquisitions and the inability to effectively consummate and integrate such acquisitions and achieve synergies envisioned by the Company; increased costs from acquisitions to improve and coordinat…
Excerpt shortened here; the source contains the full paragraph.
Current wording
Statements contained in this periodic report that are not based on historical facts are“forward-looking statements”* within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terminology such as*“should,”* “could,” “may,” “will,” “expect,” “believe,” “estimate,” “anticipate,” “intend,” “continue,” or similar terms or variations of those terms or the negative of those terms. There are many factors that affect the Company*’s business and the results of its operations and that may cause the actual results of operations in future periods to differ materially from those currently expected or anticipated. These factors include, but are not limited to: the impact of international hostilities, pandemics and other global crises or catastrophic events on employees, our supply chain, and the demand for our products and services around the world; materially adverse or unanticipated legal judgments, fines, penalties or settlements; conditions in the financial and banking markets, including fluctuations in exchange rates and the inability to repatriate foreign cash; domestic and international economic conditions, including the impact, length and degree of economic downturns on the customers and markets we serve and more specifically conditions in the automotive, construction, aerospace, defense, transportation, electrification, consumer appliance, energy, oil and gas and general industrial markets; lower-cost competition; the relative mix of products which impact margins and operating efficiencies in certain of our businesses; the impact of higher raw material and component costs, particularly steel, certain materials used in electronics parts, petroleum based products, and refrigeration components; the impact of higher transportation and logistics costs, especially with respect to transportation of goods from Asia; an inability to realize the expected cost savings from restructuring activities including effective completion of plant consolidations, cost reduction efforts including procurement savings and productivity enhancements, capital management improvements, strategic capital expenditures, and the implementation of lean enterprise manufacturing techniques; the potential for losses associated with the exit from or divestiture of businesses that are no longer strategic or no longer meet our growth and return expectations; the inability to achieve the savings expected from global sourcing of raw materials and diversification efforts in emerging markets; the impact on cost structure and on economic conditions as a result of actual and threatened increases in trade tariffs; the inability to attain expected benefits from acquisitions and the inability to effectively consummate and integrate such acquisitions and achieve synergies envisioned by the Company*; market acceptance of our products; our ability to design, introduce and sell new products and related product com…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
Net sales increased in the third quarter of fiscal year 2026 by $16.8 million or 8.1%, when compared to the prior year quarter. Acquisitions accounted for increased sales of $3.3 million or 1.6%. Divestitures reduced sales by $2.9 million, or 1.4%. Foreign currency positively impacted sales by $2.9 million, or 1.4%. Organic sales increased $13.5 million, or 6.5%, primarily due to increased sales into fast growth markets and contributions from new products.
Current wording
Net sales increased in the first quarter of fiscal year 2027 by $15.1 million or 7.0%, as compared to the prior year quarter. Organic sales increased by $26.9 million, or 12.4%, primarily due to increased sales into fast growth markets and contributions from new products. Divestitures reduced sales by $9.5 million, or 4.4%. Foreign currency negatively impacted sales by $2.3 million, or 1.0%.
Previous wording
Gross profit in the third quarter of fiscal year 2026 increased to $91.9 million, or a gross margin of 40.9%, as compared to $82.4 million, or a gross margin of 39.7%, in the third quarter of fiscal year 2025. The margin increase was a result of the continued focus on pricing disciplines and productivity actions.
Current wording
Gross profit in the first quarter of fiscal year 2027 increased to $103.2 million, or a gross margin of 44.4%, as compared to $90.4 million, or a gross margin of 41.6%, in the first quarter of fiscal year 2026. The margin increase was a result of the continued focus on pricing disciplines and productivity actions.
Previous wording
Selling, General, and Administrative (“SG&A”) expenses for the third quarter of fiscal year 2026 increased to $52.4 million, or 23.3% of sales as compared to $52.0 million, or 25.1% of sales during the prior year quarter. SG&A expenses during the third quarter of fiscal year 2026 were primarily impacted by increased expenses due to the recent acquisitions, and higher U.S. medical costs as compared to the prior year quarter.
Current wording
Selling, General, and Administrative (“SG&A”) expenses for the first quarter of fiscal year 2027 increased to $60.5 million, or 26.0% of sales as compared to $54.4 million, or 25.0% of sales during the prior year quarter. SG&A expenses during the first quarter of fiscal year 2027 were primarily impacted by increased expenses due to variable compensation, employee medical costs and professional fees as compared to the prior year quarter.
Previous wording
We incurred restructuring expenses of $3.0 million in the third quarter of fiscal year 2026, and $9.4 million in the first nine months of fiscal year 2026 primarily related to facility rationalization activities and announced closure of four sites in our Engraving & Hydraulics segment. We expect to continue seeing realization of these restructuring actions during the last quarter of fiscal year 2026 and into fiscal year 2027.
Current wording
We incurred restructuring expenses of $1.0 million in the first quarter of fiscal year 2027, primarily related to continuation of facility rationalization. We expect to continue seeing realization of these restructuring actions during the fiscal year 2027.
Previous wording
We incurred deal related expenses of $2.5 million in the third quarter of fiscal year 2026 and $3.6 million in the first nine months of fiscal year 2026. Deal related expenses primarily consist of costs related to due diligence, advisory, legal, integration, and valuation activities associated with recent or pending acquisitions or divestitures transactions.
Current wording
We incurred deal related expenses of $0.4 million in each of the first quarter of fiscal year 2027 and 2026. Deal related expenses primarily consist of costs related to due diligence, advisory, legal, integration, and valuation activities associated with recent or pending acquisitions or divestitures transactions.
Previous wording
Income from operations for the third quarter of fiscal year 2026 was $90.8 million, compared to $26.3 million during the prior year quarter. The increase of $64.6 million, or 246.0%, is primarily due to the gain on the divestiture of Federal Industries, contributions from recent acquisitions, productivity improvement initiatives, and lower purchase accounting costs, partially offset by increase in administrative and research and development expenses.
Current wording
Income from operations for the first quarter of fiscal year 2027 was $40.4 million, compared to $29.6 million during the prior year quarter. The increase of $10.8 million, or 36.4%, is primarily due to increased revenue, productivity improvement initiatives, partially offset by increases in administrative, selling and marketing and research and development expenses.
Previous wording
Interest expense for the third quarter of fiscal year 2026 was $7.3 million, a decline of $1.0 million from the prior year quarter, due primarily to lower average debt balance, more favorable interest rates and a favorable interest rate swap.
Current wording
Interest expense for the first quarter of fiscal year 2027 was $7.2 million, as compared to $8.9 million in the prior year quarter. The decline is due primarily to a lower average debt balance, more favorable interest rates and interest rate swap. Our effective interest rate for the three months ended September 30, 2026 was 5.49% as compared to 6.10% for the prior year quarter.
Previous wording
The Company's effective tax rate from continuing operations for the third quarter of fiscal year 2026 and for the nine months ended March 31, 2026 was 17.0% and 19.7%, respectively, compared with -29.6% and 1.1% for the prior year quarter and prior year period, respectively.
Current wording
The Company's effective tax rate from continuing operations for the first quarter of fiscal year 2027 and 2026 was 24.7% and 24.6%, respectively.
Previous wording
The tax rate was impacted in the three and nine months ended March 31, 2026 by the following items: (i) the recognition of a discrete tax benefit of approximately $6 million related to the release of a valuation allowance previously recorded against the capital loss carryforward deferred tax asset, due to the utilization of such carryforward in connection with the divestiture of Federal Industries; (ii) changes in the geographic mix of earnings; (iii) foreign withholding taxes; and (iv) federal tax credits related to research and development activities.
Current wording
The tax rate was impacted in the three months ended September 30, 2026 and 2025 by the following items: (i) the recognition of a discrete tax benefit related to equity compensation; (ii) variations in the geographic mix of earnings; (iii) foreign withholding taxes and (iv) federal tax credits related to research and development activities.
Previous wording
Total backlog realizable under one year increased $55.2 million, or 22.1%, to $305.1 million at March 31, 2026, from $249.9 million at March 31, 2025. The year over year increase is primarily driven by fast growth end markets.
Current wording
Total backlog realizable under one year increased by $91.7 million, or 37.3%, to $338.0 million at September 30, 2026, from $246.3 million at September 30, 2025. The year over year increase is primarily driven by fast growth end markets.
Previous wording
Looking forward to the remainder of fiscal year 2026, we anticipate continued improvement in key financials metrics, supported by productivity initiatives.
Current wording
Looking forward to the remainder of fiscal year 2027, we anticipate continued improvement in key financial metrics, supported by productivity initiatives.
Previous wording
Net sales in the third quarter of fiscal year 2026 increased $8.4 million, or 7.6%, when compared to the prior year quarter. Organic sales increased by $7.5 million, or 6.8%, due to sales into fast growth markets and increased new product sales. Foreign currency impact increased net sales by 0.8% as compared to the prior year quarter.
Current wording
Net sales in the first quarter of fiscal year 2027 increased by $29.9 million, or 27.1%, when compared to the prior year quarter. Organic sales increased by $32.6 million, or 29.5%, due to sales into fast growth markets, strong general industrial markets and increased new product sales. Foreign currency impact decreased the net sales by $2.6 million or 2.4% as compared to the prior year quarter.
Previous wording
Income from operations in the third quarter of fiscal year 2026 increased by $6.2 million, or 24.3%, when compared to the prior year quarter. The operating income increase was the result of higher volume, pricing initiatives and product mix, partially offset by growth investments.
Current wording
Income from operations in the first quarter of fiscal year 2027 increased by $9.6 million, or 33.9%, when compared to the prior year quarter. The operating income increase was the result of higher volume and pricing initiatives, partially offset by growth investments and higher variable compensation expenses.
Previous wording
In the fourth quarter of fiscal year 2026, on a sequential basis, we expect slightly to moderately higher revenue reflecting higher sales into fast growth end markets and increased new product sales. The Company expects slightly higher operating margin due to higher revenue, partially offset by continued growth investments.
Current wording
In the second quarter of fiscal year 2027, on a sequential basis, we expect slightly higher revenue and similar operating margin, reflecting higher sales into fast growth end markets and increased new product sales.
Previous wording
Net sales in the third quarter of fiscal year 2026 increased by $9.2 million, or 33.7%, when compared to the prior year quarter. Sales increase was attributable to the acquisition of McStarlite which added $3.3 million to revenue and an organic sales increase of $5.7 million or 20.8% primarily driven by increased projects activity in commercialization of space end market. Foreign currency impact increased net sales by 0.7% as compared to the prior year quarter.
Current wording
Net sales in the first quarter of fiscal year 2027 increased by $1.5 million, or 5.1%, when compared to the prior year quarter. Sales increase was attributable to an organic sales increase of $1.5 million or 5.1% primarily driven by project activity in the space and defense end markets, partially offset by project timing.
Previous wording
Income from operations in the third quarter of fiscal year 2026 increased by $2.4 million, or 70.9%, when compared to the prior year quarter. The increase in operating income was a result of higher volume.
Current wording
Income from operations in the first quarter of fiscal year 2027 increased by $2.2 million, or 61.6%, when compared to the prior year quarter. The increase in operating income was a result of higher volume and project mix.
Previous wording
Net sales in the third quarter of fiscal year 2026 decreased by $0.3 million, or 1.7%, when compared to the prior year quarter due primarily to lower demand at academic and research institutions that were impacted by NIH funding cuts.
Current wording
Net sales in the first quarter of fiscal year 2027 increased by $0.3 million, or 1.8%, when compared to the prior year quarter due primarily to organic growth from pricing initiatives and a slight market recovery.
Previous wording
In the fourth quarter of fiscal year 2026, on a sequential basis, we expect slightly higher revenue and similar operating margin due to product mix.
Current wording
In the second quarter of fiscal year 2027, on a sequential basis, we expect similar to slightly higher revenue and similar operating margin.
Previous wording
Income from operations in the third quarter of fiscal year 2026 increased by $1.2 million, or 23.4%, when compared to the prior year quarter. The operating income increase was a result of realization of previously announced productivity initiatives and restructuring actions.
Current wording
Income from operations in the first quarter of fiscal year 2027 decreased by $0.9 million, or 12.5%, when compared to the prior year quarter. The operating income decrease was primarily due to lower volume, partially offset by the realization of previously announced productivity initiatives and restructuring actions.
Previous wording
In the fourth quarter of fiscal year 2026, on a sequential basis, we expect slightly lower revenue and similar to slightly higher operating margin from realization of productivity initiatives.
Current wording
In the second quarter of fiscal year 2027, on a sequential basis, we expect slightly lower revenue and operating margin.
Previous wording
Corporate expenses in the third quarter of fiscal year 2026 remained flat as compared to the prior year quarter. Corporate expenses for the first nine months of fiscal year 2026 increased as compared to the prior year period primarily due to increase in variable compensation and employee medical costs.
Current wording
Corporate expenses in the first quarter of fiscal year 2027 increased as compared to the prior year period primarily due to increase in variable compensation, employee medical costs and professional fees.
Previous wording
The restructuring, gain on sale of business and deal related costs have been discussed above in the Company Overview.
Current wording
The loss on sale of business, restructuring costs and deal related costs have been discussed above in the Company Overview.
Previous wording
In pursuing our business strategy, we may divest certain businesses. Future divestitures may be classified as discontinued operations based on their strategic significance to the Company. Net loss from discontinued operations was approximately $0.1 million for the three and nine months ended March 31, 2026 and 2025.
Current wording
In pursuing our business strategy, we may divest certain businesses. Future divestitures may be classified as discontinued operations based on their strategic significance to the Company. Net loss from discontinued operations was approximately $0.1 million for the three months ended September 30, 2026 and 2025. Activity related to discontinued operations is as follows (in thousands):
Previous wording
At March 31, 2026, our total cash balance was $103.7 million, of which $81.6 million was held by foreign subsidiaries. The amount and timing of cash repatriation is dependent upon foreign exchange rates and each business unit’s operational needs including requirements to fund working capital, capital expenditure, and jurisdictional tax payments. The repatriation of cash balances from certain of our subsidiaries could have adverse tax consequences or be subject to capital controls; however, those balances are generally available without legal restrictions to fund ordinary business operations.
Current wording
At September 30, 2026, our total cash balance was $116.8 million, of which $94.3 million was held by foreign subsidiaries. The amount and timing of cash repatriation is dependent upon foreign exchange rates and each business unit’s operational needs including requirements to fund working capital, capital expenditures, and jurisdictional tax payments. The repatriation of cash balances from certain of our subsidiaries could have adverse tax consequences or be subject to capital controls; however, those balances are generally available without legal restrictions to fund ordinary business operations.
Previous wording
Net cash provided by continuing operating activities for the nine months ended March 31, 2026, was $49.4 million compared to net cash provided by continuing operating activities of $36.2 million in the prior year period. We generated $84.7 million from income statement activities and used $29.9 million of cash to fund working capital and other balance sheet increases. Cash provided by investing activities for the nine months ended March 31, 2026 totaled $48.2 million and consisted primarily of proceeds from the divestiture of $68.3 million and cash used for capital expenditures of $19.7 million. Cash used for financing activities for the nine months ended March 31, 2026 totaled $96.8 million and consisted primarily of repayments of borrowings of $105.0 million, cash paid for dividends of $12.1 million, and treasury stock related taxes of $3.8 million, and borrowings of $25.0 million.
Current wording
Net cash provided by continuing operating activities for the three months ended September 30, 2026, was $15.7 million compared to net cash provided by continuing operating activities of $16.8 million in the prior year period. We generated $38.2 million from income statement activities and used $22.4 million of cash to fund working capital and other balance sheet increases. Cash flow used in investing activities for the three months ended September 30, 2026 totaled $6.6 million and consisted primarily of cash used for capital expenditures. Cash used for financing activities for the three months ended September 30, 2026 totaled $71.5 million and consisted primarily of the purchase of non-controlling interests of $64.0 million, cash paid for dividends of $4.0 million, and treasury stock related taxes of $4.3 million.
Previous wording
Net cash provided by continuing operating activities for the nine months ended March 31, 2025, was $36.2 million compared to net cash provided by continuing operating activities of $64.6 million in the prior year. We generated $75.0 million from income statement activities and used $32.7 million of cash to fund working capital and other balance sheet increases. Cash used in investing activities for the nine months ended March 31, 2025 totaled $493.3 million and consisted of $477.4 million for the acquisition of businesses, net of cash acquired, $19.8 million used for capital expenditures offset by $3.5 million in life insurance proceeds and $0.4 million proceeds from sales of real estate and equipment. Cash provided by financing activities for the nine months ended March 31, 2025 totaled $411.4 million and consisted primarily of borrowings of $792.3 million, repayments of $362.1 million, cash paid for dividends of $11.2 million, purchases of stock of $5.2 million, and $4.4 million in related financing fees.
Current wording
Net cash provided by continuing operating activities for the three months ended September 30, 2025, was $16.8 million. We generated $26.3 million from income statement activities and used $9.5 million of cash to fund working capital and other balance sheet increases. Cash flow used in investing activities for the three months ended September 30, 2025 totaled $6.4 million and consisted primarily of cash used for capital expenditures. Cash used for financing activities for the three months ended September 30, 2025 totaled $15.5 million and consisted primarily of repayments of borrowings of $8.0 million, cash paid for dividends of $3.8 million, treasury stock related taxes of $3.7 million and activity under share-based payment plans of $1.1 million.
Previous wording
Under the terms of the Credit Facility, we pay a variable rate of interest and a commitment fee on borrowed amounts as well as a commitment fee on unused amounts under the facility. The amount of the commitment fee depends upon both the undrawn amount remaining available under the facility and the funded debt to EBITDA (as defined in the agreement) ratio at the last day of each quarter. As our funded debt to EBITDA ratio increases, the commitment fee increases.
Current wording
Under the terms of the Credit Facility, we pay interest on borrowed amounts based on a variable rate of interest and a credit spread based on quarterly reported leverage and a commitment fee on unused amounts under the facility. The amount of the commitment fee depends upon both the undrawn amount remaining available under the facility and the Company's funded debt to EBITDA (as defined in the agreement) ratio at the last day of each quarter.
Previous wording
During the second quarter of fiscal year 2025, we entered into a $250 million 364-day term loan with existing lenders. Also, during the period, we converted the 364-day term loan into an exercise of the accordion feature under our existing credit facilities. In connection with the conversion of the loan, we entered into a Second Amendment to Third Amended and Restated Credit Agreement. This amendment expanded the total available credit under the Revolving Credit Agreement from $500 million to $825 million. As of March 31, 2026, we used $3.1 million against the letter of credit sub-facility and had the ability to borrow $188.0 million under the facility based on our current trailing twelve-month EBITDA. The facility contains customary representations, warranties and restrictive covenants, as well as specific financial covenants. Current financial covenants under the facility are as follows:
Current wording
As of September 30, 2026, we used $3.1 million against the letter of credit sub-facility and had the ability to borrow $168.5 million under the facility based on our current trailing twelve-month EBITDA. The facility contains customary representations, warranties and restrictive covenants, as well as specific financial covenants. Current financial covenants under the facility are as follows:
Previous wording
Interest Coverage RatioWe are required to maintain a ratio of Earnings Before Interest and Taxes, as Adjusted (“Adjusted EBIT per the Credit Facility”), to interest expense for the trailing twelve months of at least 2.75:1. Adjusted EBIT per the Credit Facility specifically excludes extraordinary and certain other defined items such as cash restructuring and deal related charges up to the lower of $20.0 million or 10% of EBITDA. The facility also allows for unlimited non-cash purchase accounting and goodwill adjustments. At March 31, 2026, the Interest Coverage Ratio was 4.54:1.
Current wording
Interest Coverage RatioWe are required to maintain a ratio of Earnings Before Interest and Taxes, as Adjusted (“Adjusted EBIT per the Credit Facility”), to interest expense for the trailing twelve months of at least 2.75:1. Adjusted EBIT per the Credit Facility specifically excludes extraordinary and certain other defined items such as cash restructuring and deal related charges up to the lower of $20.0 million or 10% of EBITDA. The facility also allows for unlimited non-cash charges including purchase accounting and goodwill adjustments. At September 30, 2026, the Interest Coverage Ratio was 5.47:1.
Previous wording
Leverage Ratio The ratio of funded debt to trailing twelve month Adjusted EBITDA per the Credit Facility, calculated as Adjusted EBIT per the Credit Facility plus depreciation and amortization, may not exceed 3.5:1. Under certain circumstances in connection with a Material Acquisition (as defined in the Facility), the Facility allows for the leverage ratio to go as high as 4.0:1 for a four-fiscal quarter period. At March 31, 2026, the leverage ratio was 2.18:1.
Current wording
Leverage Ratio The ratio of funded debt to trailing twelve month Adjusted EBITDA per the Credit Facility, calculated as Adjusted EBIT per the Credit Facility plus depreciation and amortization, may not exceed 3.5:1. Under certain circumstances in connection with a Material Acquisition (as defined in the Facility), the Facility allows for the leverage ratio to go as high as 4.0:1 for a four-fiscal quarter period. At September 30, 2026, the leverage ratio was 2.34:1.
Previous wording
As of March 31, 2026, we had borrowings under our facility of $472.8 million. In order to manage our interest rate exposure on these borrowings, we are party to $225 million of active floating to fixed rate swaps. These swaps convert our interest payments from SOFR to a weighted average fixed rate of 3.48%. The effective rate of interest for our outstanding borrowings, including the impact of the interest rate swaps, was 5.80%.
Current wording
As of September 30, 2026, we had borrowings under our facility of $518.1 million. In order to manage our interest rate exposure on these borrowings, we are party to $225 million of active floating to fixed rate swaps. These swaps convert our interest payments from SOFR to a weighted average fixed rate of 3.48%. The effective rate of interest for our outstanding borrowings, including the impact of the interest rate swaps, was 5.49%.
Previous wording
Our primary cash requirements in addition to day-to-day operating needs include interest payments, capital expenditures, acquisitions, share repurchases, and dividends. Our primary sources of cash for these requirements are cash flows from continuing operations and borrowings under the facility. We expect fiscal year 2026 capital spending to be between $31.0 million and $34.0 million. We expect that fiscal year 2026 depreciation and amortization expense will be between $24.0 million and $26.0 million and $15.5 million and $17.5 million, respectively.
Current wording
Our primary cash requirements in addition to day-to-day operating needs include interest payments, capital expenditures, acquisitions, and dividends. Our primary sources of cash for these requirements are cash flows from continuing operations and borrowings under the facility. We expect fiscal year 2027 capital spending to be between $45.0 million and $55.0 million. We expect that fiscal year 2027 depreciation and amortization expense will be between $18.0 million and $20.5 million and $10.5 million and $12.5 million, respectively.
Previous wording
The fair value of our U.S. defined benefit pension plan assets was $146.2 million at March 31, 2026, as compared to $146.4 million at the most recent measurement date, which occurred as of June 30, 2025. The next measurement date to determine plan assets and benefit obligations will be on June 30, 2026.
Current wording
The fair value of our U.S. defined benefit pension plan assets was $140.2 million at September 30, 2026, as compared to $149.7 million at the most recent measurement date, which occurred as of June 30, 2026. The next measurement date to determine plan assets and benefit obligations will be on June 30, 2027.
Previous wording
Contributions of $5.4 million and $6.2 million were made during the nine months ended March 31, 2026 and 2025, respectively. We expect to pay $1.6 million in contributions to our defined benefit plans during the remainder of fiscal year 2026 comprising of $1.5 million and $0.1 million to our unfunded defined benefit plans in the U.S. and Germany, respectively. There are no required contributions to the plans in Japan or the U.K. Any subsequent plan contributions will depend on the results of future actuarial valuations.
Current wording
Contributions of $0.2 million and $1.3 million were made during the three months ended September 30, 2026 and 2025, respectively. We expect to pay $4.8 million in contributions to our defined benefit plans during the remainder of fiscal year 2027 comprising of $4.6 million and $0.2 million to our unfunded defined benefit plans in the U.S. and Germany, respectively. There are no required contributions to the plans in Japan or the U.K. Any subsequent plan contributions will depend on the results of future actuarial valuations.
Previous wording
We have an insurance program in place to fund supplemental retirement income benefits for two retired executives. Current executives and new hires are not eligible for this program. At March 31, 2026, the underlying policies had a cash surrender value of $7.0 million and are reported net of loans of $2.7 million for which we have the legal right of offset, these amounts are reported net on our balance sheet.
Current wording
We have an insurance program in place to fund supplemental retirement income benefits for two retired executives. Current executives and new hires are not eligible for this program. At September 30, 2026, the underlying policies had a cash surrender value of $7.1 million and are reported net of loans of $2.7 million for which we have the legal right of offset, these amounts are reported net on our balance sheet.
Previous wording
Middle East – The ongoing conflict and broader geopolitical instability in the Middle East, especially as it relates to the availability of Strait of Hormuz, could have an adverse impact on certain portions of our supply chain which could negatively impact sales and operating income.
Current wording
Middle East – The ongoing conflict and broader geopolitical instability in the Middle East, especially as it relates to the availability of the Strait of Hormuz, could have an adverse impact on certain portions of our supply chain which could negatively impact sales and operating income.
Previous wording
Tariff – Several of our segments may be impacted by recent tariff announcements. While we cannot predict the impact of potential new tariffs on global trade and economic growth, our regional presence, strong customer relationships, and our disciplined approach to pricing and productivity actions position us well to manage through these challenges. We monitor the regulatory environment and continue to make adjustments whenever it is deemed necessary. Most of our supply chain is strategically located to service regional demand. We plan to continue to invest in our key strategic growth priorities while closely managing our cost structure and driving productivity and pricing actions and seeking alternate sources of supply to further reduce the impact of tariffs as appropriate. We currently are evaluating the overall impact of the United States Supreme Court’s decision invalidating certain IEEPA tariffs. There are several variables associated with the net amount of any refunds we may recognize including validation of imports eligible for tariff refund, timing of any such refunds, and associated customer and supplier discussions.
Current wording
Tariff – Several of our segments may be impacted by ongoing tariff announcements. While we cannot predict the impact of potential new tariffs on global trade and economic growth, our regional presence, strong customer relationships, and our disciplined approach to pricing and productivity actions position us well to manage through these challenges. We monitor the regulatory environment and continue to make adjustments whenever it is deemed necessary. Most of our supply chain is strategically located to service regional demand. We plan to continue to invest in our key strategic growth priorities while closely managing our cost structure and driving productivity and pricing actions and seeking alternate sources of supply to further reduce the impact of tariffs as appropriate.
Previous wording
*Inflation –*Certain of our expenses, such as wages and benefits, occupancy costs, freight and equipment repair and replacement, are subject to normal inflationary pressures. Inflation for medical costs can impact both our employee benefit costs as well as our reserves for workers' compensation claims. We monitor the inflationary rate and make adjustments to reserves whenever it is deemed necessary. Our ability to control worker compensation insurance medical cost inflation is dependent upon our ability to manage claims and purchase insurance coverage to limit our maximum exposure. Each of our segments is subject to the effects of changing raw material costs caused by the underlying commodity price movements. We have experienced price fluctuations for a number of materials including rhodium, steel, and other metal commodities. These materials are some of the key elements in the products manufactured in these segments. Wherever possible, we will implement price increases to offset the impact of changing prices. The ultimate acceptance of these price increases will be impacted by our affected divisions’ respective competitors and the timing of their price increases. In general, we do not enter into purchase contracts that extend beyond one operating cycle. While Standex considers our relationship with our suppliers to be good, there can be no assurances that we will not experience any supply shortage.
Current wording
*Inflation –*Certain of our expenses, such as wages and benefits, occupancy costs, freight and equipment repair and replacement, are subject to normal inflationary pressures. Inflation for medical costs can impact both our employee benefit costs as well as our reserves for workers' compensation claims. We monitor the inflationary rate and make adjustments to reserves whenever it is deemed necessary. Our ability to control worker compensation insurance medical cost inflation is dependent upon our ability to manage claims and purchase insurance coverage to limit the maximum exposure for us. Each of our segments is subject to the effects of changing raw material costs caused by the underlying commodity price movements. We have experienced price fluctuations for a number of materials including rhodium, steel, and other metal commodities. These materials are some of the key elements in the products manufactured in these segments. Wherever possible, we will implement price increases to offset the impact of changing prices. The ultimate acceptance of these price increases will be impacted by our affected divisions’ respective competitors and the timing of their price increases. In general, we do not enter into purchase contracts that extend beyond one operating cycle. While Standex considers our relationship with our suppliers to be good, there can be no assurances that we will not experience any supply shortage.
Previous wording
Foreign Currency Translation – Our primary functional currencies used by our non-U.S. subsidiaries are the Euro, British Pound Sterling (Pound), Japanese (Yen), Peso, Chinese (Yuan) and Indian (Rupee).
Current wording
Foreign Currency Translation – Our primary functional currencies used by our non-U.S. subsidiaries are the Euro, British Pound Sterling (Pound), Japanese Yen, Mexican Peso, Chinese Yuan and Indian Rupee.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
During the first quarter of fiscal year 2026, we incurred restructuring expenses of $6.0 million, primarily related to facility rationalization activities, and announced closure of four sites in our Engraving & Hydraulics segment.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Gross profit in the nine months ended March 31, 2026 increased to $274.6 million, or a gross margin of 41.4% as compared to $224.0 million, or a gross margin of 39.4%, in the prior year period. The margin increase was a result of the continued focus on pricing disciplines and productivity actions.
Previous report — wording carried elsewhere
Our effective interest rate for the nine months ended March 31, 2026 was 5.80%.