What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2026-06-26 compared with 2025-07-02 · 167 added, 236 removed, 786 unchanged (34% of the section changed)

1 unchanged sentence

Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm ( Forvis Mazars, LLP , Atlanta, GA , PCAOB Firm No.

Report of Independent Registered Public Accounting Firm ( Forvis Mazars, LLP , Raleigh, NC , PCAOB Firm No.

Consolidated Statements of Operations—Years ended April 30, 202 6 and 202 5

5 unchanged sentences

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Kewaunee Scientific Corporation

To the Stockholders and Board of Directors of Kewaunee Scientific Corporation

Opinion on the Consolidated Financial Statements

15 unchanged sentences

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of Acquired Intangible Assets

As described in Note 4 to the financial statements, on November 1, 2024, the Company acquired Nu Aire, Inc.

The acquisition was accounted for using the acquisition method of accounting, which requires, among other things, that identifiable assets acquired be recognized at their fair values as of the acquisition date.

Such acquired assets included customer relationships and trade names and trademarks, which were valued using valuation models and methods.

We identified the Company’s fair value estimate of customer relationships and trade names and trademarks as a critical audit matter.

The principal considerations for that determination included the level of subjectivity, judgment, and audit effort involved in evaluating management’s fair value estimates, particularly assumptions related to the forecasted revenues and cash flows, attrition rate, discount rate, and market-based royalty rate.

The primary procedures we performed to address this critical audit matter included the following:

• We obtained an understanding of management’s process for determining the fair value measurements of customer relationships and trade names and trademarks.

• We evaluated forward-looking assumptions, such as the forecasted revenues and cash flows, attrition rate, discount rate, and market-based royalty rate used by management, by performing procedures that included, but were not limited to, comparisons to industry and historical performance data, and sensitivity analysis to assess their reasonableness.

• Utilizing internal valuation specialists, we evaluated the significant assumptions and methods used in developing the fair value estimates of customer relationships and trade names and trademarks, including:

◦ We evaluated the appropriateness of the valuation models and methodologies used by management in making the estimate.

◦ We evaluated the reasonableness of the key assumptions used by management related to the revenue and cash flow projections and attrition.

◦ We developed an independent calculation of the discount rate for comparison with the rate used by management.

◦ We reperformed the calculation of the fair value of customer relationships and trade names and trademarks to test the accuracy of management’s valuation models.

Critical Audit Matter

Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

We determined that there are no critical audit matters.

/s/ Forvis Mazars, LLP

We have served as the Company's auditor since 2020.

Atlanta, Georgia

Raleigh, North Carolina

June 26, 2026

CONSOLIDATED STATEMENTS OF OPERATIONS

7 unchanged sentences

16,715 17,759

Pension expense

Other income, net 880 240

2 unchanged sentences

13,733 14,785

Income tax expense (benefit)

3,202 ( 5,938 )

Income tax expense 3,268 3,202

10,465 11,583

13 unchanged sentences

$ 10,465 $ 11,583

Other comprehensive income (loss), net of tax

Other comprehensive loss, net of tax

Foreign currency translation adjustments ( 811 ) ( 421 )

Postretirement benefit plans

Settlement loss included in net income

Income taxes on postretirement benefit plans — ( 3,870 )

Change in unrecognized actuarial loss on pension obligations — 509

Total postretirement benefit plans

Comprehensive income, net of tax

16 unchanged sentences

Net earnings attributable to Kewaunee Scientific Corporation

Other comprehensive income — — — — 60 60

— — — 11,405 — 11,405

Other comprehensive loss

— — — — ( 421 ) ( 421 )

Stock based compensation 80 229 — — — 309

3 unchanged sentences

Net earnings attributable to Kewaunee Scientific Corporation — — — 9,618 — 9,618

— — — 11,405 — 11,405

Other comprehensive loss — — — — ( 811 ) ( 811 )

— — — — ( 421 ) ( 421 )

Stock based compensation 70 1,384 — — — 1,454

Purchase of Treasury Stock, 33,206 shares

— — ( 1,596 ) — — ( 1,596 )

Balance at Balance at April 30, 2025 $ 7,353 $ 5,635 $ ( 3,647 ) $ 58,919 $ ( 3,803 ) $ 64,457

Balance at April 30, 2026 $ 7,423 $ 7,019 $ ( 3,647 ) $ 68,537 $ ( 4,614 ) $ 74,718

The accompanying Notes are an integral part of these Consolidated Financial Statements.

15 unchanged sentences

Intangible assets, net

16,294 17,831

12,487 12,487

Other assets 7,146 5,840

4 unchanged sentences

Current portion of financing liability 867 788

Current portion of term loan

Current portion of term loans 4,893 2,903

Current portion of financing lease liabilities 70 96

6 unchanged sentences

Long-term portion of financing liability 25,765 26,632

Long-term portion of seller note

Long-term portion of term loan

Long-term portion of seller notes — 23,537

Long-term portion of term loans 14,804 10,412

Long-term portion of financing lease liabilities 282 149

28 unchanged sentences

$ 10,465 $ 11,583

Adjustments to reconcile net earnings to net cash used by operating activities:

Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization

1 unchanged sentence

Stock based compensation expense 2,126 1,441

Provision for deferred income taxes ( 2,202 ) ( 7,127 )

Deferred income taxes ( 20 ) ( 2,202 )

Accrued payment in kind ("PIK") interest

15 unchanged sentences

Proceeds from term loan

Repayments on term loan

Proceeds from first amendment term loan 10,000 —

Repayments on term loans ( 3,667 ) ( 1,250 )

Repayments on seller notes ( 23,000 ) —

Proceeds from short-term borrowings 16,384 73,483

4 unchanged sentences

Payment of deferred financing costs

Payments on lease obligations

( 101 ) ( 88 )

Payments on long-term lease obligations ( 119 ) ( 101 )

Taxes paid related to net share settlement of equity awards ( 671 ) —

Purchase of Treasury Stock — ( 1,596 )

Net cash provided by (used in) financing activities

7,411 ( 3,014 )

Net cash (used in) provided by financing activities ( 19,326 ) 7,411

Effect of exchange rate changes on cash, net ( 917 ) ( 67 )

(Decrease) Increase in Cash, Cash Equivalents and Restricted Cash

( 8,774 ) 12,123

Decrease in Cash, Cash Equivalents and Restricted Cash ( 5,547 ) ( 8,774 )

Cash, Cash Equivalents and Restricted Cash at Beginning of Year 17,164 25,938

18 unchanged sentences

The Company's acquisition of Nu Aire, Inc.

complements Kewaunee's existing portfolio through Nu Aire's biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products.

complements Kewaunee's portfolio through Nu Aire's biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products.

The Company's sales are made through purchase orders and contracts submitted by customers directly or through its dealers, its subsidiaries in Singapore and India, and a national stocking distributor.

16 unchanged sentences

All intercompany balances, transactions, and profits have been eliminated.

Included in the consolidated financial statements are net assets of $ 18,061,000 and $ 18,547,000 at April 30, 2025 and 2024, respectively, of the Company's International subsidiaries.

Net sales by the Company's subsidiaries in the amounts of $ 98,920,000 and $ 66,517,000 were included in the consolidated statements of operations for fiscal years 2025 and 2024, respectively.

Cash and Cash Equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less.

48 unchanged sentences

A cost approach was applied for property, plant, and equipment.

The Company believes that the information provides a reasonable basis for estimating the fair values of the acquired assets and assumed liabilities, but the potential for measurement period adjustments exists based on the Company's continuing review of matters related to the acquisition.

The Company expects to complete the purchase price allocation as soon as practicable, but no later than one year from the Closing Date.

The Company believes that the information provided a reasonable basis for estimating the fair values of the acquired assets and assumed liabilities and considers the purchase price allocation finalized as of July 31, 2025, within the measurement period.

Goodwill and Intangible Assets, Net Goodwill consists of the excess of the purchase price over the fair value of the net assets acquired as part of the Company's acquisition of Nu Aire.

1 unchanged sentence

Intangible assets, net consists of customer relationships, trade names and trademarks, and developed technology.

Intangible assets will be amortized on a straight-line basis over the relevant estimated

Intangible assets will be amortized on a straight-line basis over the relevant estimated useful life.

The Company will conduct its impairment analysis annually, or more frequently if the Company determines potential indicators of impairment exist.

There were no impairments in fiscal year 2025.

Other Assets Other assets at April 30, 2025 and 2024 included $ 0 and $ 312,000 , respectively, of unbilled retainage, and $ 3,263,000 and $ 2,611,000 , respectively, of assets held in a trust account for non-qualified benefit plan.

There were no impairments in fiscal years 2026 or 2025.

Other Assets Other assets at April 30, 2026 and 2025 included $ 4,307,000 and $ 3,263,000 , respectively, of assets held in a trust account for non-qualified benefit plan.

Use of Estimates The presentation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes.

Actual results could differ from these estimates.

Significant estimates impacting the accompanying consolidated financial statements include the allowance for credit losses, self-insurance reserves, and income taxes.

Significant estimates impacting the accompanying consolidated financial statements include the allowance for credit losses, self-insurance reserves, goodwill and other intangible assets, and income taxes.

Variable Interest Entity On December 22, 2021, the Company entered into an Agreement for Purchase and Sale of Real Property with CAI Investments Sub-Series 100 LLC (the "Buyer"), for the Company’s headquarters and manufacturing facilities (the "Property") located in Statesville, North Carolina (the "Sale Agreement") in exchange for $ 30,275,000 in sales proceeds.

3 unchanged sentences

According to the terms of the lease, the Trust leased the Property to its affiliated Lessor, which in turn sub-leased the Property to the Company (together with the Sale Agreement, the "Sale-Leaseback Arrangement").

The Company concluded that Parent and its direct affiliates, including the Trust, are designed primarily to acquire and manage the Property and constituted a variable interest entity because the Trust lacked sufficient equity on its own to finance its operations.

The Company concluded that CAI Investments Medical Products I Parent, LLC ("Parent") and its direct affiliates, including the Trust, are designed primarily to acquire and manage the Property and constituted a variable interest entity because the Trust lacked sufficient equity on its own to finance its operations.

The Company concluded it should not consolidate Parent or its affiliates under the variable interest model or the voting interest model of ASC 810, Consolidation .

56 unchanged sentences

Income Taxes In accordance with ASC 740, Income Taxes ("ASC 740"), the Company uses the liability method in measuring the provision for income taxes and recognizing deferred income tax assets and liabilities on the consolidated balance sheets.

ASC 740 clarifies the financial statement recognition threshold and measurement attribute of a tax position taken or expected to be taken in

a tax return.

ASC 740 clarifies the financial statement recognition threshold and measurement attribute of a tax position taken or expected to be taken in a tax return.

Under ASC 740, the Company evaluates the realization of all deferred income tax assets and determines if a valuation allowance is required on an annual basis.

4 unchanged sentences

Expenditures for research and experimentation expenditures were $ 898,000 and $ 919,000 for the fiscal years ended April 30, 2026 and 2025, respectively.

Advertising Costs Advertising costs are expensed as incurred, and include trade shows, training materials, sales, samples, and other related expenses and are included in operating expenses.

Advertising Costs Advertising costs are expensed as incurred, and include trade shows, training materials, and other related expenses and are included in operating expenses.

Advertising costs for the years ended April 30, 2026 and 2025 were $ 1,502,000 and $ 912,000 , respectively.

12 unchanged sentences

Diluted earnings per share reflects the assumed exercise of outstanding stock options and the conversion of restricted stock units ("RSUs") under the Company's various stock compensation plans, except when RSUs and stock options have an antidilutive effect.

There were no antidilutive RSUs and stock options outstanding at April 30, 2025.

There were no antidilutive RSUs and stock options outstanding at April 30, 2024.

There were no antidilutive RSUs at April 30, 2026 and at April 30, 2025.

The following is a reconciliation of basic to diluted weighted average common shares outstanding:

12 unchanged sentences

In accordance with ASC 280, Segment Reporting , the Company determined that the CODM assesses the Company's operations and manages its businesses in two segments :

Domestic and International.

The Domestic segment consists of the Company's operations based out of Statesville, North Carolina, and Kewaunee's subsidiary, Nu Aire, Inc., based out of Plymouth, Minnesota.

Lab Products Group ("LPG") and International.

The LPG segment consists of the Company's operations based out of Statesville, North Carolina, and Kewaunee's subsidiary, Nu Aire, Inc., based out of Plymouth, Minnesota.

The International segment consists of the foreign subsidiaries identified above.

The Company changed the name of the Domestic reportable segment to Lab Products Group during the fourth quarter of fiscal year 2026.

This change better aligns with the segment's business activities, structure, and strategy.

The segment name change had no impact on the composition of the Company's reportable segments or on previously reported financial position, results of operations, cash flows, or segment operating results.

We measure our segment profitability based on earnings before income taxes.

3 unchanged sentences

for further segment financial data.

New Accounting Standards In November 2023, the FASB issued ASU 2023-07, " Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures ," which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

This guidance is effective for fiscal years beginning after

December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

The Company adopted this standard effective May 1, 2024 for its fiscal year 2025 annual reporting and subsequent interim periods.

The adoption of this standard did not have a significant impact on the Company's consolidated financial position or results of operations.

In December 2023, the FASB issued ASU 2023-09, " Income Taxes (Topic 740) - Improvements for Income Tax Disclosures ," which requires public business entities to, on an annual basis, (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold.

New Accounting Standards In December 2023, the FASB issued ASU 2023-09, " Income Taxes (Topic 740) - Improvements for Income Tax Disclosures ," which requires public business entities to, on an annual basis, (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold.

This ASU also provides for additional disclosure requirements to provide clarity for investors related to income tax disclosures.

This guidance is effective for annual periods beginning after December 15, 2024.

The Company will adopt this standard in fiscal year 2026.

The Company does not expect the adoption of this standard to have a significant impact on the Company's consolidated financial position or results of operations.

The Company adopted this standard for its annual reporting in fiscal year 2026.

The adoption of this standard did not have a significant impact on the Company's consolidated financial position or results of operations.

In November 2024, the FASB issued ASU 2024-03, " Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) ," which requires public business entities to provide disclosure of additional information about certain identified costs and expenses on both an interim and annual basis.

1 unchanged sentence

Clarifying the Effective Date ," which provided clarification regarding the effective dates of annual and interim disclosure requirements presented in ASU 2024-03.

Upon consideration of the clarification in 2025-01, the guidance in ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning within annual reporting periods beginning after December 15, 2027.

Upon consideration of the clarification in 2025-01, the guidance in ASU 2024-03 is

effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning within annual reporting periods beginning after December 15, 2027.

The Company will adopt this standard in fiscal year 2028 for annual disclosures and fiscal year 2029 for interim disclosures.

35 unchanged sentences

Installation services create or enhance assets that the customer controls as the installation services are provided.

As such, revenue from installation services is recognized over time, as the installation services are performed using the cost input method, as there is a direct relationship between the Company's inputs and the transfer of control by means of the performance of installation services to the customer.

As such, revenue from installation services is

recognized over time, as the installation services are performed using the cost input method, as there is a direct relationship between the Company's inputs and the transfer of control by means of the performance of installation services to the customer.

Custodial Services

6 unchanged sentences

The Company's contracts with customers are generally fixed-price and do not contain variable consideration or a general right of return or refund.

The Company's contracts with customers contain terms typical for Kewaunee's industry, including withholding a portion of the transaction price until after the goods or services have been transferred to the customer (i.e.

"retainage").

The Company does not recognize this as a significant financing component because the primary purpose of retainage is to provide the customer with assurance that the Company will perform its obligations under the contract, rather than to provide financing to the customer.

17 unchanged sentences

A summary of net sales transferred to customers at a point in time and over time for the twelve months ended April 30 is as follows (in thousands):

Domestic International Total

LPG International Total

Over Time $ 129,853 $ 67,113 $ 196,966

1 unchanged sentence

Total Revenue $ 214,886 $ 67,113 $ 281,999

Domestic International Total

LPG International Total

Over Time $ 132,723 $ 61,074 $ 193,797

3 unchanged sentences

The closing balances of contract assets included $ 14,163,000 in accounts receivable at April 30, 2026.

The opening balance of contract assets arising from contracts with customers included $ 11,840,000 in accounts receivable and $ 312,000 in other assets at April 30, 2024.

The closing balance of contract assets arising from contracts with customers included $ 12,693,000 in accounts receivable at April 30, 2025.

The closing and opening balances of contract liabilities included in deferred revenue arising from contracts with customers were $ 4,152,000 at April 30, 2026 and $ 6,073,000 at April 30, 2025.

18 unchanged sentences

("Nu Aire"), a leading manufacturer of equipment for a diverse range of laboratory and pharmacy environments, by acquiring all of the Nu Aire capital stock that was issued and outstanding as of the date of acquisition (the "Transaction").

The Transaction expands the Company's capabilities, allowing the combined organization to better meet the needs of end-users in laboratory furnishings and accelerates the Company's vision of becoming the market leader in the design and manufacturing of laboratory furniture and technical products essential for outfitting laboratories.

The Transaction expanded the Company's capabilities, allowing the combined organization to better meet the needs of end-users in laboratory furnishings and accelerating the Company's vision of becoming the market leader in the design and manufacturing of laboratory furniture and technical products essential for outfitting laboratories.

The Company purchased all the outstanding stock of Nu Aire for $ 55.0 million, subject to certain adjustments for debt, cash, transaction expenses, and net working capital resulting in aggregate acquisition consideration of $ 53.0 million as shown in the table below.

11 unchanged sentences

Goodwill arising from the Transaction is attributable to the value of the acquired assembled workforce and the premium paid.

The April 30, 2025 Consolidated Balance Sheet includes the assets and liabilities of Nu Aire, which have been measured at fair value as of the Closing Date.

The preliminary allocation of purchase price recorded for Nu Aire was as follows:

($ in thousands) Initial Allocation Measurement Period Adjustments

The purchase price recorded for Nu Aire was allocated as follows:

($ in thousands) Final Allocation As Adjusted

Assets acquired:

Cash and cash equivalents $ 1,245

10,650 — 10,650

13,744 1,778 15,522

Prepaid expenses and other current assets 852

Property, plant and equipment

7,349 — 7,349

Other intangible assets

18,600 — 18,600

Goodwill 12,487

2 unchanged sentences

Total assets acquired

73,973 115 74,088

Liabilities assumed:

6 unchanged sentences

Deferred income taxes

( 5,375 ) ( 115 ) ( 5,490 )

Total liabilities assumed

( 20,993 ) ( 115 ) ( 21,108 )

Preliminary aggregate acquisition consideration

$ 52,980 $ — $ 52,980

The purchase price allocation was finalized as of July 31, 2025, within the measurement period, and no further adjustments will be made.

During the year ended April 30, 2025, the Company recorded a $ 1.8 million measurement period adjustment to increase inventory as a result of revised capitalized variances related to work-in-progress as of the acquisition date, with a corresponding decrease to Goodwill, net of the tax impact.

1 unchanged sentence

The measurement period adjustments were recorded in our consolidated financial statements as of and for the year ended April 30, 2025.

The above fair values of assets acquired and liabilities assumed are preliminary and are based on the information that was available as of the reporting date.

The fair values of the assets acquired and liabilities assumed were preliminarily determined using the income and cost approaches.

The above fair values of assets acquired and liabilities assumed are based on the information that was available as of the reporting date.

The fair values of the assets acquired and liabilities assumed were determined using the income and cost approaches.

In many cases, the determination of the fair values required estimates about discount rates, future expected cash flows and other future events that are judgmental and subject to change.

The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement of the fair value hierarchy as defined in ASC 820, Fair Value Measurements .

Intangible assets consisting of customer relationships, trade names and trademarks, and developed technology were valued using the MEEM method, or the RFR method, both are income-based approaches.

Intangible assets consisting of customer relationships, trade names and trademarks, and developed technology were valued using the multi-period excess earnings method ("MEEM") method, or the relief from royalty ("RFR") method, both are income-based approaches.

A cost approach was applied for property, plant, and equipment.

5 unchanged sentences

The cost to replace a given asset reflects the estimated reproduction or replacement cost for the property, less an allowance for loss in value due to depreciation.

The Company expects to complete the purchase price allocation as soon as practicable, but no later than one year from the Closing Date.

The amounts, based on preliminary valuations and subject to final adjustment, allocated to intangible assets are as follows:

The amounts allocated to intangible assets are as follows:

($ in thousands) Preliminary Fair Value Estimated Useful Life

3 unchanged sentences

Intangible assets acquired $ 18,600

Since the Closing Date, the results of operations for Nu Aire of $ 37.8 million of revenue and $ 0.6 million of net earnings for the six months ended April 30, 2025, have been included within the accompanying Consolidated Statements of Operations.

The following unaudited supplemental pro forma combined financial information presents the Company's results of operations for the twelve months ended April 30, 2025 and 2024 as if the acquisition of Nu Aire had occurred on May 1, 2023.

The following unaudited supplemental pro forma combined financial information presents the Company's results of operations for the twelve months ended April 30, 2025 as if the acquisition of Nu Aire had occurred on May 1, 2023.

The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the Company's operating results that may have actually occurred had the acquisition of Nu Aire been completed on May 1, 2023.

3 unchanged sentences

$ 281,999 $ 276,696

11,661 19,293

Net earnings per share attributable to Kewaunee Scientific Corporation stockholders:

2 unchanged sentences

Note 5— Goodwill & Other Intangible Assets

In connection with the Nu Aire Acquisition, on November 1, 2024, the Company recorded goodwill of $ 14.2 million on its Condensed Consolidated Balance Sheet.

In connection with the Nu Aire Acquisition, on November 1, 2024, the Company recorded goodwill of $ 14.2 million on its Consolidated Balance Sheet.

See Note 4 , Nu Aire Acquisition for additional information.

No impairment losses on goodwill were recorded during the six months ended April 30, 2025.

No impairment losses on goodwill were recorded during the twelve months ended April 30, 2026 or 2025.

The ending balance of goodwill at April 30, 2026 was approximately $ 12.5 million after the impact of the measurement adjustment discussed in Note 4 , Nu Aire Acquisition .

See Note 4 , Nu Aire Acquisition , for further information.

Also in connection with the Nu Aire Acquisition, the Company recorded other intangible assets on November 1, 2024 of $ 18.6 million on its Condensed Consolidated Balance Sheet.

Also in connection with the Nu Aire Acquisition, the Company recorded other intangible assets on November 1, 2024 of $ 18.6 million on its Consolidated Balance Sheet.

See Note 4 , Nu Aire Acquisition for additional information.

The gross carrying amount and accumulated amortization of the Company's intangible assets other than goodwill as of April 30, 2025 were as follows:

The gross carrying amount and accumulated amortization of the Company's intangible assets other than goodwill as of April 30, 2026 and April 30, 2025, respectively, were as follows:

April 30, 2026

4 unchanged sentences

Total $ 18,600 $ ( 2,306 ) $ 16,294

The Company recorded amortization expense of $ 0.8 million for the fiscal year ended April 30, 2025.

April 30, 2025

($ in thousands) Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount

Customer relationships 10 years $ 9,800 $ ( 490 ) $ 9,310

Trade names and trademarks Indefinite 4,900 — 4,900

Developed technology 7 years 3,900 ( 279 ) 3,621

Total $ 18,600 $ ( 769 ) $ 17,831

The Company recorded amortization expense of $ 1.5 million and $ 0.8 million for the fiscal year ended April 30, 2026 and 2025, respectively.

Expected future amortization expense related to intangible assets, net as of April 30, 2026, excluding trade names and trademarks, are as follows:

2 unchanged sentences

Total $ 11,394

No impairment losses on intangible assets, net were recorded during the fiscal year ended April 30, 2025.

No impairment losses on intangible assets, net were recorded during the fiscal year ended April 30, 2026 or 2025.

Note 6— Long-term Debt and Other Credit Arrangements

The components of the Company's long-term debt, excluding lease, deferred financing costs of $ 0.8 million related to the debt, and sale-leaseback related activity, as presented on the Condensed Consolidated Balance Sheet were as follows:

($ in thousands) April 30, 2025

PNC Loan Agreement $ 13,750

The components of the Company's long-term debt, excluding lease, deferred financing costs of $ 0.4 million and $ 0.8 million related to the debt, and sale-leaseback related activity, as presented on the Consolidated Balance Sheet as of April 30, 2026 and 2025, respectively, were as follows:

($ in thousands) April 30, 2026 April 30, 2025

Seller Notes $ — $ 23,935

Term Loan 10,750 13,750

First Amendment Term Loan 9,333 —

Total outstanding balance under Amended Loan Agreement 20,083 13,750

Total long-term debt $ 20,083 $ 37,685

Current portion of long-term debt $ 3,000

Non-current portion of long-term debt 34,685

Current portion of Term Loan $ 3,000 $ 3,000

Current portion of First Amendment Term Loan 2,000 —

Current portion of Amended Loan Agreement balance 5,000 3,000

Total current portion of long-term debt 5,000 3,000

Seller Notes — 23,935

Non-current portion of Term Loan 7,750 10,750

Non-current portion of First Amendment Term Loan 7,333 —

Non-current portion of Amended Loan Agreement balance 15,083 10,750

Total non-current portion of long-term debt 15,083 34,685

Total long-term debt $ 20,083 $ 37,685

5 unchanged sentences

The Revolving Credit Facility and Term Loan mature on November 1, 2029.

On December 4, 2025, the Company entered into a First Amendment to Loan Agreement ("First Amendment") with PNC.

The First Amendment amends the Loan Agreement (together with the "First Amendment," the "Amended Loan Agreement") between the Company and PNC to, among other things, (i) permit the Company to repay in full the outstanding principal balances of the subordinated seller notes issued by the Company in connection with its acquisition of Nu Aire in November 2024, together with all accrued but unpaid interest thereon (the "Seller Note Repayment"), (ii) provide for an additional $ 10.0 million term loan the proceeds of which are to be used by the Company to partially fund the Seller Note Repayment (the "First Amendment Term Loan" and together with the Term Loan, the "Term Loans"), and (iii) permit the Company to draw and use available funds under the revolving line of credit established by the Loan Agreement to partially fund the Seller Note Repayment.

The First Amendment Term Loan matures on December 4, 2030.

The Revolving Credit Facility and the Term Loan can be paid at any time without penalty.

At April 30, 2026 and 2025, no advances were outstanding under the Revolving Credit Facility, respectively.

Amounts available under the Revolving Credit Facility were $ 20,000,000 at April 30, 2026 and 2025, respectively.

For the Revolving Credit Facility, the interest rate will be selected by the Company at each advance from one of two options.

Option one is a base rate option.

Option two is a daily secured overnight financing rate.

Option 1 is a base rate option.

Option 2 is a daily secured overnight financing rate.

There is an unused fee of 0.15 % to 0.25 %, determined by the ratio of senior debt to the Company's EBITDA, of the unused daily balance of the Revolving Credit Facility.

For the Term Loan, the principal will be paid in 60 substantially equal monthly installments commencing on November 1, 2024.

For the Term Loan, the principal will be paid in 60 substantially equal monthly installments over the term of the Loan Agreement.

For the First Amendment, the principal will be paid in 59 substantially equal monthly installments over the term of the agreement.

Interest will be paid at the same time and calculated on the outstanding principal balance at an interest rate equal to the rate under Option 2 of the Revolving Credit Facility.

The borrowing rate on the Term Loan was 5.96 % as of April 30, 2025.

The Company recorded interest expense of $ 486,000 related to the Term Loan for the fiscal year ending April 30, 2025.

At April 30, 2025, no advances were outstanding under the Revolving Credit Facility.

Amounts available under the Revolving Credit Facility were $ 20,000,000 at April 30, 2025.

The Loan Agreement has customary reporting covenants.

The borrowing rate on the Term Loans was 5.27 % as of April 30, 2026, compared to 5.96 % as of April 30, 2025.

The Company recorded interest expense of $ 904,000 and $ 486,000 related to the Term Loans for the fiscal year ending April 30, 2026 and 2025, respectively.

The Amended Loan Agreement has customary reporting covenants.

The principal financial covenants require that (1) the Company maintain on a consolidated basis a ratio of senior funded indebtedness to EBITDA of not more than 2.50 to 1.00 and (2) a fixed charge coverage ratio of at least 1.20 to 1.00.

The Loan Agreement also contains covenants prohibiting under certain circumstances (1) the incurrence of certain indebtedness, (2) the granting of security interests by the Company to persons other than PNC, (3) the delivery of guaranties for debts of third parties, and (4) certain transactions not in the ordinary course of business.

At April 30, 2025, the Company was in compliance with all of the financial covenants under the Loan Agreement.

Future minimum payments under the PNC Loan Agreement for the fiscal years ending April 30 are as follows:

At April 30, 2026 and 2025, the Company was in compliance with all of the financial covenants under the Loan Agreement.

Future minimum payments under the Amended Loan Agreement for the fiscal years ending April 30 are as follows:

($ in thousands)

As noted in Note 4 , Nu Aire Acquisition , $ 23.0 million of the aggregate purchase price paid in the Nu Aire Acquisition was paid by the issuance of subordinated seller notes (the "Seller Notes") entered into by the Company on November 1, 2024.

The Seller Notes will accrue interest at 8 % per annum and will mature on November 1, 2027, at which time the outstanding principal amount and all unpaid accrued interest will become due and payable by the Company.

The Company accrued $ 935,000 in PIK interest for the twelve months ended April 30, 2025.

The Seller Notes may be prepaid, in full or in part, any time without prepayment penalty, premium, or other fee;

subject, however, to each seller's obligation not to accept any prepayment under the Seller Notes until all Secured Claims (as defined in the Seller Notes) have been paid to PNC.

The Company's obligations under the Seller Notes are secured by a security agreement entered into between the Company and each shareholder of Nu Aire immediately prior to the completion of the acquisition (the "Sellers"), pursuant to which the Sellers have the option to cause the Company to issue shares of the Company's common stock to the Sellers, solely upon the occurrence of an event of default.

The rights of the Sellers to receive payments under the Seller Notes are subordinate to the rights of PNC under the Loan Agreement pursuant to a separate subordination agreement that the Sellers entered into with PNC on November 1, 2024 in connection with the Transaction.

The Seller Notes accrued interest at 8 % per annum and were scheduled to mature on November 1, 2027, at which time the outstanding principal amount and all unpaid accrued interest were to become due and payable by the Company.

On December 4, 2025, the Company completed the Seller Note Repayment.

Pursuant to the terms of the Seller Notes, the Seller Notes could be prepaid, in full or in part, at any time without prepayment penalty, premium, or other fee.

Upon completion of the Seller Note Repayment, all obligations, covenants, debts and liabilities of the Company under the Seller Notes were satisfied and discharged in full, and the Seller Notes and all other documents entered into in connection with the Seller Notes were terminated.

Prior to the Seller Note Repayment, the Company accrued $ 905,000 in PIK interest for the six month period ended October 31, 2025 and $ 935,000 for the fiscal year ended April 30, 2025.

The Company made a payment of $ 1,840,000 during the period ended October 31, 2025 for its accrued PIK interest, resulting in a PIK interest balance of zero as of October 31, 2025.

As part of the Seller Note Repayment, the Company repaid the outstanding Seller Notes balance of $ 23.0 million and accrued but unpaid interest balance of $ 173,000 .

The Company incurred $ 0.3 million in related expenses as a result of the Seller Note Repayment.

Mid Cap Revolving Credit Facility

5 unchanged sentences

The Company was required to make monthly interest payments on the Mid Cap Revolving Credit Facility, with the entire principal payment due at maturity.

At April 30, 2024, there was $ 3,000,000 outstanding under the Mid Cap Revolving Credit Facility, with remaining borrowing capacity under the Mid Cap Revolving Credit Facility of $ 11,587,000 .

The borrowing rate under the Mid Cap Revolving Credit Facility was 9.54 % as of April 30, 2024.

The Company was in compliance with all financial covenants under the Mid Cap Revolving Credit Facility at April 30, 2024.

On September 30, 2024, the Company terminated the Mid Cap Revolving Credit Facility.

3 unchanged sentences

The Company's international subsidiaries had a balance outstanding of $ 74,000 and $ 986,000 in short-term borrowings related to overdraft protection and short-term loan arrangements at April 30, 2026 and 2025, respectively.

At April 30, 2025, there were foreign bank guarantees outstanding to customers in the amounts of $ 8.1 million, $ 1.2 million, $ 450,000 , and $ 653,000 with expiration dates in fiscal years 2026, 2027, 2028, and 2029, respectively, collateralized by certain assets of the Company's subsidiaries in India.

At April 30, 2024, there were bank guarantees issued by foreign banks outstanding to customers in the amounts of $ 7.1 million, $ 435,000 , and $ 226,000 with expiration dates in fiscal years 2025, 2026, and 2027, respectively, collateralized by certain assets of the Company's subsidiaries in India.

At April 30, 2026, there were foreign bank guarantees outstanding to customers in the amounts of $ 7.1 million, $ 466,000 , $ 696,000 , and $ 328,000 with expiration dates in fiscal years 2027, 2028, 2029, and 2030, respectively, collateralized by certain

assets of the Company's subsidiaries in India.

At April 30, 2025, there were bank guarantees issued by foreign banks outstanding to customers in the amounts of $ 8.1 million, $ 1.2 million, $ 450,000 , and $ 653,000 with expiration dates in fiscal years 2026, 2027, 2028 and 2029, respectively, collateralized by certain assets of the Company's subsidiaries in India.

Note 7— Sale-Leaseback Financing Transaction

On December 22, 2021, the Company entered into the Sale Agreement with the Buyer for the Company’s headquarters and manufacturing facilities located at 2700 West Front Street in Statesville, North Carolina.

The Sale Agreement was finalized on March 24, 2022 and coincided with the Company and the Buyer entering into the Lease Agreement.

The Sale Agreement was finalized on March 24, 2022 and coincided with the Company and the Buyer entering into a 20-year lease, effective on such date between the Company and CAI Investments Medical Products I Master Lessee LLC ("Lessor"), an affiliate of Buyer, for the Property (the "Lease Agreement").

The Sale-Leaseback Arrangement is repayable over a 20-year term, with four renewal options of five years each.

21 unchanged sentences

Effective August 1, 2019, the Company elected to revoke the indefinite reinvestment of foreign unremitted earnings position set forth by ASC 740-30-25-17 for multiple foreign subsidiaries.

As a result of this election, the Company recorded a tax withholding expense imposed by the India Income Tax Department of $ 416,000 and $ 371,000 for the years ended April 30, 2025 and 2024, respectively.

As a result of this election, the Company recorded a tax withholding

expense imposed by the India Income Tax Department of $ 437,000 and $ 416,000 for the years ended April 30, 2026 and 2025, respectively.

The Company's accounting policy with respect to the Global Intangible Low-Taxed Income ("GILTI") tax rules is that GILTI will be treated as a periodic charge in the year in which it arises.

Income tax (benefit) expense consisted of the following:

The domestic and foreign components of earnings before income taxes for the years ended April 30, 2026 and 2025, respectively, consisted of the following:

$ in thousands 2026 2025

Earnings before income taxes

United States $ 6,812 $ 10,073

Foreign 6,921 4,712

Total earnings before income tax expense $ 13,733 $ 14,785

Income tax (benefit) expense for the years ended April 30, 2026 and 2025, respectively, consisted of the following:

$ in thousands 2026 2025

Current tax (benefit) expense:

11 unchanged sentences

$ 3,268 $ 3,202

The reasons for the differences between the above net income tax (benefit) expense and the amounts computed by applying the statutory federal income tax rate to earnings before income taxes are as follows:

The domestic and foreign components of the Company's income taxes paid, net of refunds received, for the years ended April 30, 2026 and 2025, respectively, consisted of the following:

$ in thousands 2026 2025

Income tax expense at statutory rate

$ 3,105 $ 2,755

United States federal $ 1,265 $ 1,849

United States state 457 556

Foreign - India 1,754 1,506

Foreign - Other jurisdictions 84 $ 61

Total income taxes paid, net of refunds received 3,560 $ 3,972

The reasons for the differences between the net income tax (benefit) expense presented above and the amounts computed by applying the statutory federal income tax rate to earnings before income taxes for the years ended April 30, 2026 and 2025, respectively, are as follows:

$ in thousands 2026 2025

Income tax expense at U.S.

federal statutory rate $ 2,884 21.0 % $ 3,105 21.0 %

State and local taxes, net of federal income tax benefit (1)

460 3.3 % ( 168 ) ( 1.1 ) %

Effects of differing US and foreign tax rates 183 243

Foreign Tax Effects

India 285 2.1 % 190 1.3 %

Deferred taxes on unremitted foreign earnings ("APB 23") 437 3.2 % 416 2.8 %

Other foreign jurisdictions ( 95 ) ( 0.7 ) % ( 7 ) — %

Cross-border tax laws 21 0.2 % 6 — %

Tax credits ( 635 ) ( 4.6 ) % ( 515 ) ( 3.5 ) %

Increase (decrease) in valuation allowance 5 — % 7 — %

Nontaxable or nondeductible items

Non-deductible transaction costs — — % 348 2.4 %

Effect of pension settlement

Other 70 0.5 % 61 0.4 %

Return to provision adjustment ( 130 ) ( 0.9 ) % ( 72 ) ( 0.5 ) %

Impact of foreign subsidiary income to parent 6 96

Increase (decrease) in valuation allowance

Deferred taxes on unremitted earnings

Other items, net ( 34 ) ( 0.2 ) % ( 169 ) ( 1.1 ) %

1 unchanged sentence

$ 3,268 23.8 % $ 3,202 21.7 %

(1) In fiscal year 2026, state taxes in California, Minnesota, Texas, Michigan, and North Carolina made up the majority (greater than 50%) of the tax effect in this category.

Significant items comprising deferred tax assets and liabilities as of April 30 were as follows:

19 unchanged sentences

Book basis in excess of tax basis of intangibles assets

( 3,758 ) ( 4,005 )

APB 23 Assertion ( 1,376 ) ( 1,507 )

4 unchanged sentences

Valuation allowance ( 768 ) ( 933 )

Net deferred tax liabilities $ 2,896 $ 6,183

Net deferred tax assets $ 2,916 $ 2,896

Deferred tax assets (liabilities) classified in the balance sheet:

8 unchanged sentences

The Company evaluates all available evidence, both positive and negative, to determine the amount of any required valuation allowance.

As of April 30, 2025, our deferred tax assets primarily related to proceeds on a prior sale leaseback, Section 174 research and expenditures addbacks, and operating lease liabilities.

As of April 30, 2026, our deferred tax assets primarily related to proceeds on a prior sale leaseback, Section 174 research and expenditures, capitalization, deferred compensation, and operating lease liabilities.

A valuation allowance of $ 768,000 and $ 933,000 was recorded against our net deferred tax asset balance as of April 30, 2026 and 2025, respectively.

For the year ended April 30, 2025, we recorded a net increase in valuation allowance of $ 7,000 , as compared to a net decrease of $ 6,579,000 for the year ended April 30, 2024, based on management's reassessment of the amount of its deferred tax assets that are more likely than not to be realized.

For the year ended April 30, 2026, the valuation allowance decreased by approximately $ 165,000 , as compared to a net increase of $ 7,000 for the year ended April 30, 2025.

The decrease was primarily attributable to the removal of the valuation allowance recorded for certain deferred tax assets related to state tax credits that were written off during the fiscal year, partially offset by approximately $ 5,000 of additional valuation allowance recorded during the year.

The Company files federal, state and local tax returns with statutes of limitation generally ranging from 3 to 4 years.

10 unchanged sentences

At April 30, 2026, there were 290,636 shares available for future issuance under the 2023 Plan.

Under the 2023 Plan, the Company recorded stock-based compensation expense for employees of $ 1,441,000 and $ 1,018,000 and deferred income tax benefit of $ 337,000 and $ 223,000 in fiscal years 2025 and 2024, respectively.

Under the 2023 Plan, the Company recorded stock based compensation expense of $ 2,126,000 and $ 1,441,000 and deferred income tax benefit of $ 452,000 and $ 337,000 in fiscal years 2026 and 2025, respectively.

The RSUs granted under the 2023 Plan include grants with both a service and performance component vesting over a 3 year period and grants with only service components vesting over a 3 year period.

The recognized expense is based upon the vesting period for service criteria and estimated attainment of the performance criteria at the end of the performance period based on the ratio of cumulative days incurred to total days over the performance period.

The remaining estimated compensation expense of $ 1,964,000 will be recorded over the remaining vesting periods.

The remaining estimated compensation expense of $ 2,311,000 is expected to be recognized over the remaining weighted-average vesting period of 1.6 years.

The fair value of each RSU granted to employees was estimated on the date of grant based on the weighted average price of the Company's stock reduced by the present value of the expected dividend stream during the vesting period using the risk-free interest rate.

10 unchanged sentences

This plan was replaced by the 2017 Omnibus Plan with all outstanding options granted under the prior plan to remain subject to the prior plan.

The Company did not record any

compensation expense related to outstanding stock options in fiscal years 2025 or 2024.

The Company did not record any compensation expense related to outstanding stock options in fiscal years 2026 or 2025.

There were no options outstanding at April 30, 2026.

The Company issued new shares of common stock to satisfy options exercised during fiscal years 2025 and 2024.

The Company issued new shares of common stock to satisfy options exercised during fiscal year 2025.

Stock option activity and weighted average exercise price are summarized as follows:

of Shares Weighted Average Exercise Price Number

of Shares Weighted Average Exercise Price

13 unchanged sentences

There is no expiration date and currently, management has no plans to terminate this program.

During the fiscal year ended April 30, 2025, the Company repurchased 33,206 shares of the Company's common stock for approximately $ 1,594,000 , excluding other costs such as broker commissions and fees.

During the fiscal year ended April 30, 2024, the Company repurchased 66,191 shares of the Company's common stock for approximately $ 1,992,000 excluding other costs such as broker commissions and fees.

On March 12, 2025, the Board of Directors amended the existing share repurchase program to authorize the repurchase of up to an additional 100,000 shares of the Company's common stock (as amended, the "Program").

The Program does not have a specified expiration date and the timing and amount of any repurchase under this Program will be determined by the Company's management at its discretion based upon its ongoing assessment of the capital needs of the business, the market price of the Company's common stock, and general market conditions.

During the fiscal year ended April 30, 2026, the Company repurchased no shares of the Company's common stock.

During the fiscal year ended April 30, 2025, the Company repurchased 33,206 shares of the Company's common stock for approximately $ 1,594,000 excluding other costs such as broker commissions and fees.

As of April 30, 2026, the total remaining purchase authorization was 100,603 shares.

The following table summarizes share repurchase activity for the three months ended April 30, 2025:

Total Number of Shares Purchased (1)

Average Price Paid Per Share (2)

Total Number of Shares Purchased as Part of Publicly Announced Programs (1)

Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)

February 1 - 28 1,019 $ 55.63 1,019 32,790

31,148 $ 48.15 31,148 101,642

1,039 $ 35.75 1,039 100,603

33,206 33,206

(1) On August 31, 2023, the Board of Directors of Kewaunee Scientific Corporation (the "Company") adopted a share repurchase program with authorization to repurchase up to 100,000 shares of our Company's common stock, which commenced on September 1, 2023 and has no expiration date.

On March 12, 2025, the Board of Directors amended the existing share repurchase program to authorize the repurchase of up to an additional 100,000 shares of the Company common stock (as amended, the "Program").

The share repurchase program is designed to help offset the impact of future share dilution from employee stock issuances.

The timing and amount of any repurchases under this program will be determined by the Company's management at its discretion based upon its ongoing assessments of the capital needs of the business, the market price of the Company's common stock and general market conditions.

Share repurchases under this program may be made through a variety of methods including open-market purchases, block trades, exchange transactions or any combination thereof.

The program does not obligate the Company to acquire any particular amount of its common stock, and the share repurchase program may be suspended or discontinued at any time at the Company's discretion.

(2) Excludes other costs such as broker commissions and fees.

Note 11 - Accumulated Other Comprehensive Income (Loss)

The Company's other comprehensive income (loss) consists of unrealized gains and losses on the translation of the assets, liabilities, and equity of its foreign subsidiaries, and additional minimum pension liability adjustments, net of income taxes.

The Company's other comprehensive income (loss) consists of unrealized gains and losses on the translation of the assets, liabilities, and equity of its foreign subsidiaries, net of income taxes.

The before tax income (loss), related income tax effect, and accumulated balances are as follows:

$ in thousands Foreign

Adjustment Minimum

Adjustment Total

3 unchanged sentences

Foreign currency translation adjustment ( 421 ) ( 421 )

Change in unrecognized actuarial loss on pension obligations — 509 509

Settlement loss included in net income

— 4,019 4,019

Income taxes on postretirement benefit plans

— ( 3,870 ) ( 3,870 )

Balance at April 30, 2025 $ ( 3,803 ) $ ( 3,803 )

11 unchanged sentences

ROU assets totaled $ 10,791,000 and $ 12,965,000 at April 30, 2026 and 2025, respectively.

rating cash paid to settle lease liabilities was $ 3,394,000 and $ 2,594,000 for the fiscal year ended April 30, 2025 and 2024, respectively.

Operating cash paid to settle lease liabilities was $ 4,452,000 and $ 3,394,000 for the fiscal year ended April 30, 2026 and 2025, respectively.

The Company's leases have remaining lease terms of up to 6 years.

13 unchanged sentences

2030 1,640 94

2030 1,635 40

Thereafter 43 —

2 unchanged sentences

Total $ 10,062 $ 352

In April 2025, the Company entered into a new lease that has not yet commenced as of April 30, 2025 with future minimum lease payments in aggregate of approximately $ 267,000 that are not yet reflected on the Condensed Consolidated Balance Sheet.

This lease is expected to commence in the second quarter of fiscal year 2026 with a lease term of 5 years.

The Company is involved in certain claims and legal proceedings in the normal course of business which management believes will not have a material adverse effect on the Company's consolidated financial condition or results of operations.

Note 13 - Retirement Benefits

Defined Benefit Plans

During the year ended April 30, 2024, the Company settled its non-contributory defined benefit plans by transferring approximately $ 17.8 million of pension obligations through the purchase of group annuity contracts for all remaining liabilities under the pension plan.

In connection with the transfer, the Company contributed $ 287,000 in cash to the pension plan, which was intended to fully fund the Company’s remaining defined benefit pension liabilities.

These non-contributory defined benefit pension plans, which covered some domestic employees, were amended as of April 30, 2005.

Following this amendment, no further benefits have been earned under the plans, and no additional participants have been added.

The defined benefit plan for salaried employees provides pension benefits that are based on each employee's years of service and average annual compensation during the last ten consecutive calendar years of employment as of April 30, 2005.

The benefit plan for hourly employees provides benefits at stated amounts based on years of service as of April 30, 2005.

The change in projected benefit obligations and the change in fair value of plan assets for the non-contributory defined benefit pension plans for the year ended April 30, 2024 is summarized as follows:

$ in thousands 2024

Accumulated Benefit Obligation, April 30 $ —

Change in Projected Benefit Obligations

Projected benefit obligations, beginning of year $ 18,368

Interest cost 890

Actuarial gain (loss)

Actual benefits paid ( 1,558 )

Transfer to insurer

Projected benefit obligations, end of year $ —

Change in Plan Assets

Fair value of plan assets, beginning of year $ 17,732

Actual return on plan assets 1,292

Employer contributions 287

Actual benefits paid ( 1,558 )

Transfer to insurer

Fair value of plan assets, end of year $ —

Funded status—under $ —

Amounts Recognized in the Consolidated Balance Sheets consist of:

Non-current liabilities $ —

Amounts Recognized in Accumulated Other Comprehensive Income (Loss) Consist of:

Net actual loss $ —

Deferred tax benefit —

After-tax actuarial loss $ —

Weighted-Average Assumptions Used to Determine Benefit Obligations at April 30

Discount rate N/A

Rate of compensation increase N/A

Mortality table N/A

Projection scale N/A

Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost 2024

Discount rate N/A

Expected long-term return on plan assets N/A

Rate of compensation increase N/A

The components of the net periodic pension (income) expense for the fiscal year ended April 30, 2024 are as follows:

$ in thousands

Interest cost $ 890

Expected return on plan assets ( 1,312 )

Recognition of net loss 580

Net periodic pension expense

Effect of settlement

Total net periodic pension expense plus special events

Defined Contribution Plan

The Company has two defined contribution plans covering substantially all domestic salaried and hourly employees.

7 unchanged sentences

In accordance with ASC 280, Segment Reporting , the Company's operations are classified into two business segments:

Domestic and International.

The Domestic business segment principally designs, manufactures, and installs scientific and technical furniture, including steel and wood laboratory cabinetry, fume hoods, flexible systems, worksurfaces, workstations, workbenches, and computer enclosures.

On November 1, 2024, the Company completed its acquisition of Nu Aire, whose operating results are reflected in the Domestic operations segment, expanding the Company's Domestic capabilities through its manufacturing of biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products.

See Note 4 , Nu Aire Acquisition , for further information.The International business segment, which consists of the foreign subsidiaries identified in Note 1 , Summary of Significant Accounting Policies , provides the Company's products and services, including facility design, detailed engineering, construction, and project management from the planning stage through testing and commissioning of laboratories.

Lab Products Group ("LPG") and International.

The LPG business segment principally designs, manufactures, and installs scientific and technical furniture, including steel and wood laboratory cabinetry, fume hoods, flexible systems, worksurfaces, workstations, workbenches, and computer enclosures.

On November 1, 2024, the Company completed its acquisition of Nu Aire, whose operating results are reflected in the LPG operations segment, expanding the Company's capabilities through its manufacturing of biological safety cabinets, CO2 incubators, ultralow freezers, and other essential laboratory products.

See Note 4 , Nu Aire Acquisition , for further information.

The International business segment, which consists of the foreign subsidiaries identified in Note 1 , Summary of Significant Accounting Policies , provides the Company's products and services, including facility design, detailed engineering, construction, and project management from the planning stage through testing and commissioning of laboratories.

During the fourth quarter of fiscal year 2026, the Company changed the name of the Domestic reportable segment to Lab Products Group.

This change better aligns with the segment's business activities, structure, and strategy.

The Company's CODM is its CEO, who evaluates the performance of each segment and measures its segment profitability based on earnings before income taxes.

5 unchanged sentences

The following table shows revenues, earnings, and other financial information by business segment and unallocated corporate expenses for each of the years ended April 30:

$ in thousands Domestic International Corporate Total

$ in thousands LPG International Corporate Total

Fiscal Year 2026

28 unchanged sentences

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-K

Item 8. Financial Statements and Supplementary Data