What changed in this filing

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Item 1. Financial Statements

2026-04-02 compared with 2026-01-06 · 98 added, 85 removed, 550 unchanged (25% of the section changed)

4 unchanged sentences

(in thousands of dollars, except per share data)

Three Months Ended Six Months Ended

Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

Net sales $ 78,423 $ 72,004 $ 233,567 $ 212,340

12 unchanged sentences

Interest income (expense), net ( 88 ) 135 ( 194 ) 975

Other income (expense), net ( 128 ) 12 ( 306 ) ( 161 )

Total other income (expense), net ( 230 ) 246 ( 412 ) 679

Other income, net 4,967 5,430 4,661 5,269

Total other income, net 4,879 5,565 4,467 6,244

Loss before income tax benefit ( 8,072 ) ( 4,409 ) ( 25,265 ) ( 27,922 )

13 unchanged sentences

(in thousands of dollars)

Three Months Ended Six Months Ended

Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

Net loss $ ( 8,084 ) $ ( 4,407 ) $ ( 25,337 ) $ ( 27,943 )

Other comprehensive income (loss), before tax:

Other comprehensive income, before tax:

Foreign currency translation gain 1,708 216 4,729 833

Other comprehensive income (loss), before tax 937 ( 481 ) 3,021 617

Other comprehensive income, before tax 1,708 216 4,729 833

Income tax expense related to items of other comprehensive loss — — — —

Other comprehensive income (loss), net of tax 937 ( 481 ) 3,021 617

Other comprehensive income, net of tax 1,708 216 4,729 833

Total comprehensive loss, net of tax $ ( 6,376 ) $ ( 4,191 ) $ ( 20,608 ) $ ( 27,110 )

5 unchanged sentences

(in thousands of dollars, except share data)

Nov 30, 2025 May 31, 2025

Feb 28, 2026 May 31, 2025

Current assets

Cash and cash equivalents $ 41,638 $ 55,893

Cash $ 37,810 $ 55,893

Accounts receivable, net of allowances of $ 1,759 and $ 2,215 respectively

21 unchanged sentences

Common stock, par value $ 0.01 per share, 75,000,000 shares authorized;

42,188,059 and 41,607,877 shares issued and 41,574,212 and 40,994,030 shares outstanding at November 30, 2025 and May 31, 2025, respectively

42,295,944 and 41,607,877 shares issued and 41,682,097 and 40,994,030 shares outstanding at February 28, 2026 and May 31, 2025, respectively

Additional paid-in capital 632,179 621,186

Accumulated deficit ( 454,534 ) ( 429,197 )

Treasury stock, 613,847 shares, at cost at November 30, 2025 and May 31, 2025, respectively

Treasury stock, 613,847 shares, at cost at February 28, 2026 and May 31, 2025, respectively

( 7,381 ) ( 7,381 )

8 unchanged sentences

(in thousands of dollars)

Six Months Ended

Nov 30, 2025 Nov 30, 2024

Nine Months Ended

Feb 28, 2026 Feb 28, 2025

Cash flows from operating activities:

22 unchanged sentences

Principal payments on financing arrangement ( 278 ) ( 58 )

Proceeds from financing arrangement — 6,310

Repurchase of common stock — ( 1,670 )

Proceeds from exercise of stock options and employee stock purchase plan 950 933

Net cash provided by (used in) financing activities 51 ( 1,632 )

Effect of exchange rate changes on cash and cash equivalents 119 ( 189 )

Decrease in cash and cash equivalents ( 14,255 ) ( 21,967 )

Cash and cash equivalents at beginning of period 55,893 76,056

Cash and cash equivalents at end of period $ 41,638 $ 54,089

Net cash provided by financing activities 672 5,515

Effect of exchange rate changes on cash 287 ( 317 )

Decrease in cash ( 18,083 ) ( 31,296 )

Cash at beginning of period 55,893 76,056

Cash at end of period $ 37,810 $ 44,760

Supplemental disclosure of non-cash investing and financing activities:

23 unchanged sentences

Balance at November 30, 2025 42,188,059 $ 386 $ 628,780 $ ( 446,450 ) $ 998 ( 613,847 ) $ ( 7,381 ) $ 176,333

Net loss ( 8,084 ) ( 8,084 )

Issuance/Cancellation of restricted stock units 25,771 — —

Purchases of common stock under ESPP 82,114 1 715 716

Stock-based compensation 2,684 2,684

Other comprehensive income, net of tax 1,708 1,708

Balance at February 28, 2026 42,295,944 $ 387 $ 632,179 $ ( 454,534 ) $ 2,706 ( 613,847 ) $ ( 7,381 ) $ 173,357

Table of Content

Common Stock Additional

18 unchanged sentences

Balance at November 30, 2024 41,449,556 $ 384 $ 616,253 $ ( 418,740 ) $ ( 3,748 ) ( 613,847 ) $ ( 7,381 ) $ 186,768

Net loss ( 4,407 ) ( 4,407 )

Exercise of stock options 25,000 248 248

Issuance/Cancellation of restricted stock units 6,016 — —

Purchases of common stock under ESPP 104,106 1 646 647

Stock-based compensation 2,398 2,398

Other comprehensive income, net of tax 216 216

Balance at February 28, 2025 41,584,678 $ 385 $ 619,545 $ ( 423,147 ) $ ( 3,532 ) ( 613,847 ) $ ( 7,381 ) $ 185,870

The accompanying notes are an integral part of these consolidated financial statements.

4 unchanged sentences

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Loss for the three and six months ended November 30, 2025 and 2024, the Consolidated Balance Sheet as of November 30, 2025, the Consolidated Statements of Cash Flows for the six months ended November 30, 2025 and 2024, and the Consolidated Statements of Stockholders’ Equity for the six months ended November 30, 2025 and 2024 have been prepared by the Company and are unaudited.

The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Loss for the three and nine months ended February 28, 2026 and 2025, the Consolidated Balance Sheet as of February 28, 2026, the Consolidated Statements of Cash Flows for the nine months ended February 28, 2026 and 2025, and the Consolidated Statements of Stockholders’ Equity for the nine months ended February 28, 2026 and 2025 have been prepared by the Company and are unaudited.

The Consolidated Balance Sheet as of May 31, 2025 was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to state fairly the financial position, changes in stockholders’ equity and comprehensive income, results of operations and cash flows as of and for the period ended November 30, 2025 (and for all periods presented) have been made.

The unaudited interim consolidated financial statements for the three and six months ended November 30, 2025 and 2024 include the accounts of AngioDynamics, Inc.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to state fairly the financial position, changes in stockholders’ equity and comprehensive income, results of operations and cash flows as of and for the period ended February 28, 2026 (and for all periods presented) have been made.

The unaudited interim consolidated financial statements for the three and nine months ended February 28, 2026 and 2025 include the accounts of AngioDynamics, Inc.

and its wholly owned subsidiaries (collectively, the "Company", "we", "our" or "us").

12 unchanged sentences

The following table summarizes net sales by Med Tech, Med Device and by geography:

Three Months Ended November 30, 2025 Three Months Ended November 30, 2024

Three Months Ended February 28, 2026 Three Months Ended February 28, 2025

(in thousands) United States International Total United States International Total

2 unchanged sentences

Total $ 67,278 $ 11,145 $ 78,423 $ 61,340 $ 10,664 $ 72,004

Six Months Ended November 30, 2025 Six Months Ended November 30, 2024

Nine Months Ended February 28, 2026 Nine Months Ended February 28, 2025

(in thousands) United States International Total United States International Total

37 unchanged sentences

Discounts and product returns are based on amounts earned or to be claimed on the related sales and are classified as a contra asset.

During the three months ended November 30, 2025 and 2024, such product returns were not material.

During the three months ended February 28, 2026 and 2025, such product returns were not material.

The Company provides certain customers with rebates and allowances that are explicitly stated in the Company’s contracts and are recorded as a reduction of revenue in the period the related product revenue is recognized.

9 unchanged sentences

The following table presents changes in the Company’s receivables, contract assets and contract liabilities with customers:

(in thousands) Nov 30, 2025 May 31, 2025

(in thousands) Feb 28, 2026 May 31, 2025

Receivables $ 45,552 $ 42,890

1 unchanged sentence

Contract liabilities $ 419 $ 277

During the six months ended November 30, 2025, the Company had additions to contract liabilities of $ 0.4 million.

This was offset by $ 0.1 million in revenue that was recognized during the six months ended November 30, 2025.

During the nine months ended February 28, 2026, the Company had additions to contract liabilities of $ 0.4 million.

This was offset by $ 0.3 million in revenue that was recognized during the nine months ended February 28, 2026.

Costs to Obtain or Fulfill a Customer Contract

7 unchanged sentences

Inventories consisted of the following:

(in thousands) Nov 30, 2025 May 31, 2025

(in thousands) Feb 28, 2026 May 31, 2025

Raw materials $ 21,428 $ 27,497

5 unchanged sentences

Based on these assumptions, the Company estimates the amount of obsolete, expiring and slow-moving inventory.

The total inventory reserve at November 30, 2025 and May 31, 2025 was $ 5.0 million and $ 4.4 million, respectively.

The total inventory reserve at February 28, 2026 and May 31, 2025 was $ 5.7 million and $ 4.4 million, respectively.

INTANGIBLE ASSETS

18 unchanged sentences

$ 192,359 $ ( 123,243 ) $ 69,116

Amortization expense for the three months ended November 30, 2025 and 2024 was $ 2.6 million and $ 2.6 million, respectively.

Amortization expense for the six months ended November 30, 2025 and 2024 was $ 5.3 million and $ 5.1 million, respectively.

Amortization expense for the three months ended February 28, 2026 and 2025 was $ 2.7 million and $ 2.6 million, respectively.

Amortization expense for the nine months ended February 28, 2026 and 2025 was $ 8.0 million and $ 7.7 million, respectively.

Expected future amortization expense related to the intangible assets for each of the following fiscal years is as follows:

4 unchanged sentences

Accrued liabilities consisted of the following:

(in thousands) Nov 30, 2025 May 31, 2025

(in thousands) Feb 28, 2026 May 31, 2025

Payroll and related expenses $ 19,073 $ 20,397

27 unchanged sentences

* The definitions of total indebtedness, EBITDA, capital expenditures and interest expense are specifically defined in the Credit Agreement included as an exhibit to Form 8-K filed on May 28, 2025.

As of November 30, 2025 there were no amounts outstanding on the Revolving Facility.

As of November 30, 2025, the carrying value of long-term debt approximated its fair market value.

As of February 28, 2026 there were no amounts outstanding on the Revolving Facility.

As of February 28, 2026, the carrying value of long-term debt approximated its fair market value.

The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year adjusted for any discrete events, which are recorded in the period that they occur.

The estimated annual effective tax rate prior to discrete items was ( 0.3 )% as of the second quarter of fiscal year 2026, as compared to 1.7 % for the same period in fiscal year 2025.

The estimated annual effective tax rate prior to discrete items was ( 0.8 )% as of the third quarter of fiscal year 2026, as compared to 1.9 % for the same period in fiscal year 2025.

In fiscal year 2026, the Company’s effective tax rate differs from the U.S.

4 unchanged sentences

Based on the review of all available evidence, the Company determined that it has not yet attained a sustained level of profitability and the objectively verifiable negative evidence outweighed the positive evidence.

Therefore, the Company has provided a valuation allowance on its federal and state net operating loss carryforwards, federal and state Research and Development ("R&D") credit carryforwards and other net deferred tax assets as of November 30, 2025.

The Company will continue to assess the level of the valuation allowance required.

5 unchanged sentences

As the Company maintains a full valuation allowance on its U.S.

deferred tax assets, the legislation does not have a material impact on our consolidated financial statements for the quarter ended November 30, 2025.

deferred tax assets, the legislation does not have a material impact on our consolidated financial statements for the quarter ended February 28, 2026.

SHARE-BASED COMPENSATION

2 unchanged sentences

On November 12, 2024 the Company's shareholders approved an amendment to the 2020 Plan to increase the reserve of shares of common stock available for future grants by 3.2 million shares.

As of November 30, 2025, there was a maximum of 2.6 million shares of common stock available for future grant under the 2020 Plan.

As of February 28, 2026, there was a maximum of 2.6 million shares of common stock available for future grant under the 2020 Plan.

Prior to the adoption of the 2020 Plan, equity awards were issued under the 2004 Stock and Incentive Award Plan (the “2004 Plan”).

1 unchanged sentence

The Company also has an employee stock purchase plan.

As of November 30, 2025, there was a maximum of 2.5 million shares of common stock available for future grant under the employee stock purchase plan.

For the three months ended November 30, 2025 and 2024, share-based compensation expense was $ 2.9 million and $ 2.5 million, respectively.

For the six months ended November 30, 2025 and 2024, share-based compensation expense was $ 7.4 million and $ 5.7 million, respectively.

During the six months ended November 30, 2025 and 2024, the Company granted restricted stock units under the 2020 Plan to certain employees and members of the Board of Directors.

As of February 28, 2026, there was a maximum of 2.5 million shares of common stock available for future grant under the employee stock purchase plan.

For the three months ended February 28, 2026 and 2025, share-based compensation expense was $ 2.7 million and $ 2.4 million, respectively.

For the nine months ended February 28, 2026 and 2025, share-based compensation expense was $ 10.0 million and $ 8.1 million, respectively.

During the nine months ended February 28, 2026 and 2025, the Company granted restricted stock units under the 2020 Plan to certain employees and members of the Board of Directors.

Generally, restricted stock unit awards are valued based on the closing trading value of the Company’s common stock on the date of grant and then amortized on a straight-line basis over the requisite service period of the award.

1 unchanged sentence

In the event that the Company grants stock option awards, they are valued using the Black-Scholes option-pricing model and then amortized on a straight-line basis over the requisite service period of the award.

During the six months ended November 30, 2025 and 2024, the Company granted performance share units under the 2020 Plan to certain employees.

During the nine months ended February 28, 2026 and 2025, the Company granted performance share units under the 2020 Plan to certain employees.

The awards may be earned by achieving performance levels over the requisite service period.

1 unchanged sentence

The fair value of these awards is based on a Monte Carlo simulation model.

As of November 30, 2025, there was $ 24.3 million of unrecognized compensation expense related to share-based payment arrangements.

As of February 28, 2026, there was $ 21.1 million of unrecognized compensation expense related to share-based payment arrangements.

These costs are expected to be recognized over a weighted-average period of approximately two years .

2 unchanged sentences

The timing and amount of any share repurchases under the authorization will be determined by management within certain parameters and based on market conditions and other considerations.

There were no shares repurchased during the six months ended November 30, 2025.

There were no shares repurchased during the nine months ended February 28, 2026.

During fiscal year 2025, the Company repurchased 243,847 shares of common stock in the open market at an aggregate cost of $ 1.7 million under the Repurchase Program.

As of November 30, 2025, $ 13.3 million remained available for repurchase under the Repurchase Program.

As of February 28, 2026, $ 13.3 million remained available for repurchase under the Repurchase Program.

EARNINGS PER SHARE

4 unchanged sentences

The following table reconciles basic to diluted weighted-average shares outstanding:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

Basic 41,596 40,853 41,467 40,809

14 unchanged sentences

The table below summarizes net sales, cost of sales and gross margin by Med Tech and Med Device:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

Med Tech Net Sales $ 37,282 $ 31,341 $ 108,196 $ 90,863

20 unchanged sentences

The table below summarizes net sales by geographic area based on external customer location:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

United States $ 67,278 $ 61,340 $ 201,328 $ 183,499

1 unchanged sentence

Total $ 78,423 $ 72,004 $ 233,567 $ 212,340

For the three months ended November 30, 2025 and 2024, international sales as a percentage of total net sales were 14.9 % and 14.0 %, respectively.

For the six months ended November 30, 2025 and 2024, international sales as a percentage of total net sales were 13.6 % and 13.0 %, respectively.

For the three months ended February 28, 2026 and 2025, international sales as a percentage of total net sales were 14.2 % and 14.8 %, respectively.

For the nine months ended February 28, 2026 and 2025, international sales as a percentage of total net sales were 13.8 % and 13.6 %, respectively.

Sales to any one country outside the U.S., as determined by shipment destination, did not comprise a material portion of net sales in any of the last three fiscal years.

23 unchanged sentences

and interest expense, using the effective interest rate method.

No gain or loss was recognized related to the financing arrangement for the three and six months ended November 30, 2025.

As of November 30, 2025, the carrying value of the financing arrangement was $ 6.0 million, of which $ 0.4 million was classified as "Other current liabilities" and $ 5.6 million was classified as "Other long-term liabilities" on the Consolidated Balance Sheets.

Interest expense associated with the financing arrangement was $ 0.1 million and $ 0.2 million for the three and six months ending November 30, 2025, respectively.

Remaining future cash payments related to the financing arrangement as of November 30, 2025 for each of the following fiscal years is:

(in thousands) Nov 30, 2025

No gain or loss was recognized related to the financing arrangement for the three and nine months ended February 28, 2026.

As of February 28, 2026, the carrying value of the financing arrangement was $ 5.9 million, of which $ 0.4 million was classified as "Other current liabilities" and $ 5.5 million was classified as "Other long-term liabilities" on the Consolidated Balance Sheets.

Interest expense associated with the financing arrangement was $ 0.1 million and $ 0.3 million for the three and nine months ending February 28, 2026, respectively.

Remaining future cash payments related to the financing arrangement as of February 28, 2026 for each of the following fiscal years is:

(in thousands) Feb 28, 2026

Remainder of 2026 $ 201

9 unchanged sentences

The following table presents supplemental balance sheet information related to leases:

(in thousands) Balance Sheet Location Nov 30, 2025 May 31, 2025

(in thousands) Balance Sheet Location Feb 28, 2026 May 31, 2025

Operating lease ROU asset Other assets $ 5,408 $ 3,850

9 unchanged sentences

The maturities of the lease liabilities for each of the following fiscal years is:

(in thousands) Nov 30, 2025

(in thousands) Feb 28, 2026

Remainder of 2026 $ 413

5 unchanged sentences

Long-term lease obligations $ 4,181

During the three months ended November 30, 2025 and 2024, the Company recognized $ 0.6 million and $ 0.7 million of operating lease expense, respectively, which includes immaterial short-term leases.

During the six months ended November 30, 2025 and 2024, the Company recognized $ 1.3 million and $ 1.3 million of operating lease expense, respectively, which includes immaterial short-term leases.

During the three months ended February 28, 2026 and 2025, the Company recognized $ 0.5 million and $ 0.7 million of operating lease expense, respectively, which includes immaterial short-term leases.

During the nine months ended February 28, 2026 and 2025, the Company recognized $ 1.8 million and $ 2.0 million of operating lease expense, respectively, which includes immaterial short-term leases.

The expenses on the Consolidated Statement of Operations were classified as follows:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2025

Nov 30, 2024 Nov 30, 2025

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2026

Feb 28, 2025 Feb 28, 2026

Cost of sales $ 165 $ 230 $ 536 $ 691

5 unchanged sentences

The following table presents supplemental cash flow and other information related to leases:

Six Months Ended

(in thousands) Nov 30, 2025 Nov 30, 2024

Nine Months Ended

(in thousands) Feb 28, 2026 Feb 28, 2025

Cash paid for amounts included in the measurement of lease liabilities

29 unchanged sentences

While the Company will continue to make annual payments to BD pursuant to the Settlement agreement, no additional contingent payments are due as a result of the Federal Circuit's affirmance.

As of November 30, 2025, there was $ 2.4 million payable to BD recorded in other current liabilities and $ 6.7 million recorded in other long-term liabilities.

As of February 28, 2026, there was $ 2.5 million payable to BD recorded in other current liabilities and $ 6.8 million recorded in other long-term liabilities.

Port Product Claims

As of November 30, 2025, the Company is defending approximately 268 product liability claims involving the Company's port products (collectively, the “Port Product Claims”).

As of February 28, 2026, the Company is defending approximately 347 product liability claims involving the Company's port products (collectively, the “Port Product Claims”).

The Port Product Claims are consolidated for pretrial proceedings in the United States District Court for the Southern District of California.

5 unchanged sentences

Acquisition, restructuring and other items, net, consisted of:

Three Months Ended Six Months Ended

(in thousands) Nov 30, 2025 Nov 30, 2024 Nov 30, 2025 Nov 30, 2024

Three Months Ended Nine Months Ended

(in thousands) Feb 28, 2026 Feb 28, 2025 Feb 28, 2026 Feb 28, 2025

$ 146 $ — $ 1,831 $ 406

4 unchanged sentences

( 555 ) ( 463 ) ( 1,523 ) ( 1,424 )

CEO retirement and transition (4)

Other 866 619 1,826 1,926

3 unchanged sentences

(3) Transition services agreements that were entered into with Merit and Spectrum.

(4) CEO retirement and transition expenses related to the CEO search and retention agreements with the Company's executive leadership team.

Restructuring

2 unchanged sentences

On January 5, 2024, the Company announced a restructuring to optimize its manufacturing efficiency, capabilities and footprint (the "Plan").

Table of Content

In the second quarter of fiscal year 2025, the Company announced a modification to the Plan to maintain a presence in Queensbury, NY for the manufacturing of select products, customer service, logistics, shipping, quality and regulatory operations.

The restructuring activities associated with the modified Plan are expected to be completed by the end of fiscal year 2026.

Table of Content

The following table provides a summary of our estimated costs associated with the plan:

9 unchanged sentences

(1) Included in the original and modified estimate is approximately $ 13.6 million and $ 13.3 million of non-cash charges for accelerated depreciation and building impairment.

The Company recorded restructuring charges related to the plan during the three and six months ended November 30, 2025 of $ 2.4 million and $ 4.7 million, respectively .

The Company recorded restructuring charges related to the plan during the three and nine months ended February 28, 2026 of $ 5.2 million and $ 9.9 million, respectively.

Total restructuring charges recorded to date are $ 33.2 million.

2 unchanged sentences

The table below presents the restructuring reserve:

Three Months Ended Nov 30, 2025

Three Months Ended Feb 28, 2026

Termination Benefits Outside Consultants Validation Expenses Facilities Closeout Fees Regulatory Filings Other Total

(in thousands)

Balance at August 31, 2025 $ 784 $ 536 $ 34 $ — $ — $ 47 $ 1,401

Balance at November 30, 2025 $ 1,032 $ 645 $ 263 $ — $ 47 $ 39 $ 2,026

Charges 1,223 3,338 140 — — 494 5,195

1 unchanged sentence

Cash payments ( 1,126 ) ( 3,360 ) ( 322 ) — ( 47 ) ( 444 ) ( 5,299 )

Balance at November 30, 2025

Balance at February 28, 2026

$ 1,129 $ 623 $ 81 $ — $ — $ 89 $ 1,922

Six Months Ended Nov 30, 2025

Nine Months Ended Feb 28, 2026

Termination Benefits Outside Consultants Validation Expenses Facilities Closeout Fees Regulatory Filings Other Total

4 unchanged sentences

Cash payments ( 1,286 ) ( 5,262 ) ( 1,236 ) — ( 60 ) ( 1,311 ) ( 9,155 )

Balance at November 30, 2025

Balance at February 28, 2026

$ 1,129 $ 623 $ 81 $ — $ — $ 89 $ 1,922

23 unchanged sentences

There have been no material changes to our critical accounting policies since our Annual Report on Form 10-K for fiscal year ended May 31, 2025.

SUBSEQUENT EVENTS

As previously disclosed by the Company, subsequent to the close of the Company’s fiscal second quarter, on January 2, 2026 James C.

Clemmer notified the Board of Directors of the Company of his intention to retire from his position as President and Chief Executive Officer of the Company and its subsidiaries, currently contemplated to be November 30, 2026 or upon such other date as the appointment of a successor occurs (the “Retirement”).

In connection with the Retirement, the Board of Directors has established a search committee to conduct a comprehensive search, which will be assisted by a leading executive search firm, to identify the Company’s next Chief Executive Officer and to oversee the CEO transition process.

Table of Content

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements