What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-06-26 compared with 2022-06-27 · 55 added, 25 removed, 24 unchanged (77% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF

EQUITY SECURITIES

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

September 2003, our common stock began trading on the NYSE American, formerly the American Stock Exchange and more recently the NYSE

19 unchanged sentences

Of these issued shares, 85,416 are held in the treasury.

have never declared or paid any cash dividends on our common stock.

We currently intend to retain future earnings and other cash resources,

if any, for the operation and development of our business and do not anticipate paying any cash dividends on our common stock in the

foreseeable future.

Payment of any future dividends will be at the discretion of our Board of Directors after taking into account many

factors, including our financial condition, operating results, current and anticipated cash needs and plans for expansion.

our current bank loan prohibits us from paying cash dividends on our common stock without written permission.

of March 31, 2023, the Company had never paid a cash dividend to the Company’s shareholders.

Payment of dividends are at the discretion

of our Board of Directors after taking into account many factors, including our financial condition, operating results, current and anticipated

cash needs and plans for expansion.

In addition, our current bank loan prohibits us from paying cash dividends on our common stock without

written permission.

Subsequently,

on April 10, 2023, the Company announced that its Board of Directors declared a special dividend of $0.10 per common share to its shareholders

of record at the close of business on May 1, 2023.

The special dividend was paid on May 15, 2023.

The Company obtained written permission

from WTNB prior to declaring the special dividend.

Company can provide no assurance that dividends will be authorized or declared in the future or as to the amount or type of any future

Our board of directors’ determination with respect to any such dividends, including the record date, the payment date

and the actual amount of the dividend, will depend upon our profitability and financial condition, contractual restrictions, restrictions

imposed by applicable law and other factors that the board deems relevant at the time of such determination.

Authorized for Issuance Under Compensation Plans

1 unchanged sentence

our stockholders.

Number of Shares Authorized for Issuance under Plan

Number of Shares to be Issued upon Exercise of Outstanding Options

Weighted Average Exercise Price of Outstanding Options

Number of Shares Remaining Available for Future Issuance under Plan

September 2021, the Board of Directors authorized the use of up to $250,000 to repurchase shares of our common stock for the treasury

This program does not have an expiration date.

Under the repurchase program, shares of common stock may be purchased from time

to time through open market purchases or other transactions.

The amount and timing of repurchases will be subject to the availability

of stock, prevailing market conditions, the trading price of the stock, our financial performance and other conditions.

Repurchases may

also be made from time-to-time in connection with the settlement of our share-based compensation awards.

Repurchases will be funded from

cash flow from operations.

were no shares of our common stock repurchased for the treasury account during the fiscal years ended March 31, 2022 and 2021.

SELECTED CONSOLIDATED FINANCIAL DATA

of Shares Authorized for Issuance under Plan

of Shares to be Issued upon Exercise of Outstanding Options

Average Exercise Price of Outstanding Options

of Shares Remaining Available for Future Issuance under Plan

In September 2022, the board of directors authorized the use of up to $250,000 to repurchase shares of our common stock for the treasury

This program does not have an expiration date and may be modified, suspended or terminated at any time by the board of directors.

Under the repurchase program, shares of common stock may be purchased from time to time through open market purchases or other transactions.

The amount and timing of repurchases will be subject to the availability of stock, prevailing market conditions, the trading price of

the stock, our financial performance and other conditions.

Repurchases may also be made from time-to-time in connection with the settlement

of our share-based compensation awards.

Repurchases will be funded from cash flow from operations.

following table provides information related to repurchases of our common stock for the treasury account during the year ended March

Number of Shares Purchased

Price Paid per Share

Number of Shares Purchased as Part of Publicly Announced Program

Dollar Value of Shares that May Yet be Purchased Under the Program

November 1-30, 2022

December 1-31, 2022

January 1-31, 2023

February 1-28, 2023

March 1-31, 2023

the year ended March 31, 2023, the Company repurchased 18,416 shares for the treasury account at an aggregate cost of $244,494, an average

price of $13.28 per share.

There were no shares of our common stock repurchased for the treasury account during the fiscal year ended

March 31, 2022.

Subsequently,

in April 2023, the Company’s Board of Directors authorized the use of up to $1,000,000 to repurchase shares of the Company’s

common stock, par value, $0.50, for the treasury account.

This authorization replaced the previously authorized $250,000 common stock

repurchase program which had $5,506 remaining at the time it was replaced.

August 16, 2022, President Biden signed into law the Inflation Reduction Act of 2022 (“IRA 2022”).

The IRA 2022, among other

tax provisions, establishes a 1% excise tax on stock repurchases made by publicly traded U.S.

corporations, effective for stock repurchases

after December 31, 2022.

The IRA 2022 does provide for certain exceptions for repurchases of stock including an exception as long as

the aggregate value of the repurchases for the tax year does not exceed $1,000,000.

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 5. Market for Registrant’s Common Equity