8-K
American Outdoor Brands, Inc. (AOUT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________________________________________
FORM 8-K
________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 4, 2025
________________________________________________________
American Outdoor Brands, Inc.
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | 001-39366 | 84-4630928 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 1800 North Route Z<br><br>Columbia, Missouri | 65202 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (800) 338-9585
Not Applicable
(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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | 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:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, Par Value $0.001 per Share | AOUT | The Nasdaq Global Select Market |
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 x
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. x
Item 2.02 Results of Operations and Financial Condition.
On September 4, 2025, American Outdoor Brands, Inc. issued a press release reporting its financial results for the three months ended July 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.
(d)Exhibits.
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Press release from the Registrant, datedSeptember 4, 2025, reporting American Outdoor Brand, Inc.’s financial results for thethreemonthsendedJuly 31, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| AMERICAN OUTDOOR BRANDS, INC. | |||
|---|---|---|---|
| Date: | September 4, 2025 | By: | /s/ H. Andrew Fulmer |
| H. Andrew Fulmer<br>Executive Vice President, Chief Financial Officer, and Treasurer |
Document
| Exhibit 99.1 | |
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Contact:
Liz Sharp, VP, Investor Relations
lsharp@aob.com
(573) 303-4620
American Outdoor Brands, Inc. Reports
First Quarter Fiscal 2026 Financial Results
COLUMBIA, Mo., September 4, 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 first quarter fiscal 2026 ended July 31, 2025.
First Quarter Fiscal 2026 Financial Highlights
•Quarterly net sales were $29.7 million, a decrease of $11.9 million, or 28.7%, compared with net sales of $41.6 million for the comparable quarter last year.
•Quarterly gross margin was 46.7%, compared with quarterly gross margin of 45.4% for the comparable quarter last year.
•Quarterly GAAP net loss was $6.8 million, or $(0.54) per diluted share, compared with a GAAP net loss of $2.4 million, or $(0.18) per diluted share, for the comparable quarter last year.
•Quarterly non-GAAP net loss was $(3.3) million, or $(0.26) per diluted share, compared with non-GAAP net income of $748,000, or $0.06 per diluted share, for the comparable quarter last year. GAAP to non-GAAP adjustments for net income exclude acquired intangible amortization, stock compensation, and other costs. For a detailed reconciliation, see the schedules that follow in this release.
•Quarterly non-GAAP Adjusted EBITDA was $(3.1) million, or (10.5)% of net sales, compared with Adjusted EBITDA of $2.0 million, or 4.8% of net sales, for the comparable quarter last year. For a detailed reconciliation, see the schedules that follow in this release.
Brian Murphy, President and CEO, said, “Our brands continue to resonate with consumers, fueling stronger point-of-sale performance versus peers across several strategic product categories, a result that is supported by feedback from key retail partners and third-party data. You’ll recall that many of these partners accelerated orders late in the fourth quarter to get ahead of tariff-related price changes, ensuring inventory of both our most popular products and exciting new products – such as the Caldwell ClayCopter™ and BUBBA Smart Fish Scale Lite. We believe the strength in consumer pull-through speaks to the power of our innovation engine and enduring appeal of our portfolio, especially during a seasonally light period of the year. In fact, new products represented nearly 29% of our net sales during the first quarter.”
Purchasing activity from our retailers during the first quarter reflected replenishment cycles that were periodically turned on and off on a retailer-by-retailer basis, as each one sought to optimize pricing, product mix, and cash flows, tailored to their specific situation. These ordering patterns created a year-over-year net sales decline in the first quarter. However, if we adjust for the acceleration of orders by our retailers into the fourth quarter, total first quarter net sales would have declined approximately 5% – a favorable result given the environment – and net sales in our traditional channel would have increased by about 15%. This tells us our strategy is effective, and that – coupled with our POS performance – our brands are winning at retail.”
Throughout the quarter, our teams did a great job navigating a rapidly changing tariff environment with agility and discipline, while advancing our long-term growth strategy and maintaining our commitment to innovation.
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That commitment was on full display with our announcement of an expanded partnership between our BUBBA brand and Major League Fishing (MLF). Together, we are integrating MLF SCORETRACKER® technology into the BUBBA app to launch SCORETRACKER LIVE in Spring 2026—delivering real-time tournament hosting and live scoring for anglers, organizers, and fans. We expect this innovation will accelerate our recurring subscription revenue stream and extend BUBBA’s reach.”
With the first quarter under our belt, these first few months of our fiscal year suggest that the near-term environment will continue to reflect shifting market conditions and evolving consumer trends, requiring us to remain agile and adaptable as we navigate quarterly fluctuations. Going forward, we will continue to lean on a strategy that, we believe, has proven to be resilient across cycles by continuing to innovate, staying close to our consumers, strengthening our retail partnerships, and executing with discipline. These fundamentals, combined with our strong financial position, are not only helping us manage through today’s uncertainty, but also positioning us to continue executing on our strategic objectives to maximize long-term value.”
Andrew Fulmer, Chief Financial Officer, said, “Including approximately $10 million of net sales that were accelerated by our retailers from the first quarter of fiscal 2026 into the fourth quarter of fiscal 2025, first-quarter fiscal 2026 net sales would have declined 4.7% compared with the prior-year period. We believe this performance underscores the continued strength of our popular brands, while also reflecting retailers’ measured approach to order flow during this seasonally quiet period ahead of the fall hunting and holiday shopping seasons.”
Our balance sheet remains a source of strength, providing us with the resources and flexibility to pursue our strategic objectives. During the quarter, we demonstrated disciplined capital deployment by repurchasing approximately 240,000 shares of our stock for $2.5 million, and we ended the first quarter debt-free with $17.8 million in cash. This strong financial foundation gives us the flexibility to pursue growth opportunities that create long-term, lasting value for shareholders.”
Conference Call and Webcast
The Company will host a conference call and webcast today, September 4, 2025, to discuss its first quarter fiscal 2026 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 (833) 630-1956 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 loss” and “Adjusted EBITDA” 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) non-recurring inventory reserve adjustment, (iv) emerging growth status transition costs, (v) income tax adjustments, (vi) interest income, (vii) income tax expense, and (viii) 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
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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, meat processing, 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! Your Maker®; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit www.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 that the near-term environment will continue to reflect shifting market conditions and evolving consumer trends; our belief in the strength in consumer pull-through speaks to the power of our innovation engine and enduring appeal of our portfolio, especially during a seasonally light period of the year; our expectation that certain innovations and partnerships will accelerate our recurring subscription revenue stream and extend our brand reach; and our belief in our strategy to position us to continue executing on our strategic objectives to maximize long-term value. 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, such as the impact from changing economic policies, tariffs and supply chain constraints; the potential for product recalls, product liability, and other claims or lawsuits against 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; our ability to introduce new products that are successful in the marketplace; interruptions of our arrangements with third-party contract manufacturers and freight carriers that disrupt our ability to fill our customers’ orders; the features, quality, and performance of our products; the success of our strategies and marketing programs; lower levels of consumer spending in general and specific to our products or product categories; liquidity and anticipated cash needs and availability; increases in costs or decreases in availability of finished products, components, and raw materials; the potential for increased tariffs on our products, including additional tariffs that may be imposed by the current
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presidential administration; our ability to maintain or strengthen our 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, 2025.
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| (800) 338-9585 | |
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AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except par value and share data)
| As of: | ||||
|---|---|---|---|---|
| July 31, 2025<br>(Unaudited) | April 30, 2025 | |||
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 17,771 | $ | 23,423 |
| Accounts receivable, net of allowance for credit losses of $493 on July 31, 2025 and $159 on April 30, 2025 | 21,754 | 39,337 | ||
| Inventories | 125,787 | 104,717 | ||
| Prepaid expenses and other current assets | 4,372 | 3,970 | ||
| Income tax receivable | 111 | 143 | ||
| Total current assets | 169,795 | 171,590 | ||
| Property, plant, and equipment, net | 10,623 | 11,231 | ||
| Intangible assets, net | 29,471 | 31,411 | ||
| Right-of-use assets | 31,840 | 31,896 | ||
| Other assets | 182 | 227 | ||
| Total assets | $ | 241,911 | $ | 246,355 |
| LIABILITIES AND EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 23,051 | $ | 15,717 |
| Accrued expenses | 16,841 | 13,872 | ||
| Accrued payroll and incentives | 876 | 5,871 | ||
| Lease liabilities, current | 1,424 | 1,336 | ||
| Total current liabilities | 42,192 | 36,796 | ||
| Lease liabilities, net of current portion | 31,881 | 31,949 | ||
| Total liabilities | 74,073 | 68,745 | ||
| Commitments and contingencies | ||||
| Equity: | ||||
| Preferred stock, $0.001 par value, 20,000,000 shares authorized, no shares issued or outstanding on July 31, 2025 and April 30, 2025 | — | — | ||
| Common stock, $0.001 par value, 100,000,000 shares authorized, 15,170,738 shares issued and 12,652,440 shares outstanding on July 31, 2025 and 14,974,217 shares issued and 12,696,356 shares outstanding on April 30, 2025 | 15 | 15 | ||
| Additional paid in capital | 280,292 | 280,711 | ||
| Retained deficit | (81,529) | (74,700) | ||
| Treasury stock, at cost (2,518,298 shares on July 31, 2025 and 2,277,861 shares on April 30, 2025) | (30,940) | (28,416) | ||
| Total equity | 167,838 | 177,610 | ||
| Total liabilities and equity | $ | 241,911 | $ | 246,355 |
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AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
| For the Three Months ended July 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (Unaudited) | ||||
| Net sales | $ | 29,702 | $ | 41,643 |
| Cost of sales | 15,844 | 22,717 | ||
| Gross profit | 13,858 | 18,926 | ||
| Operating expenses: | ||||
| Research and development | 1,955 | 1,674 | ||
| Selling, marketing, and distribution | 10,520 | 11,383 | ||
| General and administrative | 8,202 | 8,443 | ||
| Total operating expenses | 20,677 | 21,500 | ||
| Operating loss | (6,819) | (2,574) | ||
| Other income, net: | ||||
| Other income, net | 35 | 83 | ||
| Interest income, net | 7 | 148 | ||
| Total other income, net | 42 | 231 | ||
| Loss from operations before income taxes | (6,777) | (2,343) | ||
| Income tax expense | 52 | 22 | ||
| Net loss | $ | (6,829) | $ | (2,365) |
| Net loss per share: | ||||
| Basic and diluted | $ | (0.54) | $ | (0.18) |
| Weighted average number of common shares<br> outstanding: | ||||
| Basic and diluted | 12,719 | 12,865 | ||
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AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| For the Three Months ended July 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (Unaudited) | ||||
| Cash flows from operating activities: | ||||
| Net loss | $ | (6,829) | $ | (2,365) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||
| Depreciation and amortization | 3,042 | 3,309 | ||
| Provision for credit losses on accounts receivable | (329) | (19) | ||
| Stock-based compensation expense | 651 | 932 | ||
| Changes in operating assets and liabilities: | ||||
| Accounts receivable | 17,912 | (599) | ||
| Inventories | (21,070) | (13,395) | ||
| Accounts payable | 7,234 | 4,073 | ||
| Accrued liabilities | (2,026) | 2,794 | ||
| Other | (273) | 918 | ||
| Net cash used in operating activities | (1,688) | (4,352) | ||
| Cash flows from investing activities: | ||||
| Payments to acquire patents and software | (70) | (261) | ||
| Payments to acquire property and equipment | (300) | (844) | ||
| Net cash used in investing activities | (370) | (1,105) | ||
| Cash flows from financing activities: | ||||
| Payments to acquire treasury stock | (2,524) | (381) | ||
| Payment of employee withholding tax related to restricted stock units | (1,070) | (397) | ||
| Net cash used in financing activities | (3,594) | (778) | ||
| Net decrease in cash and cash equivalents | (5,652) | (6,235) | ||
| Cash and cash equivalents, beginning of period | 23,423 | 29,698 | ||
| Cash and cash equivalents, end of period | $ | 17,771 | $ | 23,463 |
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AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES
(In thousands, except per share data)
| For the Three Months ended July 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| (Unaudited) | ||||||
| GAAP gross profit | $ | 13,858 | $ | 18,926 | ||
| Non-recurring inventory reserve adjustment | — | 221 | ||||
| Non-GAAP gross profit | $ | 13,858 | $ | 19,147 | ||
| GAAP operating expenses | $ | 20,677 | $ | 21,500 | ||
| Amortization of acquired intangible assets | (1,834) | (2,119) | ||||
| Stock compensation | (651) | (932) | ||||
| Emerging growth status transition costs | — | (42) | ||||
| Non-GAAP operating expenses | $ | 18,192 | $ | 18,407 | ||
| GAAP operating loss | $ | (6,819) | $ | (2,574) | ||
| Amortization of acquired intangible assets | 1,834 | 2,119 | ||||
| Stock compensation | 651 | 932 | ||||
| Non-recurring inventory reserve adjustment | — | 221 | ||||
| Emerging growth status transition costs | — | 42 | ||||
| Non-GAAP operating (loss)/income | $ | (4,334) | $ | 740 | ||
| GAAP net loss | $ | (6,829) | $ | (2,365) | ||
| Amortization of acquired intangible assets | 1,834 | 2,119 | ||||
| Stock compensation | 651 | 932 | ||||
| Non-recurring inventory reserve adjustment | — | 221 | ||||
| Emerging growth status transition costs | — | 42 | ||||
| Income tax adjustments | 1,039 | (201) | ||||
| Non-GAAP net (loss)/income | $ | (3,305) | $ | 748 | ||
| GAAP net loss per share - diluted | $ | (0.54) | $ | (0.18) | ||
| Amortization of acquired intangible assets | 0.14 | 0.16 | ||||
| Stock compensation | 0.05 | 0.07 | ||||
| Non-recurring inventory reserve adjustment | — | 0.02 | ||||
| Emerging growth status transition costs | — | — | ||||
| Income tax adjustments | 0.08 | (0.02) | ||||
| Non-GAAP net (loss)/income per share - diluted | $ | (0.26) | (a) | $ | 0.06 | (a) |
(a)Non-GAAP net income per share does not foot due to rounding.
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AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA
(In thousands)
| For the Three Months ended July 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (Unaudited) | ||||
| GAAP net loss | $ | (6,829) | $ | (2,365) |
| Interest income | (7) | (148) | ||
| Income tax expense | 52 | 22 | ||
| Depreciation and amortization | 3,017 | 3,284 | ||
| Stock compensation | 651 | 932 | ||
| Non-recurring inventory reserve adjustment | — | 221 | ||
| Emerging growth status transition costs | — | 42 | ||
| Non-GAAP Adjusted EBITDA | $ | (3,116) | $ | 1,988 |