8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 2.02 Results of Operations and Financial Condition.

On March 6, 2025, American Outdoor Brands, Inc. issued a press release reporting its financial results for the three months ended January 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

EX-99.1

Contact:

Liz Sharp, VP, Investor Relations

lsharp@aob.com

(573) 303-4620

American Outdoor Brands, Inc. Reports

Third Quarter Fiscal 2025 Financial Results

• Net Sales $58.5 Million – Up 9.5% Y/Y
• Gross Margin 44.7% – Up 200 Basis Points
• GAAP Net Income $169,000 or $0.01 Per Diluted Share
• Non-GAAP Net Income $2.7 Million or $0.21 Per Diluted Share
• Non-GAAP Adjusted EBITDAS of $4.7 Million, Up 99.1%
• Traditional Channel Net Sales Up 9.6%
• E-Commerce Channel Net Sales Up 9.5%
• Domestic Channel Net Sales Up 10.1%
• Company Increases FY25 Outlook, Reiterates FY26 Net Sales Outlook

COLUMBIA, Mo., March 6, 2025 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an innovation company that provides product solutions for outdoor enthusiasts, today announced financial results for the third quarter of fiscal 2025 ended January 31, 2025.

Third Quarter Fiscal 2025 Financial Highlights

• Quarterly net sales were $58.5 million, an increase of $5.1 million, or 9.5%, compared with net sales of $53.4 million for the prior year.
• Quarterly gross margin was 44.7%, compared with quarterly gross margin of 42.7% for the comparable quarter last year.
• Quarterly GAAP net income was $169,000, or $0.01 per diluted share, compared with a GAAP net loss of $2.9 million, or ($0.23) per diluted share, last year.
• Quarterly non-GAAP net income was $2.7 million, or $0.21 per diluted share, compared with non-GAAP net income of $1.0 million, or $0.08 per diluted share, last year. GAAP to non-GAAP adjustments for net income exclude acquired intangible amortization, stock compensation, technology implementation, emerging growth status transition costs, and other costs. For a detailed reconciliation, see the schedules that follow in this release.

• Quarterly non-GAAP Adjusted EBITDAS was $4.7 million, or 8.1% of net sales, compared with Adjusted EBITDAS of $2.4 million, or 4.4% of net sales, for the prior year. For a detailed reconciliation, see the schedules that follow in this release.

Brian Murphy, President and Chief Executive Officer, said, “Our third quarter results came in ahead of our expectations. We believe our strong performance demonstrates the effectiveness of our long-term strategy to leverage our innovation advantage to broaden our distribution opportunities, expand awareness of our brands, and strengthen our margins. We delivered growth in both our Outdoor Lifestyle and our Shooting Sports categories, supported by year-over-year increases in nearly all sales channels in the third quarter, including our traditional, e-commerce, and domestic sales channels. In addition, we delivered a significant increase in Non-GAAP Adjusted EBITDAS, which nearly doubled year-over-year.

“In January, we unveiled several new products that showcase our ability to leverage our innovation advantage to drive brand awareness and expand our markets by making outdoor activities more accessible to a broader audience of enthusiasts. Two prime examples come from our Caldwell® and BUBBA® brands. From Caldwell, we are reshaping how clay shooters take aim by introducing a revolutionary new target system called the ClayCopter™, which includes an easy-to-use, handheld electronic launcher that propels a set of biodegradable discs up to 100 yards in an endless variety of flight patterns, challenging shooters like never before. Both the launcher and targets fit easily into a backpack, making clay target shooting a more fun and spontaneous activity. From BUBBA, we are bringing fishing gamification to a much larger group of everyday anglers, allowing them to compete like the pros with the BUBBA SFS Lite™, an affordable breakthrough scale made with the same uncompromising reliability that Major League Fishing pros have come to trust in our BUBBA SFS Pro Series™. These are just two of the many industry-changing innovations we showcased in January. The response to our new products has been overwhelmingly positive, generating industry excitement, favorable reviews, social media buzz, and exceptional retailer enthusiasm that helps reinforce our confidence in our sales outlook for fiscal 2025 and beyond.”

Andrew Fulmer, Chief Financial Officer, said, “During the third quarter, we maintained disciplined capital management, building inventory to support customer order strength and repurchasing roughly $1.2 million of our common stock. We ended the quarter with $17.1 million in cash and no debt. We remain excited about the opportunities that lie ahead, especially in light of our strong third quarter performance, combined with ongoing retailer enthusiasm for our new products and our ability to provide instant access to innovation and excitement. As a result, we are increasing the midpoint of our net sales, earnings per share, and non-GAAP Adjusted EBITDAS guidance for fiscal 2025, and reiterating our net sales outlook for fiscal 2026, which begins May 1, 2025.”

Conference Call and Webcast

The Company will host a conference call and webcast today, March 6, 2025, to discuss its third quarter fiscal 2025 financial and operational results. Speakers on the conference call will include Brian Murphy, President and Chief Executive Officer, and Andrew Fulmer, Chief Financial Officer. The conference call may include forward-looking statements and a discussion of non-GAAP financial measures. The conference call and webcast will begin at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). Those interested in listening to the conference call via telephone may call directly at (844) 481-2551 and ask to join the American Outdoor Brands call. No RSVP is necessary. The conference call audio webcast can also be accessed live on the Company's website at aob.com, under the Investor Relations section.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

In this press release, certain non-GAAP financial measures, including “non-GAAP net income” and “Adjusted EBITDAS” are presented. A reconciliation of these and other non-GAAP financial measures is contained at the end of this press release. From time to time, the Company considers and uses these non-GAAP financial measures as supplemental measures of operating performance in order to provide the reader with an improved understanding of underlying performance trends. The Company believes it is useful for itself and the reader to review, as applicable, both (1) GAAP measures that include (i) amortization of acquired intangible assets, (ii) stock compensation, (iii) technology implementation, (iv) non-recurring inventory reserve adjustment, (v) emerging growth status transition costs, (vi) income tax adjustments, (vii) interest (income)/expense, (viii) income tax expense, and (ix) depreciation and amortization; and (2) the non-GAAP measures that exclude such information. The Company presents these non-GAAP measures because it considers them an important supplemental measure of its performance and believes the disclosure of such measures provides useful information to investors regarding the Company’s financial condition and results of operations. The Company’s definition of these adjusted financial measures may differ from similarly named measures used by others. The Company believes these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. These non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for the Company's GAAP measures. The principal limitations of these measures are that they do not reflect the Company's actual expenses and may thus have the effect of inflating its financial measures on a GAAP basis.

About American Outdoor Brands, Inc.

American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an innovation company that provides product solutions for outdoor enthusiasts, including hunting, fishing, camping, shooting, outdoor cooking, and personal security and personal defense products. The Company produces innovative, high quality products under brands including BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla Grills®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT!TM; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit aob.com.

Safe Harbor Statement

Certain statements contained in this press release may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. All statements other than statements of historical facts contained or incorporated herein by reference in this press release, including statements regarding our future operating results, future financial position, business strategy, objectives, goals, plans, prospects, markets, and plans and objectives for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “targets,” “contemplates,” “projects,” “predicts,” “may,” “might,” “plan,” “would,” “should,” “could,” “may,” “can,” “potential,” “continue,” “objective,” or the negative of those terms, or similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. Specific forward-looking statements in this press release include our belief in the effectiveness of our long-term strategy to leverage our innovation advantage to broaden our distribution opportunities, expand awareness of our brands, and strengthen our margins; our belief in the enthusiasm of retailers for our new products ; our confidence and belief in our sales outlook for fiscal 2025 and beyond; our belief in our ability to provide instant access to innovation and excitement; and our expectations in achieving our guidance for fiscal 2025 and initial net sales outlook for fiscal 2026. We caution that these statements are qualified by important risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include, among others, potential disruptions in our ability to source the materials necessary for the production of our products, disruptions and delays in the manufacture of our products, and difficulties encountered by retailers and other components of the distribution channel for our products; economic, social, political, legislative, and regulatory factors; lawsuits and their effect on us; inventory levels, both internally and in the distribution channel, in excess of demand; natural disasters, pandemics, seasonality, news events, political events, and consumer tastes; future investments for capital expenditures; future products and product development; the features, quality, and performance of our products; the success of our strategies and marketing programs; our market share and factors that affect our market share; liquidity and anticipated cash needs and availability; the supply, availability, and costs of materials and components; the potential for increased tariffs on our products, including tariffs that may be imposed by the current presidential administration; our ability to maintain and enhance brand recognition and reputation; risks associated with the distribution of our products and overall availability of labor; and other factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended April 30, 2024.

All values are in US Dollars.

All values are in US Dollars.