What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-08-06 compared with 2026-02-09 · 102 added, 231 removed, 422 unchanged (44% of the section changed)

3 unchanged sentences

(In thousands, except for share data)

DECEMBER 31, 2025

JUNE 30, 2026

MARCH 31, 2026

1 unchanged sentence

$ 5,028 $ 2,450

Accounts receivable, net of allowances for credit losses of $ 147 at December 31, and March 31, 2025

Accounts receivable, net of allowances for credit losses of $ 624 and $ 426 at June 30, and March 31, 2026, respectively

90,692 80,174

1 unchanged sentence

Current portion of derivative assets

Income tax receivable

Other current assets

2 unchanged sentences

PROPERTY, PLANT AND EQUIPMENT:

11,642 11,642

Buildings and yard improvements

16 unchanged sentences

Employee compensation and related expenses

Current portion of contingent consideration 252

Current portion of derivative liability

14 unchanged sentences

Authorized shares — 10,000,000 ;

Issued shares — 9,019,505 and 8,877,229 shares at December 31, and March 31, 2025

Issued shares — 9,124,805 and 9,019,505 shares at June 30, and March 31, 2026

Additional paid-in capital

36,073 35,934

Treasury stock at cost (shares 1,907,323 and 1,906,693 shares at December 31, and March 31, 2025, respectively)

Treasury stock at cost (shares 1,912,014 and 1,907,323 shares at June 30, and March 31, 2026, respectively)

( 13,192 ) ( 13,110 )

10 unchanged sentences

THREE MONTHS ENDED

NINE MONTHS ENDED

$ 239,971 $ 134,777

3 unchanged sentences

Processing and warehousing expense

11,199 7,472 29,591 24,030

Delivery expense

7,247 4,941 20,781 16,373

Selling, general and administrative

7,150 3,887 18,892 12,333

Depreciation and amortization

218,937 127,734

164,075 95,636 441,313 318,346

Gain on disposal of property, plant and equipment — 375 — 153

EARNINGS (LOSS) FROM OPERATIONS

3,899 ( 1,187 ) 13,821 ( 2,809 )

Gain on economic hedges of risk

EARNINGS FROM OPERATIONS

Gain (loss) on economic hedges of risk

( 2,756 ) 276

1 unchanged sentence

( 1,224 ) ( 678 )

EARNINGS (LOSS) BEFORE INCOME TAXES

4,004 ( 1,552 ) 13,626 845

Other income (expense)

EARNINGS BEFORE INCOME TAXES

Provision for (benefit from) income taxes:

1 unchanged sentence

$ 12,784 $ 5,028

961 ( 400 ) 3,315 105

NET EARNINGS (LOSS)

$ 3,043 $ ( 1,152 ) $ 10,311 $ 740

Net earnings (loss) per share:

Net earnings per share:

$ 1.79 $ 0.71

6 unchanged sentences

(In thousands)

NINE MONTHS ENDED DECEMBER 31,

THREE MONTHS ENDED JUNE 30,

OPERATING ACTIVITIES

6 unchanged sentences

Change in postretirement benefits

Gain recognized on open derivatives not designated for hedge accounting

( 1,227 ) ( 1,640 )

Gain on disposal of property, plant and equipment

Change in cash surrender value of officers' life insurance 78 ( 3 )

Loss recognized on open derivatives not designated for hedge accounting

Amortization of right-of-use asset

Decrease (increase) in operating assets, net of amounts acquired in business combination:

Decrease (increase) in operating assets:

Accounts receivable

( 11,584 ) ( 3,241 )

( 18,857 ) 10,231

Federal income taxes recoverable

Other current assets

Increase (decrease) in operating liabilities, net of amounts assumed in business combination::

Increase (decrease) in operating liabilities:

Accounts payable and accrued expenses

1 unchanged sentence

Income taxes payable

( 647 ) ( 2,213 )

Employee compensation and related expenses

2 unchanged sentences

INVESTING ACTIVITIES

Cash paid for Century business combination

Cash received from Century business combination working capital true-up

Purchase of property, plant and equipment ( 2,173 ) ( 1,781 )

( 5,839 ) ( 3,045 )

Proceeds from sale of assets

Deposit on steel processing equipment

Increase in cash surrender value of officers’ life insurance

NET CASH USED IN INVESTING ACTIVITIES

1 unchanged sentence

FINANCING ACTIVITIES

Debt issuance cost

Cash dividends paid

( 284 ) ( 282 )

Cash paid for principal portion of finance lease

Cash paid for share repurchases

4 unchanged sentences

( 230,774 ) ( 211,011 )

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

NET CASH USED IN FINANCING ACTIVITIES

( 1,443 ) ( 14,981 )

DECREASE IN CASH AND RESTRICTED CASH

INCREASE (DECREASE) IN CASH AND RESTRICTED CASH

4,761 ( 1,276 )

2 unchanged sentences

$ 7,992 $ 2,872

Cash and restricted cash at both December 31, 2025 and March 31, 2025 included approximately $0.5 million of cash required to collateralize open derivative positions.

These amounts are reported in "Other current assets" on the Company's consolidated balance sheets at December 31, 2025 and March 31, 2025.

The Company had approximately $0.1 million in restricted cash as of December 31, 2024.

Cash and restricted cash at June 30, 2026 and March 31, 2026 included approximately $ 3.0 million and $ 0.8 million, respectively, of cash required to collateralize open derivative positions.

These amounts are reported in "Other current assets" on the Company's consolidated balance sheets at June 30, 2026 and March 31, 2026 .

The Company had approximately $ 0.8 million in restricted cash as of June 30, 2025 .

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

10 unchanged sentences

The Company acquired the working capital, buildings, processing and other equipment, and the related real estate of Century (the “Transaction”).

In addition to the owned facilities in Miami, the Transaction also includes leased distribution and warehouse facilities in Orlando, Florida and Tampa, Florida.

The operations will continue as Century Metals and Supplies LLC, a wholly owned subsidiary of the Company.

Century is a metals processing company with cut-to-length and coil slitting capabilities which will operate as part of the Company's flat-roll business segment.

In addition to the owned facilities in Miami, the Transaction also included leased distribution and warehouse facilities in Orlando, Florida and Tampa, Florida.

The operations continue as Century Metals and Supplies LLC ("Century"), a wholly owned subsidiary of the Company.

Century is a metals processing company with cut-to-length and coil slitting capabilities which operates as part of the Company's flat-roll business segment.

As a result of the Transaction, the Company expanded its presence in the southeastern U.S.

and Latin American markets and broadened the Company's product offerings to include cold-rolled, coated, and stainless steels, as well as non-ferrous materials such as aluminum, copper, and brass.

The Transaction resulted in the Company acquiring all the ownership interests in the assets noted above, for a total consideration of approximately $ 52.7 million, subject to final net working capital adjustments.

The total consideration consists of (i) approximately $ 45.6 million of cash at close, (ii) a five -year seller's note with a fair value of approximately $ 3.5 million and (iii) contingent consideration possible through earn-out provisions with a fair value of approximately $ 3.6 million.

The Transaction resulted in the Company acquiring all the ownership interests in the assets noted above, for a total consideration of approximately $ 51.6 million, after final net working capital adjustments.

The total consideration consists of (i) approximately $ 45.6 million of cash at close, (ii) a five -year seller's note with a fair value of approximately $ 3.5 million, (iii) contingent consideration possible through earn-out provisions with an initial fair value of approximately $ 3.6 million and a post-closing final working capital adjustment in favor of the Company of approximately $ 1.1 million.

The contingent consideration allows for up to $ 10 million in additional consideration over a four -year period based on certain performance metrics and is not contingent on the sellers employment with Century at the time of the payout and, as such, the fair value of such contingent consideration was recognized as consideration transferred.

3 unchanged sentences

Such contingent consideration is required to be measured at fair value at inception and at each reporting period.

The Company performed a fair value analysis at December 31, 2025 and concluded the fair value was unchanged from the preceding reporting period.

There were no changes to the valuation methodology during the interim period.

As of December 31, 2025, the value of the contingent consideration was approximately $ 3.6 million and is included within current and long-term contingent consideration liabilities on the consolidated balance sheet.

As of June 30, 2026, the value of the contingent consideration was approximately $ 2.2 million and is reported on the consolidated balance sheet under non-current contingent consideration.

The Transaction was accounted for using the acquisition method of accounting, in accordance with Topic 805, Business Combinations , whereby the consideration transferred and the acquired identifiable assets and liabilities assumed are recorded at their respective fair values.

1 unchanged sentence

The Transaction resulted in no residual goodwill.

The estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the Acquisition Date to estimate the fair value of assets acquired and liabilities assumed.

Therefore, the provisional measurements of fair value reflected are subject to change and such changes could be significant.

The Company expects to finalize its fair value estimates as soon as practicable but no later than one year from the Acquisition Date.

Fair value of assets acquired and liabilities assumed

Fair value of assets acquired and liabilities assumed (in thousands):

Accounts receivable

3 unchanged sentences

Operating lease liability

The following unaudited pro forma consolidated operating results give effect to the Transaction as if it had been completed as of April 1, 2024 ( in thousands).

These pro forma amounts are not necessarily indicative of the operating results that would have occurred if the Transaction had occurred on such date.

The pro forma adjustments are based on certain assumptions that we believe are reasonable.

Three Months Ended December 31,

Nine Months Ended December 31,

$ 167,974 $ 116,172 $ 501,221 $ 386,955

Earnings (loss) from operations

$ 3,899 $ ( 402 ) $ 15,734 $ 569

The Company recorded acquisition specific costs of approximately $ 0.2 million and $ 1.3 million in the three and nine month periods ended December 31, 2025 as a component of "Selling, general and administrative" expenses on the Condensed Consolidated Statement of Operation.

NOTE 3 — NEW ACCOUNTING PRONOUNCEMENTS

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No.

2023 - 09, Improvements to Income Tax Disclosures ("ASU 2023 - 09" ).

ASU 2023 - 09 requires that an entity disclose specific categories in the rate reconciliation, provide additional information for reconciling items that are greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate, and provide income taxes paid by jurisdiction that are greater than 5 percent of total income taxes paid.

The standard also requires that entities disclose income (or loss) from continuing operations before income tax expense (or benefit) and income tax expense (or benefit) each disaggregated between domestic and foreign operations.

ASU 2023 - 09 is effective for annual periods beginning after December 15, 2024.

Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance.

ASU 2023 - 09 is to be applied on a prospective basis, but retrospective application is permitted.

The Company is evaluating the impact that adoption of the provisions of ASU 2023 - 09 will have on its consolidated financial statements.

In November 2024, the FASB issued Accounting Standards Update No.

In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update No.

2024 - 03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures:

17 unchanged sentences

A summary of inventory values by product group follows (in thousands):

December 31, 2025

June 30, 2026

March 31, 2026

6 unchanged sentences

10,570 10,951

$ 191,080 $ 172,223

NOTE 5 — DEBT

On December 9, 2025, the Company executed the sixth amendment to its asset-based lending facility ("ABL Facility") increasing the facility size from $ 125 million to $ 140 million.

The ABL Facility is led by JPMorgan Chase Bank, N.A with Wells Fargo Bank, N.A.

The Company has a $ 140 million asset-based lending facility ("ABL Facility") led by JPMorgan Chase Bank, N.A.

with Wells Fargo Bank, N.A.

as a 40% syndicated participant.

9 unchanged sentences

If certain conditions precedent are satisfied, the ABL facility may be increased up to an aggregate of $ 60 million, in minimum increments of $ 5 million.

At December 31, 2025 , the Company had a balance of approximately $ 88.6 million under the ABL Facility with an applicable interest rate of 5.3 %.

At December 31, 2025 , the Company's borrowing base supported full access to the ABL Facility.

The Company incurred debt issuance costs of approximately $ 0.4 million related to the renewal of the ABL Facility during the nine months ended December 31, 2025 with these costs recorded as a non-current other asset which will be amortized on an equal monthly basis over the term of the ABL facility.

At June 30, 2026 , the Company had a balance of approximately $ 91.5 million under the ABL Facility with an applicable interest rate of 5.3 %.

At June 30, 2026 , the Company's borrowing base supported full access to the ABL Facility.

The Company issued a seller's note of $ 3.5 million related to the acquisition of Century described in Note 2.

1 unchanged sentence

NOTE 6 — LEASES

In August 2025, the Company was assigned operating leases for distribution and warehouse facilities in Orlando, FL and Tampa, FL and certain transportation equipment related to the acquisition of Century.

The Orlando lease expires July 31, 2029 and calls for monthly rental payments of approximately $ 25,000 .

The Tampa lease expires November 30, 2029 but contains a 6 month extension option and calls for monthly rental payments of approximately $ 21,000 .

The Company recognized initial right-of-use ("ROU") assets and lease liabilities of approximately $ 2.4 million related to the assumed Century leases.

The Company's other ROU assets and lease liabilities consist primarily of operating leases for the Granite City, IL operating facility and administrative office spaces in The Woodlands, TX and Longview, TX.

In June 2026, the Company entered into a new operating lease for additional warehouse space in Miami, FL for Century's operations.

This lease expires July 31, 2029 and calls for monthly rental payments of approximately $ 47,000 .

The Company recognized initial right-of-use ("ROU") assets and lease liabilities of approximately $ 1.7 million related to the new lease.

The Company's other ROU assets and lease liabilities consist primarily of operating leases for the operations facilities in Granite City, IL, Orlando, FL and Tampa, FL and administrative office spaces in The Woodlands, TX and Longview, TX.

The Company’s other operating leases for items such as operations equipment, IT equipment and storage space are either short-term in nature or immaterial.

4 unchanged sentences

The Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments.

The components of expense related to leases for the three and nine months ended December 31, 2025 and 2024 are as follows (in thousands):

The components of expense related to leases for the three months ended June 30, 2026 and 2025 are as follows (in thousands):

Three Months Ended

Nine Months Ended

Operating lease expense

$ 287 $ 108 $ 563 $ 276

The following table illustrates the balance sheet classification for ROU assets and lease liabilities as of December 31, 2025 and March 31, 2025 (in thousands):

December 31, 2025

The following table illustrates the balance sheet classification for ROU assets and lease liabilities as of June 30, 2026 and March 31, 2026 (in thousands):

June 30, 2026

March 31, 2026

10 unchanged sentences

$ 6,344 $ 4,853

As of December 31, 2025 , the weighted-average remaining lease term was 12.4 years for operating leases.

As of June 30, 2026 , the weighted-average remaining lease term was 10.1 years for operating leases.

The weighted average discount rate was 7.0 % for operating leases .

Maturities of lease liabilities as of December 31, 2025 were as follows (in thousands):

Maturities of lease liabilities as of June 30, 2026 were as follows (in thousands):

Operating Leases

5 unchanged sentences

NOTE 7 — PROPERTY, PLANT AND EQUIPMENT

At December 31, 2025 , the Company's construction in process balance of approximately $ 3.0 million consisted of approximately $ 2.5 million associated with additional processing equipment being installed in our Granite City, IL facility.

At June 30, 2026 , the Company's construction in process balance of approximately $ 2.7 million consisted primarily of approximately $ 1.8 million associated with a building and processing capability expansion project at the Sinton, TX facility.

The remaining balance consists of several smaller projects among our facilities.

3 unchanged sentences

The plans are administered by the Compensation Committee of the Board of Directors (the “Board”) and continue indefinitely until terminated by the Board or until all shares allowed by the plans have been awarded and earned.

All shares authorized under the 2016 Plan have been awarded with some of those shares still under vesting restrictions at December 31, 2025 .

All shares authorized under the 2016 Plan have been awarded with some of those shares still under vesting restrictions at June 30, 2026 .

Under the 2025 Plan, the Company may award stock-based compensation to employees, non-employee directors and third -party service providers.

The 2025 Plan permits the award of stock options, restricted stock awards, restricted stock units, stock appreciation rights and other stock-based awards for up to 550,000 shares of the Company's common stock.

As of December 31, 2025 , all stock based compensation issued under the 2025 plan was in the form of restricted stock awards and a total of 521,696 shares were still available to be issued under the plan.

As of June 30, 2026 , all stock based compensation issued under the 2025 plan was in the form of restricted stock awards and a total of 416,396 shares were still available to be issued under the plan.

Restricted awards entitle recipients to vote and receive non-forfeitable dividends during the restriction period.

2 unchanged sentences

Because the Company accounts for forfeitures as they occur, the non-forfeitable dividends are reclassified from retained earnings to additional stock compensation for the actual forfeitures that occurred.

The following table summarizes the activity related to restricted stock awards for the nine months ended December 31, 2025 :

The following table summarizes the activity related to restricted stock awards for the three months ended June 30, 2026 :

Weighted Average

3 unchanged sentences

142,276 $ 16.86

Cancelled or forfeited

105,300 23.89

( 17,740 ) 14.39

Unvested at December 31, 2025

Unvested at June 30, 2026

229,836 $ 20.27

2 unchanged sentences

Compensation expense for awards with performance based restrictions is recognized once it is probable the performance conditions will be satisfied with a cumulative effect adjustment and the remaining expense recognized over the remaining service period.

The stock awards granted during the nine months ended December 31, 2025 consist of 53,221 time restricted shares with annual ratable vesting over a three year period, 50,000 time restricted shares with annual ratable vesting over a two year period, 2,742 time restricted shares with one year cliff vesting, and 36,313 performance restricted shares with vesting thresholds dependent on the percentage of average earnings before tax to average accounts receivable, inventory and net PP&E over a three year period.

The Company recorded compensation expen se of approximately $ 0.3 million and $ 0.1 million in the nine months ended December 31, 2025 and 2024 , respectively, relating to the restricted stock issued under the plans.

As of December 31, 2025 , unrecognized compensation expense related to unvested restricted stock was approximately $ 1.7 million which is expected to be recognized over a weighted average period of approximately 2.0 years.

The stock awards granted during the three months ended June 30, 2026 consist of 71,550 time restricted shares with annual ratable vesting over a three year period and 33,750 performance restricted shares with vesting thresholds dependent on the percentage of average earnings before tax to average accounts receivable, inventory and net PP&E over a three year period.

The Company recorded compensation expen se of approximately $ 0.2 million and $ 0.1 million in the three months ended June 30, 2026 and 2025 , respectively, relating to the restricted stock issued under the plans.

As of June 30, 2026 , unrecognized compensation expense related to unvested restricted stock was approximately $ 3.1 million which is expected to be recognized over a weighted average period of approximately 2.2 years.

NOTE 9 — DERIVATIVE FINANCIAL INSTRUMENTS

From time to time, we expect to utilize hot-rolled coil futures, options or swaps to reduce our exposure to commodity price risk that is inherent in our business.

For the nine months ended December 31, 2025 and 2024 , all of the Company's hedging activities were classified as economic hedges of risk with mark-to-market ("MTM") accounting treatment.

From time to time, we expect to utilize futures, options or swaps to manage our exposure to metals price risk that is inherent in our business.

For the three months ended June 30, 2026 and 2025 , all of the Company's hedging activities were classified as economic hedges of risk with mark-to-market ("MTM") accounting treatment.

By using derivatives, the Company is exposed to credit and market risk.

7 unchanged sentences

These supply agreements are not subject to mark-to-market accounting due to the Company electing the normal purchase normal sale exclusion provided in ASC 815.

At December 31, 2025 and March 31, 2025 , the Company did not have any derivatives designated as hedging instruments and classified as cash flow or fair value hedges.

The following table summarizes the fair value of the Company’s derivative financial instruments and the respective line in which they were recorded in the Consolidated Balance Sheet as of December 31, 2025 (in thousands):

At June 30, 2026 and March 31, 2026 , the Company did not have any derivatives designated as hedging instruments and classified as cash flow or fair value hedges.

Asset Derivatives

16 unchanged sentences

All derivatives are presented on a gross basis on the Consolidated Balance Sheets.

During the nine months ended December 31, 2025 and 2024 , the Company entered into hot-rolled coil futures and swap contracts that were not designated as hedging instruments for accounting purposes.

During the three months ended June 30, 2026 and 2025 , the Company entered into hot-rolled coil futures and swap contracts that were not designated as hedging instruments for accounting purposes.

Accordingly, the change in fair value related to these instruments was immediately recognized in earnings for these periods.

During the nine months ended December 31, 2025 and 2024 , the Company did not designate any transactions as hedging instruments for accounting purposes.

The following table summarizes the gain recognized in earnings for derivative instruments not designated as hedging instruments during the three and nine months ended December 31, 2025 (in thousands):

Gain Recognized in Earnings

Location of Gain

During the three months ended June 30, 2026 and 2025 , the Company did not designate any transactions as hedging instruments for accounting purposes.

The following table summarizes the loss recognized in earnings for derivative instruments not designated as hedging instruments during the three months ended June 30, 2026 (in thousands):

Loss Recognized in Earnings

Location of Loss

for the Three Months Ended

Recognized in Earnings

December 31, 2025

Hot-rolled coil steel contracts

Gain on economic hedges of risk

Gain Recognized in Earnings

Location of Gain

for the Nine Months Ended

Recognized in Earnings

December 31, 2025

June 30, 2026

Hot-rolled coil steel contracts

Gain on economic hedges of risk

Gain (loss) on economic hedges of risk

The following table summarizes the gain recognized in earnings for derivative instruments not designated as hedging instruments during the three months ended June 30, 2025 (in thousands):

Gain Recognized in Earnings

2 unchanged sentences

Recognized in Earnings

December 31, 2024

Hot-rolled coil steel contracts

Gain on economic hedges of risk

Gain Recognized in Earnings

Location of Gain

for the Nine Months Ended

Recognized in Earnings

December 31, 2024

June 30, 2025

Hot-rolled coil steel contracts

Gain on economic hedges of risk

The following table summarizes the Company's economic (non-designated) derivative instruments outstanding at December 31, 2025 (in thousands):

Gain (loss) on economic hedges of risk

The following table summarizes the Company's economic (non-designated) derivative instruments outstanding at June 30, 2026 (in thousands):

Notional Amount Maturity Date

Hot-rolled coil steel contracts $ 32,229 January 2026 - December 2026

Hot-rolled coil steel contracts $ ( 52,041 ) July 2026 - June 2027

The following table summarizes the Company's economic (non-designated) derivative instruments outstanding at

3 unchanged sentences

Hot-rolled coil steel contracts

April 2025 - December 2025

At both December 31, 2025 and March 31, 2025 , cash of approximately $ 0.5 million was held by our clearing agent to collateralize our open derivative positions.

These cash requirements are included in "Other current assets" on the Company's Consolidated Balance Sheets at December 31, 2025 and March 31, 2025 .

April 2026 - May 2027

At June 30, 2026 and March 31, 2026 , cash of approximately $ 3.0 million and $ 0.8 million, respectively, was held by our clearing agent to collateralize our open derivative positions.

These cash requirements are included in "Other current assets" on the Company's Consolidated Balance Sheets at June 30, 2026 and March 31, 2026 .

NOTE 10 — FAIR VALUE MEASUREMENTS

Accounting standards provide a comprehensive framework for measuring fair value and sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs.

Accounting standards provide a comprehensive framework for measuring fair value, define fair value, and establish a hierarchy prioritizing the inputs to valuation techniques.

The hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs.

Levels within the hierarchy are defined as follows:

3 unchanged sentences

Recurring Fair Value Measurements

At December 31, 2025 , our financial assets and liabilities, measured at fair value on a recurring basis were as follows (in thousands):

At June 30, 2026 , our financial assets and liabilities, measured at fair value on a recurring basis were as follows (in thousands):

Quoted Prices

Commodity futures – financial assets, net

Commodity futures – financial liabilities, net

$ ( 983 ) $ — $ — $ ( 983 )

1 unchanged sentence

$ — $ — $ ( 2,160 ) $ ( 2,160 )

$ ( 983 ) $ — $ ( 2,160 ) $ ( 3,143 )

At March 31, 2026 , our financial assets and liabilities, measured at fair value on a recurring basis were as follows (in thousands):

Quoted Prices

Commodity futures – financial assets, net

Commodity futures – financial liabilities, net

$ ( 273 ) $ — $ — $ ( 273 )

Contingent consideration for business combination - financial liability

$ — $ — $ ( 2,160 ) $ ( 2,160 )

At December 31, 2025 and March 31, 2025 , the Company did not have any fair value measurements on a non-recurring basis.

$ ( 273 ) $ — $ ( 2,160 ) $ ( 2,433 )

At June 30, 2026 and March 31, 2026 , the Company did not have any fair value measurements on a non-recurring basis.

NOTE 11 — SEGMENT INFORMATION

8 unchanged sentences

The following is a summary of significant financial information relating to the product groups (in thousands):

Three Months Ended December 31, 2025

$ 153,032 $ 14,942 — $ 167,974

Cost and expenses:

Cost of materials sold

126,816 10,656 — 137,472

Processing and warehousing expense

8,896 2,303 — 11,199

Delivery expense

6,962 285 — 7,247

Commercial expense

2,225 214 — 2,439

Depreciation and amortization

General corporate expenses

— — 4,711 4,711

145,766 13,519 4,790 164,075

EARNINGS (LOSS) FROM OPERATIONS:

7,266 1,423 ( 4,790 ) 3,899

Gain on economic hedges of risk

Interest expense

EARNINGS BEFORE INCOME TAXES

Nine Months Ended December 31, 2025

Three Months Ended June 30, 2026

$ 221,753 $ 18,218 $ — $ 239,971

15 unchanged sentences

24,746 2,123 ( 5,835 ) 21,034

Gain on economic hedges of risk

Loss on economic hedges of risk

Interest expense

Other expense

EARNINGS BEFORE INCOME TAXES

Three Months Ended December 31, 2024

$ 86,144 $ 7,930 — $ 94,074

Cost and expenses:

Cost of materials sold

72,313 6,196 — 78,509

Processing and warehousing expense

5,544 1,927 — 7,471

Delivery expense

4,759 182 — 4,941

Commercial expense

1,507 162 — 1,669

Depreciation and amortization

726 72 29 827

General corporate expenses

— — 2,219 2,219

84,849 8,539 2,248 95,636

Gain on disposal of property, plant and equipment — 375 — 375

EARNINGS (LOSS) FROM OPERATIONS:

1,295 ( 234 ) ( 2,248 ) ( 1,187 )

Gain on economic hedges of risk

Interest expense

LOSS BEFORE INCOME TAXES

Nine Months Ended December 31, 2024

Three Months Ended June 30, 2025

$ 124,067 $ 10,710 $ — $ 134,777

13 unchanged sentences

115,281 9,381 3,072 127,734

7,438 318,346

Gain (loss) on disposal of property, plant and equipment ( 222 ) 375 — 153

EARNINGS (LOSS) FROM OPERATIONS:

3 unchanged sentences

EARNINGS BEFORE INCOME TAXES

December 31, 2025

June 30, 2026

March 31, 2026

6 unchanged sentences

General corporate expenses reflect general and administrative expenses not directly associated with segment operations and consist primarily of payroll expenses related to corporate functions, professional fees and services, retirement plan contribution expense, corporate insurance expenses, restricted stock plan compensation expense and office supplies.

At December 31, 2025 and March 31, 2025 , corporate assets consist primarily of cash, restricted cash, leased administrative office right-of-use assets, unamortized debt issuance costs and the cash value of officers’ life insurance.

At June 30, 2026 and March 31, 2026 , corporate assets consist primarily of cash, restricted cash, leased administrative office right-of-use assets, unamortized debt issuance costs and the cash value of officers’ life insurance.

Although inventory is transferred at cost between product groups, there are no sales between product groups.

16 unchanged sentences

Manufactured Pipe.

The following table disaggregates our revenue by product for each of our reportable business segments for the three and nine months ended December 31, 2025 and 2024 , respectively (in thousands):

The following table disaggregates our revenue by product for each of our reportable business segments for the three months ended June 30, 2026 and 2025 , respectively (in thousands):

Three Months Ended

Nine Months Ended

Flat-Roll Segment:

3 unchanged sentences

$ 221,753 $ 124,067

153,032 86,144 420,439 286,910

Tubular Segment:

3 unchanged sentences

NOTE 13 — STOCKHOLDERS’ EQUITY

The following tables reflect the changes in stockholders’ equity for each of the nine months ended December 31, 2025 and December 31, 2024 (in thousands):

The following tables reflect the changes in stockholders’ equity for each of the three months ended June 30, 2026 and June 30, 2025 (in thousands):

BALANCE AT MARCH 31, 2026

1 unchanged sentence

— — — 12,784 12,784

Paid in capital – restricted stock units

Paid in capital – restricted stock

— 244 — — 244

7 unchanged sentences

$ 9,125 $ 36,073 $ ( 13,192 ) $ 132,145 $ 164,151

— — — 2,240 2,240

Paid in capital – restricted stock units

Cash dividends ($ 0.0 4 per share)

BALANCE AT MARCH 31, 2025

$ 8,877 $ 35,394 $ ( 13,100 ) $ 101,254 $ 132,425

BALANCE AT SEPTEMBER 30, 2025

— — — 5,028 5,028

Paid in capital – restricted stock

— 123 — — 123

1 unchanged sentence

90 ( 90 ) — — —

Paid in capital – restricted stock units

— 182 — — 182

Cash dividends ($ 0.04 per share)

— — — ( 284 ) ( 284 )

BALANCE AT DECEMBER 31, 2025

$ 9,020 $ 35,592 $ ( 13,110 ) $ 110,712 $ 142,214

BALANCE AT MARCH 31, 2024

$ 8,873 $ 35,247 $ ( 12,929 ) $ 96,284 $ 127,475

— — — 2,567 2,567

Paid in capital – restricted stock units

Repurchase of shares

4 unchanged sentences

$ 8,967 $ 35,427 $ ( 13,110 ) $ 105,996 $ 137,280

— — — ( 675 ) ( 675 )

Paid in capital – restricted stock units

Repurchase of shares

— — ( 11 ) — ( 11 )

Cash dividends ($ 0.04 per share)

— — — ( 279 ) ( 279 )

BALANCE AT SEPTEMBER 30, 2024

$ 8,873 $ 35,336 $ ( 13,063 ) $ 97,618 $ 128,764

— — — ( 1,152 ) ( 1,152 )

Paid in capital – restricted stock units

Repurchase of shares

— — ( 37 ) — ( 37 )

Cash dividends ($ 0.04 per share)

— — — ( 278 ) ( 278 )

BALANCE AT DECEMBER 31, 2024

$ 8,873 $ 35,368 $ ( 13,100 ) $ 96,188 $ 127,329

NOTE 14 — EARNINGS PER SHARE

Basic and dilutive net earnings per share is computed based on the following information (in thousands, except for share data):

Basic and dilutive net earnings per share are computed based on the following information (in thousands, except for share data):

Three Months Ended

Nine Months Ended

Numerator (basic and diluted)

Net earnings (loss)

$ 12,784 $ 5,028

Allocation to unvested restricted stock awards

Net earnings (loss) attributable to common shareholders

Net earnings attributable to common shareholders

$ 12,498 $ 4,961

2 unchanged sentences

6,982,955 6,965,880

For the nine months ended December 31, 2025 and 2024 , the Company allocated dividends and undistributed earnings to the unvested restricted stock awards.

As the restricted stock qualifies as participating securities, the following restricted stock awards were not accounted in the computation of weighted average diluted common shares outstanding under the two -class method:

For the three months ended June 30, 2026 and 2025 , the Company allocated dividends and undistributed earnings to the unvested restricted stock awards.

As the restricted stock qualifies as participating securities, the following restricted stock awards were not included in the computation of weighted average diluted common shares outstanding under the two -class method:

Three Months Ended

Nine Months Ended

Restricted Stock Awards

1 unchanged sentence

NOTE 15 — SUPPLEMENTAL CASH FLOW INFORMATION

During the nine months ended December 31, 2025, the Company had non-cash investing and financing activities associated with the Century Metals & Supplies acquisition of approximately $ 3.5 million related to a seller's note and approximately $ 3.6 million related to contingent consideration.

The Company paid interest o f approximately $ 2.5 million and $ 2.2 million during the nine months ended December 31, 2025 and 2024 , respectively.

Additionally, the Company paid income taxes of approximately $ 4.5 million and $ 2.9 million during the nine months ended December 31, 2025 and 2024 , respectively.

The Company paid interest o f approximately $ 1.3 million and $ 0.7 million during the three months ended June 30, 2026 and 2025 , respectively.

Additionally, the Company paid income taxes of approximately $ 0.3 million and $ 0.1 million during the three months ended June 30, 2026 and 2025 , respectively.

NOTE 16 — INCOME TAXES

For the nine months ended December 31, 2025 and 2024 , the Company recorded income tax provisio ns of approximately $ 3.3 million and $ 0.1 million, respectively.

For the 2025 period , the effective tax rate differed from the federal statutory rate due primarily to the inclusion of state tax expenses in the provision.

For the 2024 period , the effective tax rate differed from the federal statutory rate due primarily to the tax effect of restricted stock vesting during the period with this impact partially reduced by the inclusion of state tax expenses in the provision.

For the three months ended June 30, 2026 and 2025 , the Company recorded income tax provisio ns of approximately $ 4.2 million and $ 1.6 million, respectively.

For both quarters, the effective tax rate differed from the federal statutory rate due primarily to the inclusion of state tax expenses in the provision with this impact partially reduced by the tax effect of restricted stock vesting during the quarters.

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