Item 5. Other Information
ITEM 5. OTHER INFORMATION
N o n e
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ITEM 6. EXHIBITS
Exhibit
Number
Description
Filed
Herein
Incorporated
by Reference
Form
Date Filed
with SEC
Exhibit
Number
31.1
Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 implementing Section 302 of the Sarbanes-Oxley Act of 2002 by John R. Loftus
X
31.2
Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 implementing Section 302 of the Sarbanes-Oxley Act of 2002 by John G. DeLuca
X
32.1
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by John R. Loftus
X
32.2
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by John G. DeLuca
X
101.INS
XBRL Instance Document
X
101.SCH
XBRL Taxonomy Extension Schema Document
X
101.CAL
XBRL Taxonomy Calculation Linkbase Document
X
101.DEF
XBRL Taxonomy Definition Linkbase Document
X
101.LAB
XBRL Taxonomy Label Linkbase Document
X
101.PRE
XBRL Taxonomy Presentation Linkbase Document
X
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in exhibit 101)
X
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
ENVELA CORPORATION
(Registrant)
Date: August 5, 2026
/s/ JOHN G. DELUCA
John G. DeLuca
Chief Financial Officer
(Principal Accounting and Financial Officer)
G
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GLOSSARY OF DEFINED TERMS
The following definitions apply to terms used in this document:
2025 Annual Report
Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on March 18, 2026
2025 Plan
2025 Equity Incentive Plan
Adjusted Debt Obligations
Adjusted Debt Obligations represents (i) Debt Obligations plus (ii) operating lease liabilities per the Balance Sheet.
Adjusted Debt to Adjusted EBITDAR Leverage Ratio
The Adjusted Debt to Adjusted EBITDAR Leverage Ratio is a non-U.S. GAAP measure and represents (i) Adjusted Debt Obligations divided by (ii) Adjusted EBITDAR.
Adjusted Debt to Net Income Leverage Ratio
The Adjusted Debt to Net Income Leverage Ratio is a non-U.S. GAAP measure and represents the sum of (i) Debt Obligations and operating lease liabilities (ii) divided by (iii) Adjusted EBITDAR.
Adjusted EBITDA
Adjusted EBITDA is a non-U.S. GAAP measure and is defined as Adjusted Earnings Before Interest, Tax, Depreciation, and Amortization and equals (i) net income (loss) of the Company, adjusted for additions (deductions) of (ii) interest expense, (iii) other (income) expense, (iv) income tax expense (benefit), and (v) depreciation and amortization.
Adjusted EBITDAR
Adjusted EBITDAR is a non-U.S. GAAP measure and equals (i) Adjusted EBITDA plus (ii) minimum fixed rent expense for properties occupied under operating leases.
Adjusted Net Debt Obligations
Adjusted Net Debt Obligations is a non-U.S. GAAP measure and represents the difference between (i) Adjusted Debt Obligations per the Balance Sheet and (ii) Total Cash.
Adjusted Net Debt to Adjusted EBITDAR Leverage Ratio
The Adjusted Net Debt to Adjusted EBITDAR Leverage Ratio is a non-U.S. GAAP measure and represents (i) Adjusted Net Debt Obligations divided by (ii) Adjusted EBITDAR.
ASC
Accounting Standards Codification
ASU
Accounting Standards Update
ASU 2024-03
Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
ASU 2025-06
Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software
ASU 2025-11
Interim Reporting (Topic 270): Narrow-Scope Improvements
ASU 2025-12
Codification Improvements
Average Inventory
Average inventory is the mean value of the Company’s inventory over a specific period, calculated by (i) adding the beginning inventory and ending inventory for that period and (ii) dividing by two.
Board
Board of Directors
Business Partner
A Business Partner is defined as an entity or person from whom we procure or consign assets and provide disposition or product return services to.
Capital Expenditures
Capital Expenditures represent the purchase of (i) property and equipment, and (ii) intangible assets.
CODM
Chief Operating Decision Maker
Common Stock
The Company's common stock, par value $0.01 per share
Company
Envela Corporation, a Nevada corporation, and its subsidiaries
Customers
A Customer is an individual or entity to whom we have sold assets or commodities or provided certain repair services.
Debt Obligations
Debt Obligations represents the sum of amounts outstanding under notes payable balances per the Balance Sheet.
Debt to Adjusted EBITDA Leverage Ratio
The Debt to Adjusted EBITDA Leverage Ratio is a non-U.S. GAAP measure and represents (i) Debt Obligations divided by (ii) Adjusted EBITDA.
Debt to Net Income Leverage Ratio
The Debt to Net Income Leverage Ratio represents the leverage ratio of the Company utilizing the following U.S. GAAP measures: (i) Debt Obligations divided by (ii) Net Income.
Envela
Envela Corporation, a Nevada corporation, and its subsidiaries
Exchange Act
Securities Exchange Act of 1934
Financial Statements
The Related Condensed Consolidated Statements of Income, Stockholders’ Equity, and Cash Flows
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Fiscal 2025
Fiscal year ended December 31, 2025
Form 10-K
Form 10-K for the fiscal year ended December 31, 2025
Form 10-Q
Form 10Q for the three and six months ended June 30, 2026
Free Cash Flow
Free Cash Flow is a non-U.S. GAAP measure and represents the difference between the Company’s (i) Operating Cash Flow and (ii) Capital Expenditures.
FSB
Farmer's State Bank of Oakley, Kansas
Inventory Turnover Ratio
The Inventory Turnover Ratio represents the (i) cost of goods sold less shipping and handling costs divided by (ii) Average Inventory.
IT
Information Technology
ITAD
Information Technology Asset Disposition
Net Cash
Net Cash is the difference between (i) cash and cash equivalents and (ii) the sum of debt obligations
Net Debt Obligations
Net Debt Obligations is a non-U.S. GAAP measure and represents the difference between (i) Debt Obligations per the Balance Sheet and (ii) Total Cash.
Net Debt to Adjusted EBITDA Leverage Ratio
The Net Debt to Adjusted EBITDA Leverage Ratio is a non-U.S. GAAP measure that represents (i) Net Debt Obligations divided by (ii) Adjusted EBITDA.
NM
Not Meaningful
NYSE
New York Stock Exchange
OBBBA
One Big Beautiful Bill Act
Operating Cash Flow
Operating Cash Flow measures the amount of cash generated from normal business operations during a specific period and is referred to as net cash provided by operations in the Statement of Cash Flows.
Rent Expense
Minimum fixed rent expense for properties occupied under operating leases
Scottsdale Transaction
September 12, 2024 purchase agreement relating to the acquisition of the assets of a bespoke fabricator of jewelry in Scottsdale, Arizona
SEC
U.S. Securities and Exchange Commission
SOW
Scope of Work
TBT
Texas Bank and Trust
Total Cash
Total Cash represents cash and cash equivalents per the Balance Sheet.
Trailing Four Quarters
The Trailing Four Quarters ended period is defined as the cumulative total amount of the most recent four consecutive fiscal quarters of financial results for the respective reported balance.
U.S.
United States of America
U.S. Dollar
$
U.S. GAAP
United States Generally Accepted Accounting Principles
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.