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Company Overview
−Removed: Sturm, Ruger & Company,
+Added: Sturm, Ruger & Company, Inc.
(the “Company”) is principally engaged in the design, manufacture, and sale of firearms to domestic customers.
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99% of sales are from firearms.
−Removed: Export sales accounted for approximately 5% of total sales for each of the six month periods ended June
−Removed: 28, 2025 and June 29, 2024.
−Removed: The Company’s design and manufacturing operations are located in the United States and almost all product
−Removed: content is domestic.
+Added: Export sales accounted for approximately 5% of total sales for each of the nine month periods ended September
+Added: 27, 2025 and September 28, 2024.
+Added: The Company’s design and manufacturing operations are located in the United States and almost all
+Added: product content is domestic.
The Company’s firearms are sold through a select number of independent wholesale distributors, principally
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Less than 1% of sales are from the castings segment.
−Removed: Orders for many models of
−Removed: firearms from the independent distributors tend to be stronger in the first quarter of the year and weaker in the third quarter of the
−Removed: This is due in part to the timing of the distributor show season, which occurs during the first quarter.
+Added: Orders for many models of firearms
+Added: from the independent distributors tend to be stronger in the first quarter of the year and weaker in the third quarter of the year.
+Added: is due in part to the timing of the distributor show season, which occurs during the first quarter.
Results of Operations
−Removed: During the six months ended
−Removed: June 28, 2025 the Company has undertaken several strategic initiatives to enhance its operational and market positioning.
+Added: During the nine months ended September
+Added: 27, 2025 the Company has undertaken several strategic initiatives to enhance its operational and market positioning.
These initiatives
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need to reach its customers at a better price point.
−Removed: These initiatives impacted
−Removed: the results of operations for the three month period ending June 28, 2025 as follows, which reduced diluted earnings per share $1.46:
+Added: These initiatives impacted the
+Added: results of operations for the nine month period ending September 27, 2025 as follows, which reduced diluted earnings per share $1.46:
● Sales reduction of $5.7 million related to the sale of 67,000 units of discontinued models
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organizational realignment
+Added: On July 1, 2025, the Company
+Added: acquired substantially all of the assets of Anderson Manufacturing (“Anderson”) for a total purchase price of $15.8 million
+Added: in cash, with $15 million having been paid in cash at the closing of the transaction and $0.8 million having been held back from the purchase
+Added: price for the purposes described in Note 3 above (the “Anderson Acquisition”).
+Added: The Anderson Acquisition included, among other
+Added: things, property, equipment, inventory, and all intellectual property related to Anderson, including the Anderson names and marks, and
+Added: all derivatives thereof.
+Added: The primary purpose of the Anderson
+Added: Acquisition was to increase the Company’s production capabilities.
+Added: The transaction was funded by the Company with cash on hand and
+Added: has been accounted for in accordance with ASC 805 - Business Combinations, which requires, among other things, an assignment of the acquisition
+Added: consideration transferred to the sellers for the tangible and intangible assets acquired, using the bottom up approach, to estimate their
+Added: value at acquisition date.
+Added: Any excess of the fair value of the purchase consideration over these identified net assets was recorded as
+Added: The Company’s estimates of fair value are based upon assumptions believed to be reasonable, yet are inherently uncertain
+Added: and, as a result, may differ from actual performance.
+Added: During the measurement period, not to exceed one year from the date of acquisition,
+Added: the Company may record adjustments to the estimated fair values of the assets acquired and liabilities assumed with a corresponding adjustment
+Added: to goodwill in the period in which such revised estimates are identified.
+Added: No such adjustments were recorded in the three months ended
+Added: September 27, 2025.
+Added: The Company incurred acquisition
+Added: related costs of approximately $0.5 million, which are included in selling, general and administrative expenses in the Company’s
+Added: Consolidated Statements of Income and Comprehensive Income for the three and nine month periods ended September 27, 2025.
The estimated unit sell-through
−Removed: of the Company’s products from the independent distributors to retailers decreased 4% in the first half of 2025 compared to the
−Removed: prior year period.
−Removed: For the same period, National Instant Criminal Background Check System (“NICS”) background checks (as adjusted
−Removed: by the National Shooting Sports Foundation (“NSSF”)) decreased 4%.
−Removed: Estimated sell-through from the independent distributors
−Removed: to retailers and total adjusted NICS background checks for the trailing six quarters follow:
+Added: of the Company’s products from the independent distributors to retailers increased 0.3% in the first nine months of 2025 compared
+Added: to the prior year period.
+Added: For the same period, National Instant Criminal Background Check System (“NICS”) background checks
+Added: (as adjusted by the National Shooting Sports Foundation (“NSSF”)) decreased 4.3%.
+Added: Estimated sell-through from the independent
+Added: distributors to retailers and total adjusted NICS background checks for the trailing seven quarters follow:
Estimated Units Sold from Distributors to Retailers (1)
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NICS checks represent less than half of the total NICS checks.
−Removed: Adjusted NICS data can be impacted
−Removed: by changes in state laws and regulations and any directives and interpretations issued by governmental agencies.
+Added: Adjusted NICS data can be impacted by changes
+Added: in state laws and regulations and any directives and interpretations issued by governmental agencies.
Orders Received and Ending Backlog
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backlog for planning production levels.
−Removed: The units ordered, value of
−Removed: orders received, average sales price of units ordered, and ending backlog for the trailing six quarters are as follows (dollars in millions,
+Added: The units ordered, value of orders
+Added: received, average sales price of units ordered, and ending backlog for the trailing seven quarters are as follows (dollars in millions,
except average sales price):
−Removed: (All amounts shown are net of Federal Excise Tax of 10% for handguns
−Removed: and 11% for long guns.)
+Added: (All amounts shown are net of Federal Excise Tax of 10% for handguns and
+Added: 11% for long guns.)
Units Ordered
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to plan production levels.
−Removed: The Company’s overall production in the second quarter of 2025 increased 3% from the first quarter of
+Added: The Company’s overall production in the third quarter of 2025 decreased 9.6% from the second quarter
Summary Unit Data
−Removed: Firearms unit data for the
−Removed: trailing six quarters are as follows (dollar amounts shown are net of Federal Excise Tax of 10% for handguns and 11% for long guns):
+Added: Firearms unit data for the trailing
+Added: seven quarters are as follows (dollar amounts shown are net of Federal Excise Tax of 10% for handguns and 11% for long guns):
Units Ordered
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Ending Unit Backlog
−Removed: During the first half of 2025,
−Removed: the Company’s finished goods inventory increased by 35,500 units and distributor inventories of the Company’s products increased
−Removed: by 24,900 units.
−Removed: Inventory unit data for the trailing six quarters
+Added: During the first nine months of
+Added: 2025, the Company’s finished goods inventory increased by 18,900 units and distributor inventories of the Company’s products
+Added: increased by 15,900 units.
+Added: Inventory unit data for the trailing seven quarters
Company Inventory
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have access to data on retailer inventories of the Company’s products.
−Removed: Net Sales, Cost of Products Sold, and Gross
−Removed: Net sales, cost of products
−Removed: sold, and gross profit data for the three months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
+Added: Net Sales, Cost of Products Sold, and Gross Profit
+Added: Net sales, cost of products sold,
+Added: and gross profit data for the three months ended (dollars in millions):
+Added: September 27,
+Added: September 28,
Net firearms sales
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Cost of products sold
−Removed: Total consolidated net sales
−Removed: and net firearms sales increased slightly for the three months ended June 28, 2025, despite the $5.7 million reduction related to the
−Removed: close out of 67,000 units of discontinued models.
−Removed: Sales of new products, including the RXM pistol, Super Wrangler revolver, Marlin lever-action
−Removed: rifles, and American Centerfire Rifle Generation II represented $42.2 million or 33.5% of firearm sales in the three months ended June
+Added: The increase in consolidated
+Added: net sales and net firearms sales for the three months ended September 27, 2025 is attributable to increased demand for the Company’s
+Added: new products, partially offset by a reduced average selling price.
+Added: Sales of new products, including the RXM pistol, Marlin lever-action
+Added: rifles, and American Centerfire Rifle Generation II represented $40.6 million or 33.7% of firearm sales in the three months ended September
New product sales include only major new products that were introduced in the past two years.
The decreased gross profit
−Removed: for the three months ended June 28, 2025 is attributable to inventory rationalization write-offs taken during the quarter and the aforementioned
−Removed: sales reductions, partially off-set by favorable leveraging of fixed costs resulting from increased production.
−Removed: The decrease in gross margin
−Removed: for the three months ended June 28, 2025 is attributable to the aforementioned factors.
−Removed: Net sales, cost of products
−Removed: sold, and gross profit data for the six months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
+Added: for the three months ended September 27, 2025 is partially attributable to $1.4 million of operating costs at the new Hebron facility
+Added: that was acquired in July, increased costs associated with material and technology, a product mix shift toward products with relatively
+Added: lower margins that remain in relatively stronger demand and sales promotional expenses, partially off-set by increased leveraging of fixed
+Added: costs resulting from increased production.
+Added: The decrease in gross margin for
+Added: the three months ended September 27, 2025 is attributable to the aforementioned factors.
+Added: Net sales, cost of products sold,
+Added: and gross profit data for the nine months ended (dollars in millions):
+Added: September 27,
+Added: September 28,
Net firearms sales
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Cost of products sold
−Removed: Total consolidated net sales
−Removed: and net firearms sales increased slightly for the six months ended June 28, 2025, despite the $5.7 million reduction related to the close
−Removed: out of 67,000 units of discontinued models.
−Removed: Sales of new products, including the RXM pistol, Super Wrangler revolver, Marlin lever-action
−Removed: rifles, and American Centerfire Rifle Generation II, represented $82.6 million or 32.5% of firearm sales in the first half of 2025.
+Added: The increase in consolidated net
+Added: sales and net firearms sales for the nine months ended September 27, 2025, despite the $5.7 million reduction related to the close out
+Added: of 67,000 units of discontinued models, is attributable to increased demand for the Company’s new products, partially offset by
+Added: a reduced average selling price.
+Added: Sales of new products, including the RXM pistol, Super Wrangler revolver, Marlin lever-action rifles,
+Added: and American Centerfire Rifle Generation II, represented $123.3 million or 32.9% of firearm sales in the first nine months of 2025.
product sales include only major new products that were introduced in the past two years.
The decreased gross profit
−Removed: for the six months ended June 28, 2025 is attributable to inventory rationalization write-offs and the aforementioned sales reductions,
−Removed: partially off-set by favorable deleveraging of fixed costs resulting from increased production.
−Removed: The decrease in gross margin
−Removed: for the six months ended June 28, 2025 is attributable to the aforementioned factors.
+Added: for the nine months ended September 27, 2025 is attributable to inventory rationalization write-offs and the aforementioned sales reductions
+Added: taken in the second quarter of 2025, $1.4 million of operating costs at the new Hebron facility that was acquired in July, increased costs
+Added: associated with material and technology, a product mix shift toward products with relatively lower margins that remain in relatively stronger
+Added: demand and sales promotional expenses, partially off-set by favorable deleveraging of fixed costs resulting from increased production.
+Added: The decrease in gross margin for
+Added: the nine months ended September 27, 2025 is attributable to the aforementioned factors.
Selling and General and Administrative Expenses
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expenses data for the three months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
+Added: September 27,
+Added: September 28,
Selling expenses
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The increase in selling expenses
−Removed: for the three months ended June 28, 2025 was attributable to increases in advertising and several promotional and marketing initiatives,
−Removed: partially offset by decreases in spending on travel costs, industry shows, personnel costs, and shipping expenses.
−Removed: The increase in general and
−Removed: administrative expenses for the three months ended June 28, 2025 was primarily attributable to expenses incurred due to the Company’s
−Removed: leadership transition and organizational realignment.
+Added: for the three months ended September 27, 2025 was attributable to increases in industry show costs and several promotional and marketing
+Added: initiatives, mostly offset by decreases in spending on printing, advertising, and shipping expenses.
+Added: The increase in general and administrative
+Added: expenses for the three months ended September 27, 2025 was primarily attributable to expenses incurred due to the Company’s leadership
+Added: transition and organizational realignment, increased information technologies related expenses, and professional fees associated with
+Added: the purchase of the Anderson Manufacturing assets.
Selling and general and administrative
−Removed: expenses data for the six months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
+Added: expenses data for the nine months ended (dollars in millions):
+Added: September 27,
+Added: September 28,
Selling expenses
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The increase in selling expenses
−Removed: for the six months ended June 28, 2025 was attributable to increases in advertising and several promotional and marketing initiatives,
+Added: for the nine months ended September 27, 2025 was attributable to increases in advertising and several promotional and marketing initiatives,
partially offset by decreases in spending on industry shows, personnel costs, and shipping expenses.
−Removed: The increase in general and
−Removed: administrative expenses for the six months ended June 28, 2025 was primarily attributable to expenses incurred due to the Company’s
−Removed: leadership transition and organizational realignment.
−Removed: This action is part of the Company’s initiatives to reallocate its resources
−Removed: and cost structure into prioritized areas that will drive long-term growth and improve margins.
−Removed: As the Company focuses on these goals,
−Removed: it will continue to pursue opportunities to reduce or eliminate investment in areas of lower focus.
−Removed: Other income data for the
−Removed: three months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
−Removed: The decrease in other income
−Removed: for the three months ended June 28, 2025 was attributable to decreased interest income.
−Removed: Other income data for the
−Removed: six months ended (dollars in millions):
−Removed: June 28, 2025
−Removed: June 29, 2024
−Removed: The decrease in other income
−Removed: for the six months ended June 28, 2025 was attributable to decreased interest income.
+Added: The increase in general and administrative
+Added: expenses for the nine months ended September 27, 2025 was primarily attributable to expenses incurred due to the Company’s leadership
+Added: transition and organizational realignment, as well as increased information technologies related expenses and professional fees associated
+Added: with the purchase of the Anderson Manufacturing assets.
+Added: Other income data for the three
+Added: months ended (dollars in millions):
+Added: September 27,
+Added: September 28,
+Added: The decrease in other income for
+Added: the three months ended September 27, 2025 was attributable to decreased interest income.
+Added: Other income data for the nine
+Added: months ended (dollars in millions):
+Added: September 27,
+Added: September 28,
+Added: The decrease in other income for
+Added: the nine months ended September 28, 2025 was attributable to decreased interest income.
Income Taxes and Net Income
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and the nondeductibility of certain executive compensation.
−Removed: The reduction in 2025 earnings increased the impact of these items, which
−Removed: resulted in effective income tax rates of 11.2% and 1.9% for the three and six months ended June 28, 2025, respectively.
−Removed: The Company’s
−Removed: effective income tax rate was 21.0% and 21.3% for the three and six months ended June 29, 2024, respectively.
+Added: The reduction in 2025 earnings increased the impact of these items.
+Added: the three months ended September 27, 2025, the Company revised its estimated annual effective income tax rate for 2025 and recognized
+Added: a $3.0 million increase to its income tax benefit for the nine months ended September 27, 2025.
+Added: This resulted in effective income tax
+Added: rates of 174.8% and 33.0% for the three and nine months ended September 27, 2025, respectively.
+Added: The Company’s effective income tax
+Added: rate was 10.0% and 18.9% for the three and nine months ended September 28, 2024, respectively.
As a result of the foregoing
−Removed: factors, consolidated net loss was $(17.2) million for the three months ended June 28, 2025, a change of (308.4%) from $8.3 million consolidated
−Removed: net income in the comparable prior year period.
+Added: factors, consolidated net income was $1.6 million for the three months ended September 27, 2025, a reduction of 66.6% from $4.7 million
+Added: consolidated net income in the comparable prior year period.
Consolidated net loss was
−Removed: $(9.5) million for the six months ended June 28, 2025, a change of (161.6%) from $15.3 million consolidated net income in the comparable
−Removed: prior year period.
+Added: $7.9 million for the nine months ended September 27, 2025, as compared to consolidated net income of $20.1 million in the nine month period
+Added: ended September 28, 2024.
Non-GAAP Financial Measures
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EBITDA was $2.9 million for
−Removed: the three months ended June 28, 2025, a decrease of 84.4% from $14.5 million in the comparable prior year period.
−Removed: For the six months ended June
−Removed: 28, 2025 EBITDA was $16.6 million, a decrease of 40.9% from $28.0 million in the comparable prior year period.
+Added: the three months ended September 27, 2025, a decrease of 71.3% from $9.9 million in the comparable prior year period.
+Added: For the nine months ended
+Added: September 27, 2025 EBITDA was $19.4 million, a decrease of 48.9% from $37.9 million in the comparable prior year period.
Non-GAAP Reconciliation – EBITDA
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Three Months Ended
−Removed: Six Months Ended
−Removed: June 28, 2025
−Removed: June 29, 2024
−Removed: June 28, 2025
−Removed: June 29, 2024
+Added: Nine Months Ended
+Added: September 27,
+Added: September 28,
+Added: September 27,
+Added: September 28,
+Added: Net income (loss)
Inventory rationalization
−Removed: Income tax expense
+Added: Income tax (benefit) expense
Depreciation and amortization expense
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Liquidity and Capital Resources
−Removed: At the end of the second quarter
+Added: At the end of the third quarter
of 2025, the Company’s cash and short-term investments totaled $80.8 million.
−Removed: Pre-LIFO working capital of $233.7 million, less
−Removed: the LIFO reserve of $68.2 million, resulted in working capital of $165.5 million and a current ratio of 4.0 to 1.
−Removed: Cash provided by operating
−Removed: activities was $25.9 million for the six months ended June 28, 2025, compared to $26.1 million for the comparable prior year period.
−Removed: slight decrease in cash provided in the six months ended June 28, 2025 is primarily attributable to the decrease in net income and the
−Removed: lesser reductions in prepaid expenses and other current assets in the six months ended June 28, 2025, partially offset by the impact of
−Removed: the write-off of inventory related to the Company’s inventory rationalization and the lower net payouts of accrued employee compensation
−Removed: and benefits in the six months ended June 28, 2025.
+Added: Pre-LIFO working capital of $217.6 million, less the
+Added: LIFO reserve of $68.2 million, resulted in working capital of $149.4 million and a current ratio of 3.5 to 1.
+Added: Cash provided by operating activities
+Added: was $38.8 million for the nine months ended September 27, 2025, compared to $35.5 million for the comparable prior year period.
+Added: increase in cash provided in the nine months ended September 27, 2025 is primarily attributable to the impact of the write-off of inventory
+Added: related to the Company’s inventory rationalization, increased collections of trade receivables, and the lower net payouts of accrued
+Added: employee compensation and benefits in the nine months ended September 27, 2025, partially offset by the decrease in net income and the
+Added: lesser reductions in prepaid expenses and other current assets in the nine months ended September 27, 2025.
Third parties supply the Company
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Capital expenditures for the
−Removed: six months ended June 28, 2025 totaled $6.7 million, a decrease from $10.4 million in the comparable prior year period.
−Removed: The Company expects
−Removed: capital expenditures in the latter half of 2025 to increase from the first half of the year, exclusive of the Anderson purchase, as we
−Removed: invest in new product introductions, expand capacity, upgrade our manufacturing capabilities and strengthen our facility infrastructure.
−Removed: Actual capital expenditures could vary significantly from the projected amounts due to the timing of capital projects.
−Removed: The Company finances,
−Removed: and intends to continue to finance, all of these activities with funds provided by operations and current cash and cash equivalents.
−Removed: On July 1, 2025 the
−Removed: Company announced the asset purchase of Anderson Manufacturing, a manufacturer of firearms and firearm accessories based in Hebron, Kentucky
−Removed: for $16.4 million.
−Removed: This strategic purchase includes Anderson’s manufacturing facility and machinery and will provide Ruger the
−Removed: opportunity to work with a skilled and experienced workforce, strengthening its production capabilities and expanding its product offerings.
+Added: nine months ended September 27, 2025 totaled $27.6 million, including $15.0 million at the closing of such transaction for the Anderson
+Added: Acquisition, an increase from $17.2 million in the comparable prior year period.
+Added: The Company expects total capital expenditures in 2025
+Added: to be approximately $20 million, exclusive of the Anderson purchase, as we invest in new product introductions, expand capacity, upgrade
+Added: our manufacturing capabilities and strengthen our facility infrastructure.
+Added: Actual capital expenditures could vary significantly from the
+Added: projected amounts due to the timing of capital projects.
+Added: The Company finances, and intends to continue to finance, all of these activities
+Added: with funds provided by operations and current cash and cash equivalents.
+Added: On July 1, 2025 the Company
+Added: completed the asset purchase of Anderson Manufacturing, a manufacturer of firearms and firearm accessories based in Hebron, Kentucky for
+Added: a total purchase price of $15.8 million, $15 million of which was paid at the closing of such transaction.
+Added: This strategic purchase includes
+Added: Anderson’s manufacturing facility and machinery and will provide Ruger the opportunity to work with a skilled and experienced workforce,
+Added: strengthening its production capabilities and expanding its product offerings.
Dividends of $9.5 million
−Removed: were paid during the six months ended June 28, 2025.
−Removed: The Company has financed its dividends with cash provided by operations and current
−Removed: The quarterly dividend varies every quarter because the Company pays a percentage of earnings rather than a fixed amount per share.
+Added: were paid during the nine months ended September 27, 2025.
+Added: The Company has financed its dividends with cash provided by operations and
+Added: current cash.
+Added: The quarterly dividend varies every quarter because the Company pays a percentage of earnings rather than a fixed amount
The Company’s practice is to pay a dividend of approximately 40% of net income.
−Removed: On July 25, 2025, the Company’s
−Removed: Board of Directors authorized a dividend of 16¢ per share to shareholders of record on August 15, 2025, payable on August 29, 2025.
−Removed: This dividend is approximately 40% of adjusted diluted earnings of 41¢ per share for the second quarter of 2025.
−Removed: The payment of future
−Removed: dividends depends on many factors, including internal estimates of future performance, then-current cash and short-term investments, and
−Removed: the Company’s need for funds.
−Removed: As of June 28, 2025, the Company
−Removed: had $55.2 million of United States Treasury instruments which mature within one year.
−Removed: The Company also invests available cash in a bank-managed
−Removed: money market fund that invests exclusively in United States Treasury instruments which mature within one year.
−Removed: At June 28, 2025, the Company’s
−Removed: investment in this money market fund totaled $22.9 million.
−Removed: During the six months ended
−Removed: June 28, 2025 the Company purchased 443,084 shares of its common stock for $16.1 million in the open market.
−Removed: The average price per share
−Removed: purchased was $36.42.
+Added: On October 31, 2025, the Company’s Board of Directors authorized
+Added: a dividend of 4¢ per share to shareholders of record on November 17, 2025, payable on November 28, 2025.
+Added: This dividend is approximately 40% of adjusted diluted earnings of 10¢ per share for the third quarter of 2025.
+Added: of future dividends depends on many factors, including internal estimates of future performance, then-current cash and short-term investments,
+Added: and the Company’s need for funds.
+Added: As of September 27, 2025, the
+Added: Company had $38.9 million of United States Treasury instruments which mature within one year.
+Added: The Company also invests available cash
+Added: in a bank-managed money market fund that invests exclusively in United States Treasury instruments which mature within one year.
+Added: 27, 2025, the Company’s investment in this money market fund totaled $25.9 million.
+Added: During the nine months ended September
+Added: 27, 2025 the Company purchased 730,665 shares of its common stock for $26.0 million in the open market.
+Added: The average price per share purchased
These purchases were funded with cash on hand.
−Removed: As of June 28, 2025, $24.1 million remained authorized for future
−Removed: stock repurchases.
−Removed: Based on its unencumbered
−Removed: assets, the Company believes it has the ability to raise cash through the issuance of short-term or long-term debt.
−Removed: The Company’s
−Removed: unsecured $40 million credit facility, which expires on January 7, 2028, was unused at June 28, 2025.
+Added: As of September 27, 2025, $14.3 million remained authorized for future stock
+Added: Based on its unencumbered assets,
+Added: the Company believes it has the ability to raise cash through the issuance of short-term or long-term debt.
+Added: The Company’s unsecured
+Added: $40 million credit facility, which expires on January 7, 2028, was unused at September 27, 2025.
Other Operational Matters
−Removed: In the normal course of its
−Removed: manufacturing operations, the Company is subject to occasional governmental proceedings and orders pertaining to workplace safety, firearms
−Removed: serial number tracking and control, waste disposal, air emissions and water discharges into the environment.
−Removed: The Company believes that
−Removed: it is generally in compliance with applicable Bureau of Alcohol, Tobacco, Firearms & Explosives, environmental, and safety regulations
−Removed: and the outcome of any proceedings or orders will not have a material adverse effect on the financial position or results of operations
−Removed: of the Company.
−Removed: If these regulations become more stringent in the future and the Company is not able to comply with them, such noncompliance
−Removed: could have a material adverse impact on the Company.
+Added: In the normal course of its manufacturing
+Added: operations, the Company is subject to occasional governmental proceedings and orders pertaining to workplace safety, firearms serial number
+Added: tracking and control, waste disposal, air emissions and water discharges into the environment.
+Added: The Company believes that it is generally
+Added: in compliance with applicable Bureau of Alcohol, Tobacco, Firearms & Explosives, environmental, and safety regulations and the outcome
+Added: of any proceedings or orders will not have a material adverse effect on the financial position or results of operations of the Company.
+Added: If these regulations become more stringent in the future and the Company is not able to comply with them, such noncompliance could have
+Added: a material adverse impact on the Company.
The Company has 13 independent
2 unchanged sentences
law enforcement markets, respectively.
−Removed: The Company self-insures a
−Removed: significant amount of its product liability, workers’ compensation, medical, and other insurance.
−Removed: It also carries significant deductible
−Removed: amounts on various insurance policies.
−Removed: In September 2024, the Company did not renew its product liability coverage with its incumbent
−Removed: carriers and established a wholly-owned captive insurance company for claims made on or after September 1, 2024.
+Added: The Company self-insures a significant
+Added: amount of its product liability, workers’ compensation, medical, and other insurance.
+Added: It also carries significant deductible amounts
+Added: on various insurance policies.
+Added: In September 2024, the Company did not renew its product liability coverage with its incumbent carriers
+Added: and established a wholly-owned captive insurance company for claims made on or after September 1, 2024.
The Company expects to realize
its deferred tax assets through tax deductions against future taxable income.
+Added: On October 14,
+Added: 2025, the Company announced that its Board of Directors (the “Board”) had approved the adoption of a limited-duration stockholder
+Added: rights plan (the “Rights Plan”).
+Added: The Rights Plan is effective October 14, 2025 (“Effective Date”) and will expire
+Added: on October 13, 2026.
+Added: The Board, in consultation with its advisors, adopted the Rights Plan in response to the public announcement by Beretta
+Added: (“Beretta”) that it had accumulated a significant economic interest in Ruger’s common stock and intends
+Added: to engage in discussions with the Company regarding “potential areas of operational and strategic collaborations”.
+Added: Plan is intended to ensure that the Board remains in the best position to perform its fiduciary duties and to enable all stockholders
+Added: to receive fair and equal treatment.
+Added: It is also designed to allow all stockholders to realize the long-term value of their investment
+Added: by reducing the likelihood that Beretta would gain control through open market accumulation or other coercive tactics without appropriately
+Added: compensating the Company’s stockholders or allowing the Board sufficient time to make informed judgments.
+Added: The Rights Plan is a temporary
+Added: measure to give the Board time to understand Beretta’s intentions and evaluate options.
+Added: The summary of the terms of the Rights Plan
+Added: set forth in Note 15 (above) is hereby incorporated by reference herein;
+Added: provided, however, that such summary of the Rights Plan is qualified
+Added: in its entirety by the Rights Plan, which is attached as Exhibit 4.1 to this Form 10-Q.
Adjustments to Critical Accounting Policies
−Removed: The Company has not made any
−Removed: adjustments to its critical accounting estimates and assumptions described in the Company’s 2024 Annual Report on Form 10-K filed
−Removed: on February 19, 2025, or the judgments affecting the application of those estimates and assumptions.
+Added: The Company has not made any adjustments
+Added: to its critical accounting estimates and assumptions described in the Company’s 2024 Annual Report on Form 10-K filed on February
+Added: 19, 2025, or the judgments affecting the application of those estimates and assumptions.
Forward-Looking Statements and Projections
−Removed: The Company may, from time
−Removed: to time, make forward-looking statements and projections concerning future expectations.
+Added: The Company may, from time to
+Added: time, make forward-looking statements and projections concerning future expectations.
Such statements are based on current expectations
8 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.