8-K

FLEXSTEEL INDUSTRIES INC (FLXS)

8-K 2025-08-18 For: 2025-08-18
View Original
Added on April 10, 2026

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

Date of Report (Date of earliest event reported): August 18, 2025

Flexsteel Industries Inc

(Exact name of Registrant as Specified in Its Charter)

Minnesota 0-5151 42-0442319
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
385 Bell Street
Dubuque, Iowa 52001-7004
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (563) 556-7730
---

(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:

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock FLXS The Nasdaq Stock Market LLC

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 August 18, 2025, Flexsteel Industries, Inc. issued a press release announcing Fourth Quarter and Fiscal Year Ended June 30, 2025 operating results. A copy of the Press Release is attached hereto as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure.

The Company will host a conference call and audio webcast at 8:00 a.m. Central Time (9:00 a.m. Eastern Time) on Tuesday, August 19, 2025, to discuss results and answer questions. Analysts and investors may participate in the question-and-answer session. The call can be accessed via telephone at 833-816-1123 (domestic) or 412-317-0710 (international) and requesting to be connected with the Flexsteel conference call.

Additionally, interested parties can listen to a live webcast of the call in the Investor Relations section of the Company's website at http://ir.flexsteel.com. An archived version of the webcast will be available in the same location shortly after the live call has ended.

A recorded replay can be accessed through August 26, 2025, by dialing 877-344-7529 (domestic) or 412-317-0088 (international); Replay access code: 5539061.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description

99.1

	[Press Release by Flexsteel Industries, Inc. dated August 18, 2025](flxs-ex99_1.htm)

104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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 hereunto duly authorized.

FLEXSTEEL INDUSTRIES, INC.
Date: August 18, 2025 By: /s/ Michael J. Ressler
Michael J. Ressler<br>Chief Financial Officer

EX-99.1

Flexsteel Industries, Inc. Reports Fourth Quarter and Fiscal Year 2025 Results; Continued Net Sales Growth and Record Diluted Earnings Per Share

Dubuque, Iowa – August 18, 2025 – Flexsteel Industries, Inc. (NASDAQ: FLXS) (“Flexsteel” or the “Company”), one of the largest manufacturers, importers, and marketers of residential furniture products in the United States, today reported fourth quarter and fiscal year 2025 results.

Key Results for the Fourth Quarter and Fiscal Year Ended June 30, 2025

  • Net sales for the quarter of $114.6 million compared to $110.8 million in the prior year quarter, an increase of 3.4% and the seventh consecutive quarter of year-over-year sales growth. For the year, net sales increased 6.9% to $441.1 million compared to $412.8 million in the prior year.
  • GAAP operating income of $14.0 million or 12.2% of net sales for the fourth quarter and $26.6 million or 6.0% of net sales for the year compared to $7.6 million or 6.9% of net sales in the prior year quarter and $17.1 million or 4.1% of net sales for the prior year.
  • Adjusted operating income of $10.3 million or 9.0% of net sales for the fourth quarter and $31.3 million or 7.1% of net sales for the year compared to $6.2 million or 5.6% of net sales in the prior year quarter and $18.3 million or 4.4% of net sales for the prior year.
  • GAAP net income per diluted share of $1.89 for the current quarter and $3.55 for the year compared to net income per diluted share of $0.89 for the prior year quarter and net income per diluted share of $1.91 for the prior year.
  • Adjusted net income per diluted share of $1.40 for the quarter and $4.17 for the year compared to adjusted net income per diluted share of $0.75 for the prior year quarter and $2.11 for the prior year.
  • Generated $15.6 million of cash flow from operations in the fourth quarter resulting in $40 million of cash on hand and no line of credit borrowings at June 30, 2025.

GAAP to non-GAAP reconciliations follow the financial statements in this press release

Management Commentary

“Our strategies are working and drove strong results in the quarter,” said Derek Schmidt, CEO of Flexsteel Industries, Inc. “While market conditions and macroeconomic uncertainty remain industry headwinds, we continued our growth momentum and delivered 3.4% sales growth in the quarter, which represents our seventh consecutive quarter of year-over-year growth. The sources of our growth remain diversified across our core business and new or expanded markets, and our continued investments in new product development, innovation, customer experience, and marketing are enabling our share gains. Additionally, we continue to drive meaningful profitability improvement and delivered an adjusted operating margin of 9% in the quarter, which represents our ninth consecutive quarter of year-over-year improvement and a 340 basis point increase compared to the prior year. Sales growth, operational productivity, and product portfolio management remain our key profit improvement levers.”

Mr. Schmidt continues, “I’m proud of the team’s accomplishments in fiscal year 2025 and enthusiastic about the Company’s prospects for continued success. For the year, we delivered sales growth of 7% in a challenging industry environment, expanded adjusted operating margins by 270 basis points to 7.1%, increased adjusted operating profit by 71% to $31.2 million, delivered record adjusted earnings per diluted share of $4.17, and generated $45.3 million of free cash flow, which enabled us to increase our dividend twice in the past 12 months and build a healthy cash balance of $40 million. While difficult industry conditions are expected to persist in the near-term, our team remains intensely focused on executing our growth strategies and profitability improvement initiatives to deliver strong financial results in fiscal year 2026. Tariffs represent a major risk to both demand and margins in the new year. To overcome the demand risk, we will continue delivering an exceptional customer experience, differentiated and innovative new products, high-ROI marketing investments, and deeper penetration into new or expanded markets. The margin risk from tariffs, notably the 20% tariff on imports from Vietnam, requires a multifaceted approach to mitigate including supply chain adjustments, new cost savings initiatives, and limited pricing actions. We have strong partners in our value chain and are working collaboratively with them to address the effect of tariffs while minimizing the impact on consumer prices and demand. Our team is agile and is well positioned to navigate the new tariff environment while effectively executing our growth strategies.”

Mr. Schmidt concludes, “The Company is financially strong, competing well, and gaining share. I’m encouraged by our fiscal year 2025 results and growth momentum, excited about our future, and confident in our ability to continue creating significant value for our customers and shareholders."

Operating Results for the Fourth Quarter Ended June 30, 2025

Net sales were $114.6 million for the fourth quarter compared to net sales of $110.8 million in the prior year quarter, an increase of $3.8 million, or 3.4%. The increase was driven by higher unit volume from soft seating products, partially offset by decreases in our homestyles branded ready-to-assemble products.

Gross margin for the quarter ended June 30, 2025, was 23.9%, compared to 21.3% for the prior-year quarter, an increase of 260 basis points (“bps”). The 260-bps increase was primarily due to a 300-bps benefit from foreign currency translation of our peso denominated assets in Mexico. The benefit is the result of the peso significantly strengthening versus the dollar in the quarter. This was partially offset by the net impact of tariffs of 40-bps.

Selling, general and administrative (SG&A) expense was 15.0% of net sales for the quarter ended June 30, 2025, compared to 17.0% in the prior year quarter. The 200-bps decrease was due to leverage on higher sales in the quarter as well as the prior year quarter included a $1.5 million non-cash charge for the modification of previously awarded equity grants to our former CEO as part of his retirement agreement.

During the quarter, the Company completed the sale of an ancillary building, formerly part of its Huntingburg, IN distribution center complex, which was previously listed as held for sale. The Company recorded a pre-tax gain of $3.7 million related to the sale.

Operating income for the quarter ended June 30, 2025, was $14.0 million compared to $7.6 million in the prior-year quarter. On an adjusted basis, operating income for the quarter ended June 30, 2025, was $10.3 million compared to $6.2 million in the prior year quarter.

Income tax expense was $3.6 million, or an effective rate of 25.0%, during the fourth quarter compared to tax expense of $2.5 million, or an effective rate of 33.9%, in the prior year quarter.

Net income was $10.7 million, or $1.89 per diluted share, for the quarter ended June 30, 2025, compared to net income of $4.9 million, or $0.89 per diluted share, in the prior year quarter. On an adjusted basis, net income for the quarter ended June 30, 2025, was $7.9 million or $1.40 per diluted share compared to adjusted net income of $4.1 million or $0.75 per diluted share in the prior year quarter.

Liquidity

The Company ended the quarter with a cash balance of $40.0 million, working capital (current assets less current liabilities) of $110.4 million, and availability of approximately $54.1 million under its secured line of credit.

Capital expenditures for the year ended June 30, 2025, were $3.3 million.

Financial Outlook

For the first quarter fiscal 2026, the Company expects sales growth of 1% to 6% compared to the prior year quarter and operating margin of 5.5% to 7%. The impact of global trade policy changes, including tariffs, could materially change our business forecast. Besides tariffs, the most significant drivers of variability in the financial outlook are consumer demand and competitive pricing conditions, which will be shaped by macro-economic factors.

First Quarter<br><br>Fiscal 2026
Sales $105 - 110 million
Sales Growth (vs. Prior Year) 1% to 6%
GAAP Operating Margin 5.5% to 7%
Free Cash Flow(1) $(5) to 0 million

(1) Free cash flow is calculated as net cash provided by operations, less capital expenditure plus proceeds from sale of property, plant & equipment

Conference Call and Webcast

The Company will host a conference call and audio webcast with analysts and investors on Tuesday, August 19, 2025, at 8:00 a.m. Central Time to discuss the results and answer questions.

  • Live conference call: 833-816-1123 (domestic) or 412-317-0710 (international)
  • Conference call replay available through August 26, 2025: 877-344-7529 (domestic) or 412-317-0088 (international)
  • Replay access code: 5539061
  • Live and archived webcast: ir.flexsteel.com

To pre-register for the earnings conference call and avoid the need to wait for a live operator, investors can visit https://dpregister.com/sreg/10201908/ffafac91fc and enter their contact information. Investors will then be issued a personalized phone number and pin to dial into the live conference call.

About Flexsteel

Flexsteel Industries, Inc., and Subsidiaries (the “Company”) is one of the largest manufacturers, importers, and marketers of residential furniture products in the United States. Product offerings include a wide variety of furniture such as sofas, loveseats, chairs, reclining rocking chairs, swivel rockers, sofa beds, convertible bedding units, occasional tables, desks, dining tables and chairs, kitchen storage, bedroom furniture, and outdoor furniture. A featured component in most of the upholstered furniture is a unique steel drop-in seat spring from which the name “Flexsteel” is derived. The Company distributes its products throughout the United States through its e-commerce channel and direct sales force.

Forward-Looking Statements

Statements, including those in this release, which are not historical or current facts, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are certain important factors that could cause our results to differ materially from those anticipated by some of the statements made herein. Investors are cautioned that all forward-looking statements involve risk and uncertainty. Some of the factors that could affect results are the cyclical nature of the furniture industry, supply chain disruptions, litigation, restructurings, the effectiveness of new product introductions and distribution channels, the product mix of sales, pricing pressures, the cost of raw materials and fuel, changes in foreign currency values, retention and recruitment of key employees, actions by governments including laws, regulations, taxes and tariffs, the amount of sales generated and the profit margins thereon, competition (both U.S. and foreign), credit exposure with customers, participation in multi-employer pension plans, disruptions or security breaches to business information systems, the impact of any future pandemic, and general economic conditions. For further information regarding these risks and uncertainties, see the “Risk Factors” section in Item 1A of our most recent Annual Report on Form 10-K.

For more information, visit our website at http://www.flexsteel.com.

FLEXSTEEL INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands)

June 30,
2025 2024
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 40,006 $ 4,761
Trade receivables, net 35,229 44,238
Inventories 89,135 96,577
Other 8,002 8,098
Assets held for sale 1,707
Total current assets 172,372 155,381
NONCURRENT ASSETS:
Property, plant and equipment, net 36,212 36,709
Operating lease right-of-use assets 41,545 61,439
Other assets 32,357 20,933
TOTAL ASSETS $ 282,486 $ 274,462
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade $ 25,617 $ 25,830
Accrued liabilities 36,397 34,576
Total current liabilities 62,014 60,406
LONG-TERM LIABILITIES:
Lines of credit 4,822
Other liabilities 52,610 58,867
Total liabilities 114,624 124,095
SHAREHOLDERS' EQUITY: 167,862 150,367
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 282,486 $ 274,462

FLEXSTEEL INDUSTRIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)

(in thousands, except per share data)

Three Months Ended Twelve Months Ended
June 30, June 30,
2025 2024 2025 2024
Net sales $ 114,611 $ 110,822 $ 441,073 $ 412,752
Cost of goods sold 87,175 87,255 343,129 325,508
Gross profit 27,436 23,567 97,944 87,244
Selling, general and administrative expenses 17,164 18,878 66,696 70,444
Restructuring expense 355 2,982
Right-of-use asset impairment 14,079
(Gain) on sale of real estate (753 )
(Gain) on disposal of assets held for sale (3,702 ) (3,262 ) (8,693 ) (3,262 )
Operating income 13,974 7,596 26,615 17,080
Other income (expense):
Interest income 288 6 421 20
Interest (expense) (155 ) (70 ) (1,550 )
Total other income (expense) 288 (149 ) 351 (1,530 )
Income before income taxes 14,262 7,447 26,966 15,550
Income tax provision (benefit) 3,560 2,525 6,812 5,022
Net income and comprehensive income $ 10,702 $ 4,922 $ 20,154 $ 10,528
Weighted average number of common shares outstanding:
Basic 5,276 5,157 5,249 5,170
Diluted 5,677 5,553 5,678 5,519
Earnings per share of common stock
Basic $ 2.03 $ 0.95 $ 3.84 $ 2.04
Diluted $ 1.89 $ 0.89 $ 3.55 $ 1.91

FLEXSTEEL INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)

For the years ended June 30,
2025 2024
OPERATING ACTIVITIES:
Net income $ 20,154 $ 10,528
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation 3,654 3,997
Deferred income taxes (3,837 ) (1,454 )
Stock-based compensation expense 3,869 4,647
Change in provision for losses on accounts receivable (244 ) (160 )
Right-of-use asset impairment 14,079
(Gain) on disposition of property, plant and equipment (9,446 ) (2,839 )
Changes in operating assets and liabilities: 8,750 17,164
Net cash provided by operating activities 36,979 31,883
INVESTING ACTIVITIES:
Proceeds from sale of investments 1,155
Proceeds from sales of property, plant and equipment 11,535 4,179
Capital expenditures (3,258 ) (4,772 )
Net cash provided by (used in) investing activities 9,432 (593 )
FINANCING ACTIVITIES:
Dividends paid (3,556 ) (3,219 )
Treasury stock purchases (1,659 )
Proceeds from lines of credit 202,344 367,818
Payments on lines of credit (207,262 ) (391,270 )
Proceeds from issuance of common stock 141 88
Shares withheld for tax payment on vested shares<br> and options exercised (2,833 ) (1,652 )
Net cash (used in) financing activities (11,166 ) (29,894 )
Increase in cash and cash equivalents 35,245 1,396
Cash and cash equivalents at beginning of period 4,761 3,365
Cash and cash equivalents at end of period $ 40,006 $ 4,761

NON-GAAP DISCLOSURE (UNAUDITED)

The Company is providing information regarding adjusted operating income, adjusted operating margin, adjusted net income, and adjusted diluted earnings per share of common stock, which are not recognized terms under U.S. Generally Accepted Accounting Principles (“GAAP”) and do not purport to be alternatives to operating income, net income, or diluted earnings per share of common stock as a measure of operating performance. A reconciliation of adjusted operating income, adjusted net income, and adjusted diluted earnings per share of common stock is provided below. Management believes the use of these non-GAAP financial measures provides investors useful information to analyze and compare performance across periods excluding the items which are considered by management to be extraordinary or one-time in nature. Because not all companies use identical calculations, these presentations may not be comparable to other similarly titled measures of other companies.

Reconciliation of GAAP operating income to adjusted operating income and GAAP operating margin to adjusted operating margin:

The following table sets forth the reconciliation of the Company’s reported GAAP operating income to the calculation of adjusted operating income for the three and twelve months ended June 30, 2025 and 2024:

Three Months Ended Twelve Months Ended
June 30, June 30,
(in thousands) 2025 2024 2025 2024
Reported GAAP operating income $ 13,974 $ 7,596 $ 26,615 $ 17,080
Restructuring expense 355 2,982
Right-of-use asset impairment 14,079
CEO transition costs 1,510 1,510
(Gain) on sale of real estate (753 )
(Gain) on disposal of assets held for sale (3,702 ) (3,262 ) (8,693 ) (3,262 )
Adjusted operating income $ 10,272 $ 6,199 $ 31,248 $ 18,310
GAAP operating margin 12.2 % 6.9 % 6.0 % 4.1 %
Adjusted operating margin 9.0 % 5.6 % 7.1 % 4.4 %

Reconciliation of GAAP net income to adjusted net income:

The following table sets forth the reconciliation of the Company’s reported GAAP net income to the calculation of adjusted net income for the three and twelve months ended June 30, 2025 and 2024:

Three Months Ended Twelve Months Ended
June 30, June 30,
(in thousands) 2025 2024 2025 2024
Reported GAAP net income $ 10,702 $ 4,922 $ 20,154 $ 10,528
Restructuring expense 355 2,982
Right-of-use asset impairment 14,079
CEO transition costs 1,510 1,510
(Gain) on sale of real estate (753 )
(Gain) on disposal of assets held for sale (3,702 ) (3,262 ) (8,693 ) (3,262 )
Tax impact of adjustments(1) 933 617 (1,121 ) (113 )
Adjusted net income $ 7,933 $ 4,142 $ 23,666 $ 11,645

(1) Effective tax rate of 25.2% and 44.2% was used to calculate the three months ended June 30, 2025 and June 30, 2024. Effective tax rate of 24.2% and 9.2% was used to calculate the twelve months ended June 30, 2025 and 2024.

Reconciliation of GAAP diluted earnings per share of common stock to adjusted diluted earnings per share of common stock:

The following table sets forth the reconciliation of the Company’s reported GAAP diluted earnings per share to the calculation of adjusted diluted earnings per share for the three and twelve months ended June 30, 2025 and 2024:

Three Months Ended Twelve Months Ended
June 30, June 30,
2025 2024 2025 2024
Reported GAAP diluted income per share $ 1.89 $ 0.89 $ 3.55 $ 1.91
Restructuring expense 0.06 0.54
Right-of-use asset impairment 2.48
CEO transition costs 0.27 0.27
(Gain) on sale of real estate (0.13 )
(Gain) on disposal of assets held for sale (0.65 ) (0.59 ) (1.53 ) (0.59 )
Tax impact of adjustments(1) 0.16 0.11 (0.20 ) (0.02 )
Adjusted diluted earnings per share $ 1.40 $ 0.75 $ 4.17 $ 2.11

Note: The table above may not foot due to rounding.

(1) Effective tax rate of 25.2% and 44.2% was used to calculate the three months ended June 30, 2025 and 2024. Effective tax rate of 24.2% and 9.2% was used to calculate the twelve months ended June 30, 2025 and 2024.

INVESTOR CONTACT:

Michael Ressler, Flexsteel Industries, Inc.
563-585-8116
investors@flexsteel.com