FRIEDMAN INDUSTRIES INC 10-K

Item 9A. Controls and Procedures Information with respect to Item 9A is hereby incorporated herein by reference from the sections of the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2025, entitled “Evaluation of Disclosure Controls and Procedures ” and “ Management's Report on Internal Control Over Financial Reporting ”. Item 9B. Other Information None . Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections Not applicable. 6 PART III Item 10. Directors, Executive Officers and Corporate Governance Except as otherwise set forth below, information with respect to Item 10 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. Information with respect to Item 10 regarding executive officers is hereby incorporated by reference from the information set forth under the caption “Information About Our Executive Officers” in Item 1 of this Annual Report on Form 10-K. The Company has adopted the Friedman Industries, Incorporated Code of Conduct and Ethics (the “Code”), which applies to the Company’s employees, directors and officers, including its principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. A copy of the Code is filed as an exhibit hereto. Item 11. Executive Compensation Information with respect to Item 11 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Equity Compensation Plan Information The disclosure required pursuant to Item 201(d) of Regulation S-K is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. Additional information with respect to Item 12 regarding equity compensation plan information relating to the Company is hereby incorporated herein by reference from Note 2 — Equity Compensation Plans and Capital Stock included in the Notes to Consolidated Financial Statements of the Company included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2025. Security Ownership Information The additional information with respect to Item 12 regarding the security ownership of certain beneficial owners and management, and related matters, is hereby incorporated herein by reference from the Company’s proxy statement in respect to the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. Item 13. Certain Relationships, Related Transactions and Director Independence Information with respect to Item 13 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. Item 14. Principal Accountant Fees and Services Information with respect to Item 14 is hereby incorporated herein by reference from the Company’s proxy statement in respect of the 2025 Annual Meeting of Shareholders, definitive copies of which are expected to be filed with the SEC on or before 120 days after the end of the Company’s 2025 fiscal year. The Company's independent public accounting firm is Moss Adams LLP , Houston, Texas , PCAOB ID: 659 . 7 PART IV Item 15. Exhibits and Financial Statement Schedules (a) Documents included in this report 1. Financial Statements The following financial statements and notes thereto of the Company are included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2025, which is incorporated herein by reference: Consolidated Balance Sheets — March 31, 2025 and 2024 Consolidated Statements of Operations — Years ended March 31, 2025 and 2024 Consolidated Statements of Comprehensive Income — Years ended March 31, 2025 and 2024 Consolidated Statements of Stockholders’ Equity — Years ended March 31, 2025 and 2024 Consolidated Statements of Cash Flows — Years ended March 31, 2025 and 2024 Notes to Consolidated Financial Statements Reports of Independent Registered Public Accounting Firm 2. Financial Statement Schedules The following financial statement schedule is included in the Company's Annual Report to Shareholders for the fiscal year ended March 31, 2025, which is incorporated herein by reference: Schedule II — Valuation and Qualifying Accounts All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted. 8 3. Exhibits Exhibit No. Description 3.1 — Articles of Incorporation of the Company, as amended (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). 3.2 — Articles of Amendment to the Articles of Incorporation of the Company, as filed with the Texas Secretary of State on September 22, 1987 (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). 3.3 — Amended and Restated Bylaws of the Company, as amended on November 8, 2021 (incorporated by reference from Exhibit 3.3 to the Company’s Form 10-Q filed on November 19, 2021). 10.1 — Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Exhibit 4.2 to the Company’s Form S-8 filed on December 21, 2016). 10.2 — Form of Friedman Industries, Incorporated Restricted Stock Award Agreement (incorporated by reference from Exhibit 4.3 to the Company’s Form S-8 filed on December 21, 2016). 10.3 — First Amendment to the Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Appendix C to the Company’s Form DEF 14A filed on July 26, 2019). 10.4 — Amended and Restated Credit Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.9 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021). 10.5 — Pledge and Security Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.10 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021). 10.6 — First Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.6 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). 10.7 — Second Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.7 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). 10.8 — Third Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.12 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). **10.9 Fourth Amendment to Amended and Restated Credit Agreement (referenced in the Company’s Form 8-K filed on May 9, 2025) **13.1 — The Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2025. **14.1 — Friedman Industries, Incorporated Code of Conduct and Ethics. **19.1 Insider Trading Policy **21.1 — List of Subsidiaries. **23.1 — Consent of Moss Adams LLP. **31.1 — Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. **31.2 — Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. **32.1 — Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. **32.2 — Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. **97.1 Clawback Policy **101.INS — Inline XBRL Instance Document. **101.SCH — Inline XBRL Taxonomy Schema Document. **101.CAL — Inline XBRL Calculation Linkbase Document. **101.DEF — Inline XBRL Definition Linkbase Document. **101.LAB — Inline XBRL Label Linkbase Document. **101.PRE — Inline XBRL Presentation Linkbase Document. **104 — Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101) ** Filed herewith. 9 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Friedman Industries, Incorporated has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FRIEDMAN INDUSTRIES, INCORPORATED By: /S/ MICHAEL J. TAYLOR Michael J. Taylor President and Chief Executive Officer Dated: Jun e 12, 2025 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Friedman Industries, Incorporated in the capacities and on the dates indicated. Signature Title Date /S/ MICHAEL J. TAYLOR President and Chief Executive Officer and June 12, 2025 Michael J. Taylor Director (Principal Executive Officer) /S/ ALEX LARUE Chief Financial Officer — Secretary and June 12, 2025 Alex LaRue Treasurer (Principal Financial Officer and Principal Accounting Officer) /S/ DURGA D. AGRAWAL Director June 12, 2025 Durga D. Agrawal /S/ MICHAEL HANSON Director June 12, 2025 Michael Hanson /S/ MAX REICHENTHAL Director June 12, 2025 Max Reichenthal /S/ SANDY SCOTT Director June 12, 2025 Sandy Scott /S/ TIM STEVENSON Director June 12, 2025 Tim Stevenson /S/ SHARON TAYLOR Director June 12, 2025 Sharon Taylor /S/ JOE L. WILLIAMS Director June 12, 2025 Joe L. Williams 10