8-K
Leatt Corp (LEAT)
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):
March 24, 2026
LEATT CORP.(Exact name of registrant as specified in its charter)
| Nevada | 000-54693 | 20-2819367 |
|---|---|---|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
12 Kiepersol Drive, Atlas Gardens, Contermanskloof Road
Durbanville, Western Cape, South Africa
7550
\(Address of principal executive offices\) \(ZIP Code\)
Registrant’s telephone number, including area code:
+27-21-557-7257
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:
☐ 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 Symbols | Name of each exchange on which registered |
|---|---|---|
| — | — | — |
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 24, 2026, the Company issued a press release announcing its financial results for the year ended December 31, 2025. A copy of the press release, which the Company is furnishing to the Securities and Exchange Commission (the "Commission") is attached as Exhibit 99.1 and incorporated by reference herein.
In accordance with General Instruction B.2 of Current Report on Form 8-K, the information contained in this Report and the exhibit attached hereto shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
ITEM 7.01 REGULATION FD DISCLOSURE.
The information set forth in Item 2.02 above is incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
| ExhibitNo. | Description |
|---|---|
| 99.1 | Press Release, dated March 24, 2026 |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
SIGNATURE
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.
| LEATT CORPORATION | ||
|---|---|---|
| Dated: March 24, 2026 | By: | /s/ Sean Macdonald |
| Sean Macdonald | ||
| Chief Executive Officer and Chief Financial Officer |
EXHIBIT INDEX
| ExhibitNo. | Description |
|---|---|
| 99.1 | Press Release, dated March 24, 2026 |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
Leatt Corp.: Exhibit 99.1 - Filed by newsfilecorp.com
Leatt Corp Announces Results for Fourth Quarter and Full Year 2025
Total revenues increase 41%; net income increases 248%;
6^th^ consecutive quarter of year-over-year growth
CAPE TOWN, South Africa, (March 24, 2026) - Leatt Corporation (OTCQB: LEAT), a leading developer and marketer of head-to-toe protective equipment for Moto, MTB, and a wide range of extreme and action sports, today announced financial results for the fourth quarter and full year ending December 31, 2025. All financial numbers are in U.S. dollars.
Fourth Quarter and Full Year 2025 Recent Highlights
· Fourth quarter 2025 revenues were $16.02 million, up 43% compared to 2024.
· Fourth quarter 2025 net income was $464,808, up 204% compared to 2024.
· Total global revenues for 2025 were $61.91 million, up 41% compared to 2024.
· International revenues for 2025 were $44.64 million, up 47% compared to 2024.
· Net Income for 2025 was $3.26 million, up 248% compared to 2024.
· Double-digit revenue growth in all major product categories and sales channels.
· Cash flow generated by operations was $1.80 million for 2025.
· Cash, cash equivalents and restricted cash for 2025 increased 7%, to $13.23 million.
· 5.0 Gravity Helmet and 6.0 HydraDri® Jacket honored at Eurobike 2025.
CEO Sean Macdonald commented, "2025 was a remarkable year for us, fueled by strong international demand for our innovative products, improved stocking dynamics and ordering patterns, and a surge in consumer direct sales. The growing global demand for our products and an expanding Leatt® brand that reaches a much wider group of riders around the world are fueling tremendous traction and momentum.
"We achieved double-digit revenue growth for the fifth consecutive quarter, and year-over-year growth for the sixth consecutive quarter following the post-covid industry-wide inventory overhang. Total global revenues for the year were $61.91 million, a 41% increase over the full year 2024. International revenues were $44.64 million for the full 2025 year, up 47%, year over year, as our distributors continue to re-order and re-stock. Customer direct sales, an important focus area for us, increased by 44%, year over year, and dealer direct sales with our re-organized and re-energized domestic sales force increased by 22%.
"For the fourth quarter of 2025, revenues increased by 43%, year over year, and gross profit as a percentage of sales increased to 46%, as domestic sales continued to grow and we continued to ship our new products. Net income for the quarter was $464,808, an increase of 204% over the fourth quarter of 2024.
"We closed the year with double-digit revenue growth in all of our major product categories in 2025, a testament to the expertise of our creative design and engineering team and continued strong brand momentum. Helmet sales grew by 59%, year over year, sales of our flagship neck brace increased by 18%, body armor revenues increased by 29%, including a 40% increase in footwear sales, and sales of our other products, parts and accessories category increased by 56%.
"Gross profit as a percentage of sales for the year increased to 44%, year over year, as domestic trading conditions continue to improve and our supply chain team achieved logistical efficiencies, despite some uncertainty around global trade tariffs.
"For the full year 2025, income before tax was $4.41 million, an increase of $7.11 million, compared to the full year 2024. Net income for the full year 2025 increased by 248% to $3.26 million, which we believe is a testament to our ability to generate strong revenues and robust margins."
Financial Summary
Total revenues for the fourth quarter of 2025 were $16.02 million, a 43% increase, compared to $11.20 million for the fourth quarter of 2024.
Net Income for the fourth quarter of 2025 was $464,808 or $0.07 per basic and $0.07 per diluted share, as compared to net loss of $(446,459), or $(0.07) per basic and $(0.07) per diluted share, for the fourth quarter of 2024.
Total revenues for the full year 2025 were $61.91 million, a 41% increase, compared to revenues of $44.03 million for the full year 2024. This increase in worldwide revenues is attributable to a $6.52 million increase in body armor sales, a $4.92 million increase in helmet sales, a $5.99 million increase in other products, parts, and accessories sales and a $0.45 million increase in neck brace sales.
Net income for the full year 2025 was $3.26 million, or $0.53 per basic share and $0.51 per diluted share, up 248%, compared to a net loss of $(2.20 million), or $(0.35) per basic share and $(0.34) per diluted share, for 2024.
Leatt continued to meet its working capital needs from cash on hand and internally generated cash flow from operations. At December 31, 2025, the Company had cash, cash equivalents and restricted cash of $13.23 million, compared to $12.37 million at December 31, 2024, and a current ratio of 4.9:1.
Founder and Chairman Dr. Christopher Leatt remarked, "We are very proud of our design, engineering and innovation expertise that focused on rider safety and performance. These innovations are increasingly being recognized by riders at all levels all around the world as well as our peers. Our team was once again honored at Eurobike 2025 - where our 5.0 Gravity Helmet won the Eurobike Gold Award for Technical Highlight, and our 6.0 HydraDri® Jacket won the Eurobike Award for Performance Clothing."
Business Outlook
Mr. Macdonald added: "The momentum we are achieving at all levels of our business has our entire team energized and optimistic about the future of the Company. Although there are some potentially challenging geo-political headwinds globally, domestic sales at the dealer level are gaining very promising traction, participation remains strong and international ordering patterns remain robust.
"Our Adventure motorcycle line-up of apparel, helmet and boot sales, backed by positive industry reviews and our proven ability to develop exciting and durable products, continues to exceed our expectations and contribute strongly to our revenue. We look forward to delivering a pipeline of new innovative products to the growing ADV market over the next several quarters.
"Total operating costs increased by 12% last year, and we do expect working capital investments to grow in the coming periods, reflecting our strong drive to building a global, multi-channel team of sales and marketing professionals in emerging and developed markets. The team is building and leveraging revenue opportunities by enabling our brand to reach a much wider group of riders of all levels around the world. We believe that we have sufficient liquidity to fuel this growth.
"Again, we are very enthusiastic about our future. With a growing portfolio of innovative products in the market and in the pipeline, a focus on elevating and amplifying our brand, and a robust balance sheet to fuel the growth, we remain confident that we are well-positioned for future growth and increasing shareholder value."
Conference Call
The Company will host a conference call at 10:00 AM ET on Tuesday, March 24, 2026, to discuss the 2025 fourth quarter and full year results.
Participants should dial in to the call ten minutes before the scheduled time, using the following numbers: 1-800-579-2543 (U.S.A) or 1-785-424-1789 (international) to access the call.
Audio Webcast
There will also be a simultaneous live webcast through the Company's website, www.leatt-corp.com. Participants should register on the website approximately ten minutes prior to the start of the webcast.
Replay
An audio replay of the conference call will be available for seven days and can be accessed by dialing 1-844-512-2921 (U.S.A) or 1-412-317-6671 (international) and using passcode 11161317.
For those unable to attend the call, a recording of the live webcast will be archived shortly following the event for 30 days on the Company's website.
About Leatt Corp
Driven by the science of thrill, Leatt Corporation develops head-to-toe personal protective gear for extreme and action sports. This includes the award-winning Leatt-Brace®, a neck brace system considered the gold standard for neck protection when worn in conjunction with a helmet. Leatt products are designed for participants in extreme sports that use motorcycles, bicycles, mountain bikes, all-terrain vehicles, snowmobiles, and other open-air vehicles. For more information, visit www.leatt.com.
Follow Leatt® on Facebook and Instagram.
Forward-looking Statements
This press release may contain forward-looking statements regarding Leatt Corporation (the "Company") within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the Company's ability to maintain sufficient liquidity to continue amplifying the brand to fuel growth; the Company's ability to continue developing a pipeline of innovative products; the general ability of the Company to achieve its commercial objectives, including development and growth of a global, multi-channel sales organization; the business strategy, plans and objectives of the Company; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects," "anticipates," "seeks," "should," "could," "intends," or "projects" or similar expressions, and involve known and unknown risks and uncertainties. These statements are based upon the Company's current expectations and speak only as of the date hereof. Any indication of the merits of a claim does not necessarily mean the claim will prevail at trial or otherwise. Financial performance in one period does not necessarily mean continued or better performance in the future. The Company's actual results in any endeavor may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, which factors or uncertainties may be beyond our ability to foresee or control. Other risk factors include the status of the Company's common stock as a "penny stock" and those listed in other reports posted on The OTC Markets Group, Inc.
Contact:
Michael Mason
Investor Relations
Investor-info@leatt.com
[FINANCIAL TABLES TO FOLLOW]
LEATT CORPORATIONCONSOLIDATED BALANCE SHEETSAs of December 31, 2025 and 2024
| ASSETS | |||||
|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | ||||
| Current Assets | |||||
| Cash and cash equivalents | 12,988,111 | $ | 12,368,100 | ||
| Restricted cash | 244,936 | - | |||
| Accounts receivable, net | 7,904,885 | 6,409,610 | |||
| Inventory, net | 20,897,693 | 17,988,737 | |||
| Payments in advance | 1,197,284 | 870,920 | |||
| Income tax receivable | 734,193 | 526,498 | |||
| Prepaid expenses and other current assets | 3,634,255 | 3,003,173 | |||
| Total current assets | 47,601,357 | 41,167,038 | |||
| Property and equipment, net | 3,660,704 | 4,000,225 | |||
| Operating lease right-of-use assets, net | 342,413 | 552,970 | |||
| Accounts receivable, net | - | 56,391 | |||
| Deferred tax asset, net | 396,294 | 675,000 | |||
| Other Assets | |||||
| Deposits | 45,189 | 37,322 | |||
| Total Assets | 52,045,957 | $ | 46,488,946 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
| Current Liabilities | |||||
| Accounts payable and accrued expenses | 8,595,892 | $ | 6,906,939 | ||
| Refund liability | 65,140 | - | |||
| Notes payable, current | 1,804 | 28,722 | |||
| Operating lease liabilities, current | 309,019 | 251,946 | |||
| Other current liabilities | 8,370 | - | |||
| Short term loan, net of finance charges | 800,000 | 733,794 | |||
| Total current liabilities | 9,780,225 | 7,921,401 | |||
| Notes payable, neof current portion | - | 1,804 | |||
| Operating lease liabilities, net of current portion | 33,394 | 301,024 | |||
| Total liabilities | 9,813,619 | 8,224,229 | |||
| Commitments and contingencies | |||||
| Preferred stock, .001 par value, 1,120,000 shares authorized, 120,000 shares issued and outstanding as of December 31, 2025 and December 31, 2024 | 3,000 | 3,000 | |||
| Common stock, .001 par value, 28,000,000 shares authorized, 6,255,989 shares issued and 6,234,689 outstanding as of December 31, 2025 and 6,217,550 shares issued and outstanding as of December 31, 2024, respectively | 130,534 | 130,555 | |||
| Accumulated other comprehensive loss | (983,640 | ) | (1,452,335 | ) | |
| Retained earnings | 31,859,103 | 28,595,181 | |||
| Additional paid - in capital | 11,478,399 | 10,988,316 | |||
| Treasury stock, at cost, 21,300 and 0 shares of common stock, as of December 31, 2025 and December 31, 2024, respectively | (255,058 | ) | - | ||
| Total stockholders' equity | 42,232,338 | 38,264,717 | |||
| Total Liabilities and Stockholders' Equity | 52,045,957 | $ | 46,488,946 |
All values are in US Dollars.
The accompanying notes are an integral part of these consolidated financial statements
LEATT CORPORATIONCONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | ||||
|---|---|---|---|---|---|
| Revenues | 61,907,914 | $ | 44,027,942 | ||
| Cost of Revenues | 34,685,970 | 26,314,945 | |||
| Gross Profit | 27,221,944 | 17,712,997 | |||
| Product Royalty Income | 381,757 | 326,614 | |||
| Operating Expenses | |||||
| Salaries and wages | 7,917,387 | 7,140,550 | |||
| Commissions and consulting expenses | 764,602 | 535,584 | |||
| Professional fees | 853,065 | 627,659 | |||
| Advertising and marketing | 4,563,919 | 4,454,906 | |||
| Office lease and expenses | 923,839 | 702,785 | |||
| Research and development costs | 2,704,071 | 2,523,881 | |||
| Bad debt recovery | (65,923 | ) | (76,278 | ) | |
| General and administrative expenses | 4,372,333 | 3,879,553 | |||
| Depreciation | 1,327,190 | 1,229,847 | |||
| Impairment loss | 234,224 | - | |||
| Total operating expenses | 23,594,707 | 21,018,487 | |||
| Income (Loss) from Operations | 4,008,994 | (2,978,876 | ) | ||
| Other Income | |||||
| Interest and other income, net | 397,000 | 275,413 | |||
| Total other income | 397,000 | 275,413 | |||
| Income (Loss) Before Provision for (Benefit from) Income Taxes | 4,405,994 | (2,703,463 | ) | ||
| Provision for (benefit from) Income taxes | 1,142,072 | (498,799 | ) | ||
| Net Income (Loss) Available to Common Shareholders | 3,263,922 | $ | (2,204,664 | ) | |
| Net Income (Loss) per Common Share | |||||
| Basic | 0.53 | $ | (0.35 | ) | |
| Diluted | 0.51 | $ | (0.34 | ) | |
| Weighted Average Number of Common Shares Outstanding | |||||
| Basic | 6,214,861 | 6,215,619 | |||
| Diluted | 6,447,385 | 6,471,072 | |||
| Comprehensive Income (Loss) | |||||
| Net Income (Loss) | 3,263,922 | $ | (2,204,664 | ) | |
| Other comprehensive income (loss), net of 0 and (49,800) deferred income taxes in 2025 and 2024 Foreign currency translation | 468,695 | (54,077 | ) | ||
| Total Comprehensive Income (Loss) | 3,732,617 | $ | (2,258,741 | ) |
All values are in US Dollars.
The accompanying notes are an integral part of these consolidated financial statements.
LEATT CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Cash flows from operating activities | ||||||
| Net income (loss) | $ | 3,263,922 | $ | (2,204,664 | ) | |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||
| Depreciation | 1,327,190 | 1,229,847 | ||||
| Deferred income taxes | 278,706 | (590,800 | ) | |||
| Stock-based compensation | 490,062 | 242,934 | ||||
| Increase in accrued compensation liability | 34,377 | - | ||||
| Bad debts recovery | (297,703 | ) | (186,011 | ) | ||
| Inventory reserve | (23,377 | ) | 306,425 | |||
| Deferred asset allowance | - | (6,400 | ) | |||
| (Gain) loss on sale of property and equipment | (27,890 | ) | 233 | |||
| Increase in refund liability | 65,140 | - | ||||
| Recognition of right ot recover asset | (15,671 | ) | - | |||
| Impairment loss | 234,224 | - | ||||
| (Increase) decrease in: | ||||||
| Accounts receivable | (1,197,572 | ) | 746,723 | |||
| Deferred asset | - | 16,001 | ||||
| Inventory | (2,869,908 | ) | 2,096,711 | |||
| Payments in advance | (326,364 | ) | (206,166 | ) | ||
| Prepaid expenses and other current assets | (631,082 | ) | (705,239 | ) | ||
| Income tax receivable | (207,695 | ) | 96,583 | |||
| Long-term accounts receivable | 56,391 | 253,556 | ||||
| Deposits | (7,867 | ) | (1,112 | ) | ||
| Increase (decrease) in: | ||||||
| Accounts payable and accrued expenses | 1,654,576 | 1,704,571 | ||||
| Other current liabilities | 8,370 | - | ||||
| Net cash provided by operating activities | 1,807,829 | 2,793,192 | ||||
| Cash flows from investing activities | ||||||
| Capital expenditures | (1,081,946 | ) | (1,229,937 | ) | ||
| Proceeds from sale of property and equipment | 28,903 | 1,002 | ||||
| Net cash used in investing activities | (1,053,043 | ) | (1,228,935 | ) | ||
| Cash flows from financing activities | ||||||
| Repayment of notes payable to bank | (28,722 | ) | (112,984 | ) | ||
| Proceeds from (repayments of) short-term loan, net | 66,206 | (401,967 | ) | |||
| Purchase of treasury stock under share repurchase plan | (255,058 | ) | - | |||
| Net cash used in financing activities | (217,574 | ) | (514,951 | ) | ||
| Effect of exchange rates on cash, cash equivalents and restricted cash | 327,735 | (28,626 | ) | |||
| Net increase in cash, cash equivalents and restricted cash | 864,947 | 1,020,680 | ||||
| Cash, cash equivalents and restricted cash - beginning of period | 12,368,100 | 11,347,420 | ||||
| Cash, cash equivalents and restricted cash - end of period | $ | 13,233,047 | $ | 12,368,100 | ||
| Reconciliation of cash, cash equivalents and restricted cash | ||||||
| Cash and cash equivalents | 12,988,111 | 12,368,100 | ||||
| Restricted cash | 244,936 | - | ||||
| Total cash, cash equivalents and restricted cash | $ | 13,233,047 | $ | 12,368,100 | ||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Cash paid for interest | $ | 47,139 | $ | 74,502 | ||
| Cash paid for income taxes | $ | 1,076,154 | $ | 33,826 | ||
| Other noncash investing and financing activities | ||||||
| Common stock issued for services | $ | 524,440 | $ | 242,934 |