LGL 10-Q
Lgl Group Inc (LGL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
For the quarterly period ended
OR
For the transition period from ____________ to ____________
Commission File No.
The LGL Group, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
| | |
| (Address of principal executive offices) | (Zip Code) |
(
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| | | |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
| | ☒ | Smaller reporting company | |
| 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of July 31, 2026, the registrant had
Form 10-Q for the Period Ended June 30, 2026
Table of Contents
| Page |
||||||
| Item 1. |
||||||
|
|
||||||
| 1. | Overview and Basis of Presentation | 7 | ||||
| 2. | Summary of Significant Accounting Policies | 7 | ||||
| 3. | Segment Information | 9 | ||||
| 4. | Investments | 13 | ||||
| 5. | Fair Value Measurements | 13 | ||||
| 6. | Variable Interest Entities | 16 | ||||
| 7. | Related Party Transactions | 18 | ||||
| 8. | Income Taxes | 20 | ||||
| 9. | Stock-Based Compensation | 20 | ||||
| 10. | Stockholders' Equity | 21 | ||||
| 11. | Earnings Per Share | 23 | ||||
| 12. | Contingencies | 23 | ||||
| 13. | Other Financial Statement Information | 23 | ||||
| 14. | Domestic and Foreign Revenues | 24 | ||||
| 15. | Subsequent Events | 24 | ||||
| Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
|||||
| Item 3. |
||||||
| Item 4. |
||||||
| Item 1. |
||||||
| Item 1A. | Risk Factors | 34 | ||||
| Item 2. | Unregistered Sales of Equity Securities and Proceeds | 34 | ||||
| Item 3. | Defaults Upon Senior Securities | 34 | ||||
| Item 4. | Mine Safety Disclosures | 35 | ||||
| Item 5. |
||||||
| Item 6. |
||||||
|
|
Signatures | |||||
Cautionary Statement Concerning Forward-Looking Statements
FINANCIAL INFORMATION
| Financial Statements |
Condensed Consolidated Balance Sheets
(Unaudited)
| (in thousands, except share data) | June 30, 2026 | December 31, 2025 | ||||||
| Assets: | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash and cash equivalents | ||||||||
| Marketable securities | ||||||||
| Accounts receivable, net of allowance of $ and $, respectively | ||||||||
| Inventories, net | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Warrant proceeds receivable | ||||||||
| Total current assets | ||||||||
| Convertible promissory note, at fair value | ||||||||
| Right-of-use lease assets | ||||||||
| Intangible assets, net | ||||||||
| Deferred income tax assets | ||||||||
| Other assets | ||||||||
| Total assets | $ | $ | ||||||
| Liabilities: | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | ||||||||
| Accrued compensation and commissions | ||||||||
| Income taxes payable | ||||||||
| Other accrued expenses | ||||||||
| Total current liabilities | ||||||||
| Other liabilities | ||||||||
| Total liabilities | ||||||||
| Contingencies (Note 12) | ||||||||
| Stockholders' equity: | ||||||||
| Common stock ($ par value; shares authorized; shares issued and shares outstanding as of June 30, 2026; shares issued and shares outstanding as of December 31, 2025) | ||||||||
| Treasury stock, at cost ( shares as of June 30, 2026 and December 31, 2025, respectively) | ( | ) | ( | ) | ||||
| Additional paid-in capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total LGL Group stockholders' equity | ||||||||
| Non-controlling interests | ||||||||
| Total stockholders' equity | ||||||||
| Total liabilities and stockholders' equity | $ | $ | ||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
Condensed Consolidated Statements of Operations
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| (in thousands, except share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Revenues: | ||||||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Net investment income | ||||||||||||||||
| Net (losses) gains | ( | ) | ||||||||||||||
| Total revenues | ||||||||||||||||
| Expenses: | ||||||||||||||||
| Manufacturing cost of sales | ||||||||||||||||
| Engineering, selling and administrative | ||||||||||||||||
| Total expenses | ||||||||||||||||
| (Loss) income before income taxes | ( | ) | ( | ) | ( | ) | ||||||||||
| Income tax (benefit) expense | ( | ) | ( | ) | ||||||||||||
| Net loss | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Less: Net income attributable to non-controlling interests | ||||||||||||||||
| Net loss attributable to LGL Group common stockholders | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Loss per common share attributable to LGL Group common stockholders: | ||||||||||||||||
| Basic | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Diluted | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Weighted average shares outstanding: | ||||||||||||||||
| Basic | ||||||||||||||||
| Diluted | ||||||||||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
Condensed Consolidated Statements of Stockholders’ Equity
(Unaudited)
| (in thousands, except share data) | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Deficit | Total LGL Stockholders' Equity | Non-Controlling Interests | Total Equity | |||||||||||||||||||||
| Balance as of March 31, 2026 | $ | $ | ( | ) | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||
| Net (loss) income attributable to LGL Group or non-controlling interests | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Stock-based compensation | ||||||||||||||||||||||||||||
| Shares withheld for employee taxes | ||||||||||||||||||||||||||||
| Exercise of warrants, net of costs | ||||||||||||||||||||||||||||
| Consolidation of non-controlling interests - Skyline SPV | ||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | ( | ) | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||
| (in thousands, except share data) |
Common Stock |
Treasury Stock |
Additional Paid-In Capital |
Accumulated Deficit |
Total LGL Stockholders' Equity |
Non-Controlling Interests |
Total Equity |
|||||||||||||||||||||
| Balance as of March 31, 2025 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
| Net (loss) income attributable to LGL Group or non-controlling interests |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Stock-based compensation |
||||||||||||||||||||||||||||
| Shares withheld for employee taxes |
||||||||||||||||||||||||||||
| Exercise of warrants, net of costs |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Consolidation of non-controlling interests - Skyline SPV |
||||||||||||||||||||||||||||
| Balance as of June 30, 2025 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
The LGL Group, Inc.
Condensed Consolidated Statements of Stockholders’ Equity
(Unaudited)
| (in thousands, except share data) |
Common Stock |
Treasury Stock |
Additional Paid-In Capital |
Accumulated Deficit |
Total LGL Stockholders' Equity |
Non-Controlling Interests |
Total Equity |
|||||||||||||||||||||
| Balance as of December 31, 2025 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
| Net (loss) income attributable to LGL Group or non-controlling interests |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Stock-based compensation |
||||||||||||||||||||||||||||
| Shares withheld for employee taxes |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Exercise of warrants, net of costs |
||||||||||||||||||||||||||||
| Consolidation of non-controlling interests - Skyline SPV |
||||||||||||||||||||||||||||
| Balance as of June 30, 2026 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
| (in thousands, except share data) |
Common Stock |
Treasury Stock |
Additional Paid-In Capital |
Accumulated Deficit |
Total LGL Stockholders' Equity |
Non-Controlling Interests |
Total Equity |
|||||||||||||||||||||
| Balance as of December 31, 2024 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
| Net (loss) income attributable to LGL Group or non-controlling interests |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Stock-based compensation |
||||||||||||||||||||||||||||
| Shares withheld for employee taxes |
||||||||||||||||||||||||||||
| Exercise of warrants, net of costs |
( |
) | ( |
) | ( |
) | ||||||||||||||||||||||
| Consolidation of non-controlling interests - Skyline SPV |
||||||||||||||||||||||||||||
| Balance as of June 30, 2025 |
$ | $ | ( |
) | $ | $ | ( |
) | $ | $ | $ | |||||||||||||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Six Months Ended June 30, | ||||||||
| (in thousands, except share data) | 2026 | 2025 | ||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||
| Noncash revenues, expenses, gains and losses included in income: | ||||||||
| Amortization of finite-lived intangible assets | ||||||||
| Stock-based compensation | ||||||||
| Unrealized gain on marketable securities | ( | ) | ( | ) | ||||
| Deferred income taxes | ( | ) | ( | ) | ||||
| Changes in operating assets and liabilities: | ||||||||
| Decrease in accounts receivable, net | ||||||||
| (Increase) decrease in inventories, net | ( | ) | ||||||
| Decrease in prepaid expenses and other assets | ||||||||
| Increase (decrease) in accounts payable, accrued compensation, income taxes and commissions and other | ( | ) | ||||||
| Total adjustments | ||||||||
| Net cash provided by operating activities | ||||||||
| Cash flows from investing activities: | ||||||||
| Purchase of convertible promissory note | ( | ) | ||||||
| Net cash used in investing activities | ( | ) | ||||||
| Cash flows from financing activities: | ||||||||
| Proceeds from exercise of warrants, net of costs | ||||||||
| Payment for taxes related to net share settlement of equity awards | ( | ) | ||||||
| Capital contributions from non-controlling interests - Skyline SPV | ||||||||
| Net cash provided by financing activities | ||||||||
| Increase in cash and cash equivalents and restricted cash and cash equivalents | ||||||||
| Cash and cash equivalents and restricted cash and cash equivalents at beginning of period | ||||||||
| Cash and cash equivalents and restricted cash and cash equivalents at end of period | $ | $ | ||||||
| Non-cash financing activity: | ||||||||
| Warrant-related costs | $ | $ | ( | ) | ||||
| Rights-related costs | ( | ) | ||||||
| Supplemental disclosure: | ||||||||
| Income taxes paid | $ | $ | ||||||
See accompanying Notes to the Condensed Consolidated Financial Statements.
1. Overview and Basis of Presentation
Overview
The LGL Group, Inc. is a holding company engaged in services, merchant investment, and manufacturing business activities. The Company was incorporated in 1928 under the laws of the State of Indiana and reincorporated under the laws of the State of Delaware in 2007. Unless the context indicates otherwise, the terms "LGL," "LGL Group," "we," "us," "our," or the "Company" mean The LGL Group, Inc. and its consolidated subsidiaries.
The Company’s manufacturing business is operated through its subsidiary Precise Time and Frequency, LLC ("PTF"), which has operations in Wakefield, Massachusetts. PTF is engaged in the design of high-performance Frequency and Time Reference Standards that form the basis for timing and synchronization in various applications.
The Company's merchant investment business is operated through its subsidiary Lynch Capital International, LLC ("Lynch Capital"), which utilizes various structures and vehicles to build shareholder value, including certain special purpose vehicles, which may be syndicated for investment, and involve certain fee generating activities. The Company could act as the financial and management sponsor, raise capital from external nonaffiliated investors, and may receive management fees and success-based incentives in accordance with market practice.
Skyline Transaction
During the second quarter of 2026, Lynch Capital initiated a syndicated transaction to raise up to $
Of the $
In connection with the Skyline Transaction, Skyline SPV entered into a side letter with Skyline granting Skyline SPV a board designation right, participation rights in future financings, and approval rights over certain extraordinary events. Pursuant to the board designation rights, the Company's Chief Executive Officer was elected to the board of directors of Skyline.
In July 2026, Skyline SPV received an additional $
Refer to Note 2 - Summary of Significant Accounting Policies and Note 6 - Variable Interest Entities for further information.
Basis of Presentation
These unaudited Condensed Consolidated Financial Statements do not include all disclosures that are normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") and should be read in conjunction with the audited Consolidated Financial Statements and the related notes included in our Annual Report on Form 10-K for the year ended December 31, 2025 (the "2025 Annual Report") filed with the Securities and Exchange Commission (the "SEC") on March 30, 2026. The consolidated financial information as of December 31, 2025 included herein has been derived from the audited Consolidated Financial Statements in the 2025 Annual Report.
The Condensed Consolidated Financial Statements include the accounts of The LGL Group, Inc., its majority-owned subsidiaries, and variable interest entities ("VIEs") of which we are the primary beneficiary.
In the opinion of management, these Condensed Consolidated Financial Statements contain all adjustments (consisting of normal recurring adjustments, including eliminations of material intercompany accounts and transactions) considered necessary for a fair statement of the results presented herein. Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026.
Use of Estimates
The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
2. Summary of Significant Accounting Policies
Cash and Cash Equivalents and Restricted Cash and Cash Equivalents
Cash and cash equivalents consist of cash on hand and highly liquid investments with no maturity or with a maturity of less than three months when purchased.
Restricted cash and cash equivalents primarily consist of funds received from rights holders electing to exercise their subscription rights as part of the Company's rights offering, held in a separate account designated solely for this purpose as of June 30, 2026, pending completion of the rights offering. These funds were not available for the Company's general use until the rights offering closed. Subsequent to quarter end, the funds were transferred to the subscription agent and the Company received the aggregate offering proceeds upon closing of the rights offering on July 24, 2026.
The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents reported in our Condensed Consolidated Balance Sheet to the total shown in our Condensed Consolidated Statement of Cash Flows:
| June 30, 2026 | December 31, 2025 | |||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash and cash equivalents | ||||||||
| Total cash and cash equivalents and restricted cash and cash equivalents shown in the statements of cash flows | $ | $ | ||||||
Convertible Promissory Note
The convertible promissory note held by Skyline SPV (the "Skyline Note") is measured at fair value due to the election of the fair value option. The election was made to reflect the Skyline Note at its current economic value each reporting period, including the value of the embedded conversion feature, without requiring separate accounting for the conversion feature as an embedded derivative.
The Skyline Note is classified as a non-current asset on the Condensed Consolidated Balance Sheet.
Refer to Note 4 - Investments and Note 5 - Fair Value Measurements for further information.
Fair Value Option
Under the fair value option, the Company may elect to measure at fair value financial assets and financial liabilities that are not otherwise required to be carried at fair value. The Company elected the fair value option for the Skyline Note upon purchase because it better reflects the economics of a convertible instrument. This election is irrevocable.
Subsequent changes in fair value are reported Net gains (losses) on the Condensed Consolidated Statements of Operations. Interest income on assets measured under the fair value option is recognized and included in Net investment income in the Condensed Consolidated Statements of Operations.
Refer to Note 4 - Investments and Note 5 - Fair Value Measurements for further information.
Concentration Risks
Customer Concentrations
For the three months ended June 30, 2026,
For the six months ended June 30, 2026,
Customers exceeding 10% of Net sales are identified separately for each period presented. A customer that exceeded the threshold in one period was not necessarily the same customer, or a 10% customer at all, in any other period presented, including as between the three-month and six-month periods.
Credit Concentration
A significant portion of the Company's accounts receivable is concentrated with a relatively small number of customers. As of June 30, 2026,
The Company maintains its cash and cash equivalents with high-credit-quality financial institutions, and at times cash balances on deposit may exceed federally insured limits. A significant portion of the Company's cash and cash equivalents is invested in money market mutual funds. Amounts invested in money market mutual funds are not deposits, are not federally insured, and are subject to the credit and market risks of the underlying fund.
Accounting Standards Adopted
Income Taxes
In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09, "Income Taxes (Topic 740) - Improvements to Income Tax Disclosures" ("ASU 2023-09"). The standard requires disaggregated information about a company's effective tax rate reconciliation as well as information on income taxes paid. The provisions of the standard are effective for public companies for fiscal years beginning after December 15, 2024, with early adoption permitted. This standard applies prospectively; however, retrospective application is permitted. The Company adopted ASU 2023-09 in December 2025. Refer to Note 8 - Income Taxes to the Company's Consolidated Financial Statements included in its 2025 Annual Report for further information.
Future Application of Accounting Standards
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" ("ASU 2024-03"). The standard requires additional disclosure of certain costs and expenses within the notes to the financial statements. The provisions of the standard are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. This accounting standards update may be applied either prospectively or retrospectively. We are assessing the impact of this standard.
Chief Operating Decision Maker
The Company's chief operating decision maker ("CODM") is the Chief Executive Officer.
Reportable Segments
The Company reports its results from operations consistent with the manner in which the CODM reviews the business to assess performance and allocate resources. As such, the Company reports its results in reportable business segments: Electronic Instruments and Merchant Investment. A brief description of each segment is below:
The Electronic Instruments segment includes all products manufactured and sold by PTF.
The Merchant Investment segment includes all activity produced by Lynch Capital.
The Company includes in Corporate the following corporate and business activities:
| • | corporate level assets and financial obligations such as cash and cash equivalents invested in highly liquid U.S. Treasury money market funds and other marketable securities; |
| • | other items not allocated to or directly related to the Company's operating segments, including items such as deferred tax balances; and |
| • | intercompany eliminations. |
Measure of Segment Profit or Loss and Segment Assets
The accounting policies used in both the Electronic Instruments and Merchant Investment segments are the same as those described in Note 2 – Summary of Significant Accounting Policies.
The CODM assesses the performance of and decides how to allocate resources to each reporting segment based on Segment profit (loss), which is total revenues less Manufacturing cost of sales and Engineering, selling, and administrative. The CODM uses Segment profit (loss) to evaluate the overall profitability of the Electronic Instruments, Merchant Investment, and Corporate segments. Additionally, the CODM uses Segment profit (loss) to allocate resources in the annual budgeting and forecasting process. The CODM considers budget-to-actual variances when making decisions about allocating capital to each segment.
The measure of segment assets is reported on the Condensed Consolidated Balance Sheets as consolidated Total assets. The CODM uses Total assets of each segment to allocate overhead expenses incurred by the Corporate segment.
The following tables present LGL Group's operations by segment:
| Three Months Ended June 30, 2026 | ||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Consolidated | |||||||||||||
| Revenues: | ||||||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Net investment income | ||||||||||||||||
| Net losses | ( | ) | ( | ) | ||||||||||||
| Total revenues | ||||||||||||||||
| Less: | ||||||||||||||||
| Manufacturing cost of sales | ||||||||||||||||
| Engineering | ||||||||||||||||
| Commissions | ||||||||||||||||
| Sales and marketing | ||||||||||||||||
| Accounting | ||||||||||||||||
| Compensation | ||||||||||||||||
| Corporation allocations (a) | ( | ) | ||||||||||||||
| Other segment items (b) | ||||||||||||||||
| Engineering, selling and administrative | ||||||||||||||||
| Total expenses | ||||||||||||||||
| Segment profit (loss) | $ | $ | $ | ( | ) | $ | ( | ) | ||||||||
| Reconciliation of Segment profit (loss) to Income (loss) before income taxes | ||||||||||||||||
| Adjustments and reconciling items | — | |||||||||||||||
| Loss before income taxes | $ | ( | ) | |||||||||||||
| Three Months Ended June 30, 2025 | ||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Consolidated | |||||||||||||
| Revenues: | ||||||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Net investment income | ||||||||||||||||
| Net gains | ||||||||||||||||
| Total revenues | ||||||||||||||||
| Less: | ||||||||||||||||
| Manufacturing cost of sales | ||||||||||||||||
| Engineering | ||||||||||||||||
| Commissions | ||||||||||||||||
| Sales and marketing | ||||||||||||||||
| Accounting | ||||||||||||||||
| Compensation | ||||||||||||||||
| Corporation allocations (a) | ( | ) | ||||||||||||||
| Other segment items (b) | ||||||||||||||||
| Engineering, selling and administrative | ||||||||||||||||
| Total expenses | ||||||||||||||||
| Segment profit (loss) | $ | $ | $ | ( | ) | $ | ( | ) | ||||||||
| Reconciliation of Segment profit (loss) to Income (loss) before income taxes | ||||||||||||||||
| Adjustments and reconciling items | — | |||||||||||||||
| Loss before income taxes | $ | ( | ) | |||||||||||||
| (a) | The Electronic Instruments and Merchant Investment segments are allocated overhead expenses from the Corporate segment based on each segment's assets as a percentage of Total assets. |
| (b) | Other segment items for each reportable segment includes the following: |
| Electronic Instruments - rent, amortization, professional service fees, and certain other overhead expenses. | |
| Merchant Investment - legal expense and certain other overhead expenses. | |
| Corporate - legal expense, insurance expense, filing fees, fees paid to M-tron Industries, Inc. under the Amended and Restated Transitional Administrative and Management Services Agreement, expense reimbursements paid to / received from M-tron Industries, Inc., and certain other overhead expenses. |
| Six Months Ended June 30, 2026 | ||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Consolidated | |||||||||||||
| Revenues: | ||||||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Net investment income | ||||||||||||||||
| Net gains | ||||||||||||||||
| Total revenues | ||||||||||||||||
| Less: | ||||||||||||||||
| Manufacturing cost of sales | ||||||||||||||||
| Engineering | ||||||||||||||||
| Commissions | ||||||||||||||||
| Sales and marketing | ||||||||||||||||
| Accounting | ||||||||||||||||
| Compensation | ||||||||||||||||
| Corporation allocations (a) | ( | ) | ||||||||||||||
| Other segment items (b) | ||||||||||||||||
| Engineering, selling and administrative | ||||||||||||||||
| Total expenses | ||||||||||||||||
| Segment profit (loss) | $ | $ | $ | ( | ) | $ | ( | ) | ||||||||
| Reconciliation of Segment profit (loss) to Income (loss) before income taxes | ||||||||||||||||
| Adjustments and reconciling items | — | |||||||||||||||
| Loss before income taxes | $ | ( | ) | |||||||||||||
| Six Months Ended June 30, 2025 | ||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Consolidated | |||||||||||||
| Revenues: | ||||||||||||||||
| Net sales | $ | $ | $ | $ | ||||||||||||
| Net investment income | ||||||||||||||||
| Net gains | ||||||||||||||||
| Total revenues | ||||||||||||||||
| Less: | ||||||||||||||||
| Manufacturing cost of sales | ||||||||||||||||
| Engineering | ||||||||||||||||
| Commissions | ||||||||||||||||
| Sales and marketing | ||||||||||||||||
| Accounting | ||||||||||||||||
| Compensation | ||||||||||||||||
| Corporation allocations (a) | ( | ) | ||||||||||||||
| Other segment items (b) | ||||||||||||||||
| Engineering, selling and administrative | ||||||||||||||||
| Total expenses | ||||||||||||||||
| Segment profit (loss) | $ | $ | $ | ( | ) | $ | ||||||||||
| Reconciliation of Segment profit (loss) to Income (loss) before income taxes | ||||||||||||||||
| Adjustments and reconciling items | — | |||||||||||||||
| Income before income taxes | $ | |||||||||||||||
| (a) | The Electronic Instruments and Merchant Investment segments are allocated overhead expenses from the Corporate segment based on each segment's assets as a percentage of Total assets. |
| (b) | Other segment items for each reportable segment includes the following: |
| Electronic Instruments - rent, amortization, professional service fees, and certain other overhead expenses. | |
| Merchant Investment - legal expense and certain other overhead expenses. | |
| Corporate - legal expense, insurance expense, filing fees, fees paid to M-tron Industries, Inc. under the Amended and Restated Transitional Administrative and Management Services Agreement, expense reimbursements paid to / received from M-tron Industries, Inc., and certain other overhead expenses. |
Other Segment Disclosures
The following tables present other segment information by segment for the periods indicated:
| Three Months Ended June 30, 2026 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Interest revenue (a) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Amortization (b) | ||||||||||||||||||||||||
| Other significant non-cash items: | ||||||||||||||||||||||||
| Stock-based compensation (c) | ||||||||||||||||||||||||
| Capital expenditures | ||||||||||||||||||||||||
| Three Months Ended June 30, 2025 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Interest revenue (a) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Amortization (b) | ||||||||||||||||||||||||
| Other significant non-cash items: | ||||||||||||||||||||||||
| Stock-based compensation (c) | ||||||||||||||||||||||||
| Capital expenditures | ||||||||||||||||||||||||
| Six Months Ended June 30, 2026 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Interest revenue (a) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Amortization (b) | ||||||||||||||||||||||||
| Other significant non-cash items: | ||||||||||||||||||||||||
| Stock-based compensation (c) | ||||||||||||||||||||||||
| Capital expenditures | ||||||||||||||||||||||||
| Six Months Ended June 30, 2025 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Interest revenue (a) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Amortization (b) | ||||||||||||||||||||||||
| Other significant non-cash items: | ||||||||||||||||||||||||
| Stock-based compensation (c) | ||||||||||||||||||||||||
| Capital expenditures | ||||||||||||||||||||||||
| (a) | Interest revenue is included in Net investment income on the Condensed Consolidated Statements of Operations. |
| (b) | Amortization is included within the other segment expense captions such as Manufacturing cost of sales, Engineering or Other segment items. |
| (c) | Stock-based compensation is included within the Compensation expense caption. |
The following tables present LGL Group's identifiable assets by segment as of June 30, 2026 and December 31, 2025:
| June 30, 2026 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||
| Electronic Instruments | Merchant Investment | Corporate | Total | Adjustments and Reconciling Items | Consolidated | |||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
Marketable Securities
Details of marketable securities held as of June 30, 2026 and December 31, 2025 are as follows:
| June 30, 2026 | ||||||||||||
| Cumulative | ||||||||||||
| Unrealized | ||||||||||||
| Fair Value | Basis | Gain | ||||||||||
| Equity securities | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
| December 31, 2025 | ||||||||||||
| Cumulative | ||||||||||||
| Unrealized | ||||||||||||
| Fair Value | Basis | Gain | ||||||||||
| Equity securities | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
Other Securities Measured at Fair Value
The following table presents the fair value of securities based on our election of the fair value option:
| June 30, 2026 | December 31, 2025 | |||||||||||||||
| Fair Value | % of Total | Fair Value | % of Total | |||||||||||||
| Convertible promissory note | $ | % | $ | % | ||||||||||||
| Total | $ | % | $ | % | ||||||||||||
Net Investment Income
Net investment income represents income primarily from the following sources:
| • | Income earned from investments in money market funds (recorded in Cash and cash equivalents) |
| • | Income earned on the convertible promissory note |
| • | Dividends received from Marketable securities |
| • | Income from unconsolidated or equity method investments |
The following table presents the components of Net investment income:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Interest on cash and cash equivalents | $ | $ | $ | $ | ||||||||||||
| Interest on convertible promissory note | ||||||||||||||||
| Net investment income | $ | $ | $ | $ | ||||||||||||
Net Gains (Losses)
Net gains and losses are determined by specific identification. The net realized gains and losses are generated primarily from the following sources:
| • | Realized gains and losses from investments in Marketable securities and the Skyline Note |
| • | Changes in the fair value of investments in Marketable securities and the Skyline Note |
The following table presents the components of Net gains (losses):
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Marketable securities | $ | ( | ) | $ | $ | $ | ||||||||||
| Net (losses) gains | $ | ( | ) | $ | $ | $ | ||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value guidance identifies three primary valuation techniques: the market approach, the income approach and the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset.
Fair Value Hierarchy
The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to observable inputs such as quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The maximization of observable inputs and the minimization of the use of unobservable inputs are required.
Classification within the fair value hierarchy is based upon the objectivity of the inputs that are significant to the valuation of an asset or liability as of the measurement date. The three levels within the fair value hierarchy are characterized as follows:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
Level 3 - Unobservable inputs for the asset or liability for which there is little, if any, market activity for the asset or liability at the measurement date. Unobservable inputs reflect the Company's own assumptions about what market participants would use to price the asset or liability. These inputs may include internally developed pricing models, discounted cash flow methodologies as well as instruments for which the fair value determination requires significant management judgment.
The following is a description of the valuation methodologies used for instruments carried at fair value. These methodologies are applied to asset and liabilities across the levels discussed above, and the observability of the inputs used determines the appropriate level in the fair value hierarchy for the respective asset or liability.
Valuation Methodologies of Financial Instruments Measured at Fair Value
Cash and cash equivalents and Restricted cash and cash equivalents - Money market instruments are measured at cost, which approximates fair values because of the relatively short time to maturity.
Equity securities - Whenever available, we obtained quoted prices in active markets for identical assets as of the balance sheet date to measure equity securities. Market price data is generally obtained from exchange or dealer markets.
Convertible promissory note - We initially estimate the fair value by reference to the transaction price. Subsequently, we estimate the fair value using discounted cash flow analyses and/or probability-weighted scenario analysis, with significant unobservable inputs including the probability and expected timing of a qualified financing, acquisition or other liquidity event, the expected enterprise value at conversion, and a discount rate reflecting the time value of money and risk characteristics of the investment.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents information about assets measured at fair value on a recurring basis and indicates the level of the fair value measurement based on the observability of inputs used:
| June 30, 2026 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Cash and cash equivalents (a) (b) | $ | $ | $ | $ | ||||||||||||
| Restricted cash and cash equivalents (a) (c) | ||||||||||||||||
| Marketable securities: | ||||||||||||||||
| Equity securities | ||||||||||||||||
| Total marketable securities | ||||||||||||||||
| Convertible promissory note | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| December 31, 2025 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Cash and cash equivalents (a) (b) | $ | $ | $ | $ | ||||||||||||
| Restricted cash and cash equivalents (a) (c) | ||||||||||||||||
| Marketable securities: | ||||||||||||||||
| Equity securities | ||||||||||||||||
| Total marketable securities | ||||||||||||||||
| Convertible promissory note | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| (a) | As of June 30, 2026 and December 31, 2025, included investments in money market mutual funds managed or advised by GAMCO Investors, Inc. |
| (b) | Excludes cash held in banks, which totaled $ |
| (c) | Excludes cash held in banks, which totaled $ |
There were liabilities subject to fair value on a recurring basis as of June 30, 2026 and December 31, 2025.
Changes in Level 3 Recurring Fair Value Measurements
The following tables present changes during the three and six months ended June 30, 2026 and 2025 in Level 3 assets and liabilities measured at fair value on a recurring basis, and the realized and unrealized gains (losses) related to the Level 3 assets in the Condensed Consolidated Balance Sheets as of June 30, 2026 and 2025:
| Three Months Ended June 30, 2026 | ||||||||||||||||
| Fair Value Beginning of Period | Net Realized and Unrealized Gains (Losses) Included in Income | Purchases and Sales, Net | Fair Value End of Period | |||||||||||||
| Assets: | ||||||||||||||||
| Convertible promissory note | $ | $ | $ | $ | ||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| Three Months Ended June 30, 2025 | ||||||||||||||||
| Fair Value Beginning of Period | Net Realized and Unrealized Gains (Losses) Included in Income | Purchases and Sales, Net | Fair Value End of Period | |||||||||||||
| Assets: | ||||||||||||||||
| Convertible promissory note | $ | $ | $ | $ | ||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| Six Months Ended June 30, 2026 | ||||||||||||||||
| Fair Value Beginning of Year | Net Realized and Unrealized Gains (Losses) Included in Income | Purchases and Sales, Net | Fair Value End of Period | |||||||||||||
| Assets: | ||||||||||||||||
| Convertible promissory note | $ | $ | $ | $ | ||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| Six Months Ended June 30, 2025 | ||||||||||||||||
| Fair Value Beginning of Year | Net Realized and Unrealized Gains (Losses) Included in Income | Purchases and Sales, Net | Fair Value End of Period | |||||||||||||
| Assets: | ||||||||||||||||
| Convertible promissory note | $ | $ | $ | $ | ||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
The following tables present the gross components of purchases and sales, net shown above for the three and six months ended June 30, 2026 and 2025 related to Level 3 assets and liabilities in the Condensed Consolidated Balance Sheets:
| Three Months Ended June 30, 2026 | ||||||||||||
| Purchases | Sales | Purchases and Sales, Net | ||||||||||
| Assets: | ||||||||||||
| Convertible promissory note | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
| Three Months Ended June 30, 2025 | ||||||||||||
| Purchases | Sales | Purchases and Sales, Net | ||||||||||
| Assets: | ||||||||||||
| Convertible promissory note | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
| Six Months Ended June 30, 2026 | ||||||||||||
| Purchases | Sales | Purchases and Sales, Net | ||||||||||
| Assets: | ||||||||||||
| Convertible promissory note | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
| Six Months Ended June 30, 2025 | ||||||||||||
| Purchases | Sales | Purchases and Sales, Net | ||||||||||
| Assets: | ||||||||||||
| Convertible promissory note | $ | $ | $ | |||||||||
| Total | $ | $ | $ | |||||||||
Quantitative Information about Level 3 Fair Value Measurements
As of June 30, 2026, the fair value of the convertible promissory note was determined to equal the transaction price of $
| • | approximately 14 days elapsed between the funding date and June 30, 2026, the measurement date |
| • | no new financing activity occurred at Skyline during this period; |
| • | no material developments in Skyline's technology, operations, or business prospects occurred during this period; and |
| • | no secondary market transactions in the Note or comparable instruments occurred during this period. |
Fair Value Measurements on a Non-Recurring Basis
The Company has other assets that may be subject to measurement at fair value on a non-recurring basis including intangible assets and other long-lived assets. The Company reviews the carrying value of long-lived assets whenever events and circumstances indicate that the carrying amounts of the assets may not be recoverable. If it is determined that the assets are impaired, the carrying value would be reduced to an estimated recoverable value.
As of June 30, 2026 and December 31, 2025, the Company did write down any assets to fair value.
Fair Value Information about Financial Instruments Not Measured at Fair Value
As of June 30, 2026 and December 31, 2025, the Company did not have any assets or liabilities classified as financial instruments that were not measured at fair value.
The Company holds variable interests in certain entities in the form of equity investments. The Company consolidates an entity under the variable interest entity ("VIE") guidance when it is determined the Company is the primary beneficiary.
The Company has no right to the benefits from, nor does it bear the risk associated with, VIEs beyond the Company's direct equity investments in these entities. If the Company were to liquidate, the assets held by VIEs would not be available to the general creditors of the Company as a result of the liquidation.
During June 2023, the Company was appointed as sole managing member of LGL Systems Nevada Management Partners, LLC ("LGL Nevada") and invested approximately $
During June 2026, Lynch Capital invested $
Consolidated VIEs
The Company's consolidated VIEs are LGL Systems and Skyline SPV.
The following table summarizes the assets and liabilities of the Company's consolidated VIEs included in the Condensed Consolidated Balance Sheets:
| June 30, 2026 | December 31, 2025 | |||||||
| Assets: | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash and cash equivalents | ||||||||
| Accounts receivable | ||||||||
| Total current assets | ||||||||
| Convertible promissory note, at fair value | ||||||||
| Other assets | ||||||||
| Total assets | $ | $ | ||||||
| Total liabilities | $ | $ | ||||||
The following table summarizes the non-controlling interests in the Company's consolidated VIEs:
| June 30, 2026 | December 31, 2025 | |||||||
| LGL Systems Acquisition Holding Company, LLC | $ | $ | ||||||
| Skyline Instruments May 2026, a Series of CGF2021 LLC | ||||||||
| Total | $ | $ | ||||||
The following table presents the revenue, net income (loss) attributable to non-controlling interests and net income (loss) attributable to LGL Group associated with our variable interests in consolidated VIEs, as classified in the Condensed Consolidated Statements of Operations:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Total revenue | $ | $ | $ | $ | ||||||||||||
| Net income attributable to non-controlling interests | ||||||||||||||||
| Net income attributable to LGL Group | ||||||||||||||||
Unconsolidated VIEs
The Company's unconsolidated VIEs are LGL Nevada and Skyline.
We calculate our maximum exposure to loss to be (i) the amount invested in the debt or equity of the VIE and (ii) other commitments and guarantees to the VIE.
| June 30, 2026 | December 31, 2025 | |||||||
| Total assets | $ | $ | ||||||
| Maximum exposure to loss: | ||||||||
| On-balance sheet (a) (b) | ||||||||
| Off-balance sheet | ||||||||
| Total | $ | $ | ||||||
| (a) | As of June 30, 2026 and December 31, 2025, the Company's investment in LGL Nevada was recorded in Other assets in the Condensed Consolidated Balance Sheets. |
| (b) | As of June 30, 2026, the Company's exposure to Skyline was reflected through Skyline SPV, a consolidated VIE, and recorded in Convertible promissory note, at fair value and Other assets (Accrued interest receivable) on the Condensed Consolidated Balance Sheets. |
LGL Systems Nevada Management Partners LLC
LGL Nevada was formed in October 2019 for the purpose of performing key management and controls decisions of LGL Systems. The remaining
Skyline Instruments Corporation
Through its investment in Skyline SPV, the Company holds a variable interest in Skyline in the form of the Skyline Note and related contractual rights. The Company determined that Skyline is a VIE under Financial Accounting Standards Board Accounting Standards Codification ("ASC") Topic 810, Consolidation ("ASC 810") because Skyline does not have sufficient equity at risk to finance its activities without additional subordinated financial support.
The Company evaluated whether it is the primary beneficiary of Skyline. Although Skyline SPV holds a board designation right, participation rights in future financings, and approval rights over certain extraordinary corporate events, the Company concluded that these are participating and protective rights that do not provide it with the power to direct the activities that most significantly impact Skyline's economic performance. Accordingly, the Company is not the primary beneficiary of Skyline and does not consolidate Skyline.
The Company's maximum exposure to loss related to Skyline is limited to the net assets of Skyline SPV as reflected on the Condensed Consolidated Balance Sheets. As of June 30, 2026, Skyline's total assets were $
In the normal course of business, the Company enters into various transactions with affiliated companies. Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial or operating decisions.
The following tables summarize income and expenses from transactions with related parties for the three and six months ended June 30, 2026 and 2025:
| Three Months Ended June 30, | ||||||||||||||||
| 2026 | 2025 | |||||||||||||||
| Income | Expense | Income | Expense | |||||||||||||
| GAMCO Investors, Inc. | $ | $ | $ | $ | ||||||||||||
| M-tron Industries, Inc. | ||||||||||||||||
| Alpha G Investment Management, Inc. | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| Six Months Ended June 30, | ||||||||||||||||
| 2026 | 2025 | |||||||||||||||
| Income | Expense | Income | Expense | |||||||||||||
| GAMCO Investors, Inc. | $ | $ | $ | $ | ||||||||||||
| M-tron Industries, Inc. | ||||||||||||||||
| Alpha G Investment Management, Inc. | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
The following table summarizes assets and liabilities with related parties as of June 30, 2026 and December 31, 2025:
| June 30, 2026 | December 31, 2025 | |||||||||||||||
| Assets | Liabilities | Assets | Liabilities | |||||||||||||
| GAMCO Investors, Inc. | $ | $ | $ | $ | ||||||||||||
| M-tron Industries, Inc. | ||||||||||||||||
| Alpha G Investment Management, Inc. | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
The material agreements whereby the Company generates revenues and expenses with affiliated entities are discussed below:
Investment Activity with GAMCO Investors, Inc.
Certain balances held and invested in various mutual funds are managed or advised by GAMCO Investors, Inc. or one of its subsidiaries (collectively, "GAMCO" or the "Fund Manager"), which is related to the Company through certain of our stockholders. Investments in related party mutual funds are overseen by the independent Audit Committee of the Board of Directors (the "Audit Committee"). The Audit Committee meets regularly to review the alternatives and has determined the current investments most reflect the Company's objective of lower cost, market return and adherence to having a larger proportion of underlying investments directly in United States Treasuries. For the three months ended June 30, 2026 and 2025, the Company paid the Fund Manager a fund management fee of approximately
As of June 30, 2026, the balance managed by the Fund Manager totaled $
For the three months ended June 30, 2026, the Company earned income on its investments managed by the Fund Manager totaling $
For the six months ended June 30, 2026, the Company earned income on its investments managed by the Fund Manager totaling $
Transactions with M-tron Industries, Inc.
Transitional Administrative and Management Services Agreement
On October 7, 2022, the separation of the M-tron Industries, Inc. ("MtronPTI") business from the Company was completed (the "Separation") and the business became an independent, publicly traded company trading on the NYSE American under the stock symbol "MPTI." The Separation was completed through the Company's distribution (the "Distribution") of
LGL Group and MtronPTI entered into an Amended and Restated Transitional Administrative and Management Services Agreement ("MtronPTI TSA"), which sets out the terms for services to be provided between the two companies post-separation. The current terms result in a net monthly payment of $
For the three months ended June 30, 2026 and 2025, the Company paid MtronPTI $
Tax Indemnity and Sharing Agreement
LGL Group and MtronPTI entered into a Tax Indemnity and Sharing Agreement ("MtronPTI Tax Agreement"), which sets out the terms for which party would be responsible for taxes imposed on the Company if the distribution, together with certain related transactions, were to fail to qualify as a tax-free transaction under Internal Revenue Code ("IRC") Sections 355 and 368(a)(1)(D) if such failure were the result of actions taken after the Distribution by the Company or MtronPTI.
For the three and six months ended June 30, 2026 and 2025, taxes related to the Distribution have been recorded in the Condensed Consolidated Financial Statements.
Other Transactions
LGL Group and MtronPTI have agreed to share salaries and benefits related to certain employees incurred by the LGL Group and/or Mtron. For the three and six months ended June 30, 2026, the Company reimbursed MtronPTI $
Transactions with Alpha G Investment Management, Inc.
Alpha G Investment Management, Inc. ("Alpha G") is related to the Company through certain of our stockholders. LGL Group and Alpha G agreed to share salaries and benefits related to certain employees incurred by Alpha G. For the three and six months ended June 30, 2026, the Company reimbursed Alpha G $
Skyline Instruments Corporation
In June 2026, Lynch Capital invested $
Investment Advisory Agreement
The Company serves as investment advisor to Skyline SPV pursuant to an Investment Advisory Agreement (the "Skyline IAA") between the Company and Skyline SPV. Under the Skyline IAA, the Company is responsible for all investment decisions with respect to Skyline SPV's assets, including decisions regarding the management, monitoring, conversion, disposition, and ultimate settlement of the Skyline Note. The Company has exclusive and unconditional authority to direct all activities that most significantly affect Skyline SPV's economic performance. As a result of this authority and the Company's equity interest in Skyline SPV held through Lynch Capital, the Company has determined that it is the primary beneficiary of Skyline SPV and consolidates Skyline SPV in its Condensed Consolidated Financial Statements. Refer to Note 6 - Variable Interest Entities for further information regarding the consolidation of Skyline SPV.
Board Seat at Skyline
Pursuant to a side letter agreement (the "Side Letter") between Skyline SPV and Skyline, Skyline SPV has the right to designate one member to Skyline's Board of Directors (the "Skyline Board"). The individual currently designated to serve on the Skyline Board pursuant to this right is the Company's chief executive officer. This individual serves on the Skyline Board in connection with Skyline SPV's investment in the Skyline Note and the related Side Letter rights, and their service as a Skyline Board member represents a related party relationship between the Company and Skyline given the Company's role as primary beneficiary and investment advisor of Skyline SPV.
The board seat carries rights equal to those of other members of the Skyline Board and confers no unilateral voting authority or veto rights at the board level. As established in the Company's VIE analysis, the board seat does not provide the Company or Skyline SPV with power to direct the activities that most significantly affect Skyline's economic performance, which are directed by Skyline's management in the ordinary course of Skyline's operations.
The Company’s quarterly provision for income taxes is measured using an annual effective tax rate, adjusted for discrete items within the period presented. To determine the annual effective tax rate, the Company estimates both the total income (loss) before income taxes for the full year and the jurisdictions in which that income (loss) is subject to tax. The actual effective tax rate for the full year may differ from these estimates if income (loss) before income taxes is greater than or less than what was estimated or if the allocation of income (loss) to jurisdictions in which it is taxed is different from the estimated allocations.
The Company's effective tax rates on continuing operations for the three and six months ended June 30, 2026 were
Under the Company’s 2021 Incentive Plan (the "Plan"), stock-based compensation may be issued to employees and non-employee directors. At the Company's 2026 Annual Meeting of Stockholders held on May 12, 2026, stockholders approved an amendment to the Plan to increase the number of shares of common stock authorized for issuance thereunder by
The following table summarizes stock-based compensation expense, which includes expenses related to awards granted under the Plan for the periods indicated:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Restricted stock awards | $ | $ | $ | $ | ||||||||||||
| Stock options | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
Restricted Stock Awards
The following table summarizes restricted stock awards activity for the period indicated:
| Number of Shares | Weighted Average Grant Date Fair Value | Aggregate Grant Date Fair Value | ||||||||||
| Balance as of December 31, 2025 | $ | $ | ||||||||||
| Granted | ||||||||||||
| Vested | ( | ) | ( | ) | ( | ) | ||||||
| Canceled | ||||||||||||
| Balance as of June 30, 2026 | $ | $ | ||||||||||
As of June 30, 2026, there was $
Stock Options
The Company estimates the fair value of stock options on the grant date using the Black-Scholes-Merton option-pricing model. The Black-Scholes-Merton option-pricing model requires subjective assumptions, including future stock price volatility and expected time to exercise. Option awards are generally granted with an exercise price equal to the market price of the Company's stock on the grant date.
The following table presents the weighted-average assumptions for stock options granted:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Expected volatility (a) | % | |||||||||||||||
| Expected annual dividend yield (b) | % | |||||||||||||||
| Risk-free interest rate (c) | % | |||||||||||||||
| Expected term, in years (d) | — | — | — | |||||||||||||
| (a) | The expected volatility is based on the implied volatility of the Company's historical stock price data over the expected term. |
| (b) | The yield is |
| (c) | The risk-free rate is based on the average U.S. Treasury zero-coupon rate over the four days prior to the grant date. We selected the risk-free rate that is commensurate with the length of the expected term as of the grant date, using interpolation where necessary. |
| (d) | The expected term is the simple average of the vesting periods and the contractual term. |
The following table provides a rollforward of stock option activity for the six months ended June 30, 2026:
| Number of Options Outstanding | Weighted Average Exercise Price | Weighted Average Grant Date Fair Value | Weighted Average Remaining Term (in years) | Aggregate Intrinsic Value | ||||||||||||||||
| Outstanding as of December 31, 2025 | $ | $ | — | $ | ||||||||||||||||
| Granted | ||||||||||||||||||||
| Exercised | — | — | — | |||||||||||||||||
| Forfeited | — | — | — | |||||||||||||||||
| Outstanding as of June 30, 2026 | $ | $ | $ | |||||||||||||||||
| Exercisable as of June 30, 2026 | $ | $ | $ | |||||||||||||||||
Shares Outstanding
The following table presents a rollforward of outstanding shares for the periods indicated:
| Six Months Ended June 30, 2026 | Year Ended December 31, 2025 | |||||||||||||||||||||||
| Common Stock Issued | Held in Treasury | Common Stock Outstanding | Common Stock Issued | Held in Treasury | Common Stock Outstanding | |||||||||||||||||||
| Shares, beginning of year | ( | ) | ( | ) | ||||||||||||||||||||
| Stock-based compensation | — | — | ||||||||||||||||||||||
| Stock issued for settlement of warrants | — | — | ||||||||||||||||||||||
| Shares withheld for income taxes | ( | ) | — | ( | ) | — | ||||||||||||||||||
| Repurchase of common stock | — | — | ( | ) | ( | ) | ||||||||||||||||||
| Shares, end of period | ( | ) | ( | ) | ||||||||||||||||||||
Warrants to Purchase Common Stock
On November 16, 2020, the Company issued
Pursuant to the warrant agreement, the Distribution was a qualifying dilutive event that required an adjustment to the exercise price and the trigger price for potential acceleration of the exercise date. Effective October 18, 2022, the warrant exercise price was adjusted to $
On March 4, 2025, the average VWAP of LGL Group Common Stock exceeded the Adjusted Trigger Price for 30 consecutive trading days, which resulted in the Warrants becoming immediately exercisable.
On November 6, 2025, the Company's Board of Directors (the "Board") approved an extension to the expiration date from November 16, 2025, a Sunday, which allowed holders to exercise their Warrants by the close of business on November 17, 2025, to Tuesday December 9, 2025. The Company subsequently extended the expiration date to December 31, 2025.
As of December 31, 2025, Warrant holders exercised
Subscription Rights Offering
On June 5, 2026, the Company issued
As of July 24, 2026, the Company completed the Rights Offering. Rightsholders exercised
Share Repurchase Program
On August 29, 2011, the Board authorized an expansion of its previously announced share repurchase program, pursuant to which the Company may repurchase up to an additional
11. Earnings Per Share ("EPS")
The following table presents a reconciliation of Net income (loss) and shares used in calculating basic and diluted net income (loss) per common share for the periods indicated:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Numerator for EPS: | ||||||||||||||||
| Net loss | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Less: Net income from attributable to non-controlling interests | ||||||||||||||||
| Net loss attributable to LGL Group common stockholders | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Denominator for EPS: | ||||||||||||||||
| Weighted average common shares outstanding - basic | ||||||||||||||||
| Dilutive effects (a): | ||||||||||||||||
| Warrants | ||||||||||||||||
| Subscription rights | ||||||||||||||||
| Stock options | ||||||||||||||||
| Restricted stock | ||||||||||||||||
| Weighted average common shares outstanding - diluted | ||||||||||||||||
| Loss per common share attributable to LGL Group common stockholders: | ||||||||||||||||
| Basic | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Diluted | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| (a) | For the three and six months ended June 30, 2026, weighted average shares used for calculating earnings per share excludes subscription rights to purchase |
In the normal course of business, the Company and its subsidiaries may become defendants in certain product liability, patent infringement, worker claims and other litigation. The Company records a liability when it is probable that a loss has been incurred and the amount is reasonably estimable. The Company is not involved in any legal proceedings other than routine litigation arising in the normal course of business, none of which the Company believes will have a material adverse effect on the Company's business, financial condition or results of operations.
13. Other Financial Statement Information
Inventories, Net
The Company reduces the value of its inventories to net realizable value when the net realizable value is believed to be less than the cost of the item.
The components of inventory as of June 30, 2026 and December 31, 2025 are summarized below:
| June 30, 2026 | December 31, 2025 | |||||||
| Raw materials | $ | $ | ||||||
| Work in process | ||||||||
| Finished goods | ||||||||
| Total gross inventory | ||||||||
| Reserve for excess and obsolete inventory | ( | ) | ( | ) | ||||
| Inventories, net | $ | $ | ||||||
Intangible Assets, Net
The components of intangible assets as of June 30, 2026 and December 31, 2025 are summarized below:
| June 30, 2026 | December 31, 2025 | |||||||
| Intellectual property | $ | $ | ||||||
| Gross intangible assets | ||||||||
| Less: Accumulated amortization | ( | ) | ( | ) | ||||
| Intangible assets, net | $ | $ | ||||||
14. Domestic and Foreign Revenues
Significant foreign revenues from operations (10% or more of foreign sales) were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Australia | $ | $ | $ | $ | ||||||||||||
| Germany | ||||||||||||||||
| Spain | ||||||||||||||||
| United Kingdom | ||||||||||||||||
| Norway | ||||||||||||||||
| All other foreign countries | ||||||||||||||||
| Total foreign revenues | $ | $ | $ | $ | ||||||||||||
| Total domestic revenue | $ | $ | $ | $ | ||||||||||||
The Company allocates its foreign revenue based on the customer's ship-to location.
The Company has evaluated events and transactions that occurred after the balance sheet date through the date that the Condensed Consolidated Financial Statements were issued. Based upon this review, the Company did not identify any subsequent events, other than those disclosed in Note 1 and Note 10, that would have required adjustment or disclosure in the Condensed Consolidated Financial Statements.
| Management’s Discussion and Analysis of Financial Condition and Results of Operations |
The following discussion and analysis of the Company's financial condition and results of operations should be read in conjunction with the accompanying unaudited Condensed Consolidated Financial Statements, the notes thereto and the other unaudited financial data included in this Quarterly Report on Form 10-Q. The following discussion should also be read in conjunction with the audited consolidated financial statements and the notes thereto, and "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on March 30, 2026. The terms "LGL," "LGL Group," "we," "our," "us," or the "Company" refer to The LGL Group, Inc. and its consolidated subsidiaries and unless otherwise defined herein, capitalized terms used herein shall have the same meanings as set forth in our condensed consolidated financial statements and the notes thereto.
Unless otherwise stated, all dollar amounts are in thousands.
In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Actual results may differ materially from those discussed in the forward-looking statements as a result of various factors. See the Cautionary Statement Concerning Forward-Looking Statements included in this Quarterly Report on Form 10-Q.
Overview
The Company is a holding company engaged in services, merchant investment, and manufacturing business activities. The Company, through its manufacturing business subsidiary, is engaged in the designing, manufacturing, and marketing of high-performance Frequency and Time Reference Standards that form the basis for timing and synchronization in various applications. The Company's primary markets are communications, networking, aerospace, defense, instrumentation, and industrial markets.
The accompanying unaudited condensed consolidated financial statements include the accounts of The LGL Group, Inc., its majority-owned subsidiaries, and variable interest entities ("VIE") of which we are the primary beneficiary.
We provide our products and services through our Electronic Instruments and Merchant Investment businesses. Activities not related to our business segments, such as our corporate operations and corporate-level assets and financial obligations, are included in Corporate.
Electronic Instruments Business
We operate our manufacturing business currently through our subsidiary, Precise Time and Frequency, LLC ("PTF"), a globally positioned producer of industrial Electronic Instruments and commercial products and services. Founded in 2002, PTF operates from our design and manufacturing facility in Wakefield, Massachusetts.
Merchant Investment Business
The LGL Group investment business is comprised of various investment vehicles in which LGL Group is either shareholder, partner, or has general partner interests, and through which LGL Group invests its capital. The Company seeks to invest available cash and cash equivalents in liquid investments with a view to enhancing returns as we continue to assess further acquisitions of, or investments in, operating businesses broadly. LGL Group core strengths include identifying and acquiring undervalued assets and businesses, often through the purchase of securities, increasing value through management, financial or other operational changes, and managing complex legal, regulatory or financial issues, which may include technical, engineering, environmental, zoning, permitting and licensing issues among others.
As of June 30, 2026, LGL Group had investments (classified within Cash and cash equivalents and Marketable securities) with a fair value of approximately $45.2 million, of which $26.2 million was held within the Merchant Investment business. The Company accounts for its Marketable securities under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 321, Investments - Equity Securities ("ASC 321") and as such, its Marketable securities are reported at fair value on its Condensed Consolidated Balance Sheets.
Recent Developments
At the Company's 2026 Annual Meeting of Stockholders held on May 12, 2026, stockholders approved an amendment to The LGL Group, Inc. 2021 Incentive Plan (the "Plan") to increase the number of shares of common stock authorized for issuance thereunder by 1,500,000 shares. Following this amendment, 2,276,512 shares remain available for future grant under the Plan as of June 30, 2026. The increase in the share reserve was made to (i) reward long-term Company performance; (ii) link employees' interests to long-term stockholder value creation; and (iii) enable the Company to attract and retain top-tier talent in a competitive marketplace.
The Company intends to file a Registration Statement on Form S-8 to register the additional shares. See Note 9 - Stock-Based Compensation to the Condensed Consolidated Financial Statements for further information.
Trends and Uncertainties
We are not aware of any material trends or uncertainties, other than global macroeconomic conditions affecting our industry generally that may reasonably be expected to have a material impact, favorable or unfavorable, on our revenues or income other than those listed below and those listed in Item 1A, Risk Factors, of our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on March 30, 2026.
Demand and Capacity for Precision Timing and Frequency Products
We believe several long-term trends in the defense and aerospace markets are increasing the strategic importance of precision timing and frequency technologies. Modern defense systems increasingly depend on accurate and resilient timing for communications, radar, electronic warfare, autonomous systems, distributed sensing and secure networks. The increasing complexity of distributed and networked defense architectures, together with greater awareness of the vulnerability of GPS- and GNSS-dependent systems in contested environments, is driving demand for more resilient positioning, navigation and timing ("PNT") capabilities, including high-performance timing references and synchronization products capable of maintaining accuracy and reliability in GPS-denied, degraded or disrupted environments. Continued investment in defense modernization, space-based systems, autonomous platforms and advanced communications may create additional opportunities for suppliers of precision timing technologies.
Consistent with these trends, we have experienced increasing demand for our frequency and timing products, reflected in growth in customer orders and order backlog over recent periods. We seek to position our precision timing business and related investments to benefit from this demand through continued product development, investment in security and resiliency capabilities, and selective investments and acquisitions. The extent to which this demand converts into shipments and revenue is uncertain, however, and depends on factors including customer procurement decisions, government spending priorities, program and production schedules, the availability and lead times of key components and raw materials, and our available manufacturing capacity.
A higher and more concentrated volume of orders may require us to expand or accelerate production capacity, add personnel, and increase purchases of materials and components in advance of shipment. These actions could increase our working capital requirements and affect the timing of our operating cash flows, as expenditures to fulfill orders may precede the related customer collections. We continue to monitor demand against our capacity and liquidity, but we cannot provide assurances as to the timing or extent to which this demand will result in revenue, or as to its impact on our operating results, cash flows or working capital in any given period.
Changing Interest Rates
The U.S. Federal Reserve decreased the federal funds rate a total of three times throughout 2025, resulting in a range from 3.50% to 3.75% as of December 31, 2025. Through the date of filing of this Quarterly Report on Form 10-Q, the Federal Reserve has maintained the federal funds rate in the same range as of December 31, 2025. If interest rates continue to decline, the returns generated by our investments in U.S. Treasuries could be adversely impacted.
Tariffs
The current U.S. federal administration has imposed tariffs on certain products and materials entering the United States imported from other countries. Additionally, foreign governments have imposed retaliatory tariffs on products and materials exported from the United States. Following the U.S. Supreme Court’s February 2026 decision striking down certain tariffs, the Trump Administration announced its intention to invoke other laws to collect tariffs and announced new tariffs on imports from all countries. There remains substantial uncertainty regarding the duration of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels, and whether further additional tariffs or other retaliatory actions may be imposed, modified, or suspended, and the impacts of such actions on our business.
Results of Operations - Consolidated
Three months ended June 30, 2026 compared to three months ended June 30, 2025
The following table presents our Condensed Statements of Operations for the periods indicated:
| Three Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net sales |
$ | 750 | $ | 491 | $ | 259 | 52.7 | % | ||||||||
| Net investment income |
412 | 428 | (16 | ) | (3.7 | %) | ||||||||||
| Net (losses) gains |
(9 | ) | 5 | (14 | ) | (280.0 | %) | |||||||||
| Total revenues |
1,153 | 924 | 229 | 24.8 | % | |||||||||||
| Expenses: |
||||||||||||||||
| Manufacturing cost of sales |
381 | 211 | 170 | 80.6 | % | |||||||||||
| Engineering, selling and administrative |
1,219 | 744 | 475 | 63.8 | % | |||||||||||
| Total expenses |
1,600 | 955 | 645 | 67.5 | % | |||||||||||
| Loss before income taxes |
(447 | ) | (31 | ) | (416 | ) | 1,341.9 | % | ||||||||
| Income tax (benefit) expense |
(95 | ) | 14 | (109 | ) | (778.6 | %) | |||||||||
| Net loss |
(352 | ) | (45 | ) | (307 | ) | 682.2 | % | ||||||||
| Less: Net income attributable to non-controlling interests |
1 | 6 | (5 | ) | (83.3 | %) | ||||||||||
| Net loss attributable to LGL Group common stockholders |
$ | (353 | ) | $ | (51 | ) | $ | (302 | ) | 592.2 | % | |||||
Total Revenues
Total revenues increased $229, or 24.8%, from $924 for the three months ended June 30, 2025 to $1,153 for the three months ended June 30, 2026. The increase was primarily due to a $259, or 52.7%, increase in Net sales from $491 for the three months ended June 30, 2025 to $750 for the three months ended June 30, 2026 driven by higher product shipments as orders in backlog as of March 31, 2026 converted to revenue.
Total Expenses
Total expenses increased $645, or 67.5%, from $955 for the three months ended June 30, 2025 to $1,600 for the three months ended June 30, 2026. The following items contributed to the overall increase:
| • |
a $170, or 80.6%, increase in Manufacturing cost of sales from $211 for the three months ended June 30, 2025 to $381 for the three months ended June 30, 2026 driven by the growth in revenues and changes in product and pricing mix; and |
| • |
a $475, or 63.8%, increase in Engineering, selling and administrative from $744 for the three months ended June 30, 2025 to $1,219 for the three months ended June 30, 2026 driven by a $143 increase in stock-based compensation due to grants made to key employees in January and May 2026, a $100 increase in professional service fees, a $37 increase in salaries and wages, and a $78 increase in other corporate expenses. |
Gross Margin
Gross margin (Net sales less Manufacturing cost of sales as a percentage of Net sales) decreased 780 basis points from 57.0% for the three months ended June 30, 2025 to 49.2% for the three months ended June 30, 2026 reflecting changes in product and pricing mix associated with volume-based pricing extended to a single customer in connection with increased order volume.
Income Tax Expense
Income tax expense (benefit) decreased $109, or 778.6%, from $14 for the three months ended June 30, 2025 to ($95) for the three months ended June 30, 2026 primarily due to the increase in Loss before income taxes.
Net Income Attributable to Non-Controlling Interests
Net income attributable to non-controlling interests decreased $5 from $6 for the three months ended June 30, 2025 to $1 for the three months ended June 30, 2026 primarily due to lower yields on United States Treasury money market funds and formation and other costs related to investment in Skyline SPV.
Six months ended June 30, 2026 compared to six months ended June 30, 2025
The following table presents our Condensed Statements of Operations for the periods indicated:
| Six Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net sales |
$ | 1,432 | $ | 989 | $ | 443 | 44.8 | % | ||||||||
| Net investment income |
801 | 845 | (44 | ) | (5.2 | %) | ||||||||||
| Net gains |
5 | 8 | (3 | ) | (37.5 | %) | ||||||||||
| Total revenues |
2,238 | 1,842 | 396 | 21.5 | % | |||||||||||
| Expenses: |
||||||||||||||||
| Manufacturing cost of sales |
715 | 448 | 267 | 59.6 | % | |||||||||||
| Engineering, selling and administrative |
2,755 | 1,384 | 1,371 | 99.1 | % | |||||||||||
| Total expenses |
3,470 | 1,832 | 1,638 | 89.4 | % | |||||||||||
| (Loss) income before income taxes |
(1,232 | ) | 10 | (1,242 | ) | (12,420.0 | %) | |||||||||
| Income tax (benefit) expense |
(275 | ) | 42 | (317 | ) | (754.8 | %) | |||||||||
| Net loss |
(957 | ) | (32 | ) | (925 | ) | 2,890.6 | % | ||||||||
| Less: Net income attributable to non-controlling interests |
18 | 25 | (7 | ) | (28.0 | %) | ||||||||||
| Net loss attributable to LGL Group common stockholders |
$ | (975 | ) | $ | (57 | ) | $ | (918 | ) | 1,610.5 | % | |||||
Total Revenues
Total revenues increased $396, or 21.5%, from $1,842 for the six months ended June 30, 2025 to $2,238 for the six months ended June 30, 2026. The increase was primarily due to a $443, or 44.8%, increase in Net sales from $989 for the six months ended June 30, 2025 to $1,432 for the six months ended June 30, 2026 primarily due to higher product shipments as orders in backlog converted to revenues.
The increase was partially offset by a $44, or 5.2%, decrease in Net investment income from $845 for the six months ended June 30, 2025 to $801 for the six months ended June 30, 2026 driven by lower yields on investments in United States Treasury money market funds.
Total Expenses
Total expenses increased $1,638, or 89.4%, from $1,832 for the six months ended June 30, 2025 to $3,470 for the six months ended June 30, 2026. The following items contributed to the overall increase:
| • |
a $267, or 59.6%, increase in Manufacturing cost of sales from $448 for the six months ended June 30, 2025 to $715 for the six months ended June 30, 2026 driven by the growth in revenues and changes in product and pricing mix; and |
| • |
a $1,371, or 99.1%, increase in Engineering, selling and administrative from $1,384 for the six months ended June 30, 2025 to $2,755 for the six months ended June 30, 2026 driven by $822 higher stock-based compensation due to grants made to key employees in January and May 2026, a $300 increase in professional service fees, a $85 increase in salaries and wages and related benefits, and a $100 increase in other corporate expenses. |
Gross Margin
Gross margin (Net sales less Manufacturing cost of sales as a percentage of Net sales) decreased 460 basis points from 54.7% for the six months ended June 30, 2025 to 50.1% for the six months ended June 30, 2026 reflecting changes in product and pricing mix associated volume-based pricing extended to a single customer in connection with increased order volume.
Income Tax Expense
Income tax expense (benefit) decreased $317, or 754.8%, from $42 for the six months ended June 30, 2025 to ($275) for the six months ended June 30, 2026 primarily due to the decrease in Income before income taxes.
Net Income Attributable to Non-Controlling Interests
Net income attributable to non-controlling interests decreased $7 from $25 for the six months ended June 30, 2025 to $18 for the six months ended June 30, 2026 primarily due to lower yields on United States Treasury money market funds.
Backlog
As of June 30, 2026, our order backlog was $3,628, an increase of $3,003, or 480.5%, from $625 as of December 31, 2025 and an increase of $3,101, or 588.4%, from $527 as of June 30, 2025. The backlog of unfilled orders includes amounts based on signed contracts likely to be fulfilled largely in the next 12 months but usually will ship within the next 90 days. Order backlog is adjusted quarterly to reflect project cancellations, deferrals, and revised project scope and cost, if any.
Results of Operations - Operating Segments
Electronic Instruments
Three months ended June 30, 2026 compared to three months ended June 30, 2025
The following table presents income from operations of our Electronic Instruments segment for the periods indicated:
| Three Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net sales |
$ | 750 | $ | 491 | $ | 259 | 52.7 | % | ||||||||
| Total revenues |
750 | 491 | 259 | 52.7 | % | |||||||||||
| Expenses: |
||||||||||||||||
| Manufacturing cost of sales |
381 | 211 | 170 | 80.6 | % | |||||||||||
| Engineering, selling and administrative |
341 | 212 | 129 | 60.8 | % | |||||||||||
| Total expenses |
722 | 423 | 299 | 70.7 | % | |||||||||||
| Income before income taxes |
$ | 28 | $ | 68 | $ | (40 | ) | (58.8 | %) | |||||||
Income Before Income Taxes
Income before income taxes decreased $40, or 58.8%, from $68 for the three months ended June 30, 2025 to $28 for the three months ended June 30, 2026. The decrease was primarily due to the following:
| • |
a $170, or 80.6%, increase in Manufacturing cost of sales driven by the growth in revenues and changes in product and pricing mix; and |
| • |
a $129, or 60.8%, increase in Engineering, selling and administrative driven by higher professional services and information technology-related fees and higher salaries and wages and related benefits associated with the growth in the business. |
The decrease was partially offset by a $259, or 52.7%, increase in Net sales reflecting higher product shipments as orders in backlog as of March 31, 2026 converted to revenue.
Six months ended June 30, 2026 compared to six months ended June 30, 2025
The following table presents income from operations of our Electronic Instruments segment for the periods indicated:
| Six Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net sales |
$ | 1,432 | $ | 989 | $ | 443 | 44.8 | % | ||||||||
| Total revenues |
1,432 | 989 | 443 | 44.8 | % | |||||||||||
| Expenses: |
||||||||||||||||
| Manufacturing cost of sales |
715 | 448 | 267 | 59.6 | % | |||||||||||
| Engineering, selling and administrative |
672 | 454 | 218 | 48.0 | % | |||||||||||
| Total expenses |
1,387 | 902 | 485 | 53.8 | % | |||||||||||
| Income before income taxes |
$ | 45 | $ | 87 | $ | (42 | ) | (48.3 | %) | |||||||
Income Before Income Taxes
Income before income taxes decreased $42, or 48.3%, from $87 for the six months ended June 30, 2025 to $45 for the six months ended June 30, 2026. The decrease was primarily due to the following:
| • |
a $267, or 59.6%, increase in Manufacturing cost of sales driven by the growth in revenues and changes in product and pricing mix; and |
| • |
a $218, or 48.0%, increase in Engineering, selling and administrative driven by higher professional services and information technology-related fees and higher salaries and wages and related benefits associated with the growth in the business. |
The decrease was partially offset by a $443, or 44.8%, increase in Net sales driven by higher product shipments as orders in backlog converted to revenues.
Merchant Investment
Three months ended June 30, 2026 compared to three months ended June 30, 2025
The following table presents income from operations of our Merchant Investment segment for the periods indicated:
| Three Months Ended June 30, |
||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||
| Revenues: |
||||||||||||||
| Net investment income |
$ | 239 | $ | 262 | $ | (23 | ) | (8.8%) |
||||||
| Total revenues |
239 | 262 | (23 | ) | (8.8%) |
|||||||||
| Expenses: |
||||||||||||||
| Engineering, selling and administrative |
202 | 114 | 88 | 77.2% |
||||||||||
| Total expenses |
202 | 114 | 88 | 77.2% |
||||||||||
| Income before income taxes |
$ | 37 | $ | 148 | $ | (111 | ) | (75.0%) |
||||||
Income Before Income Taxes
Income before income taxes decreased $111 from $148 for the three months ended June 30, 2025 to $37 for the three months ended June 30, 2026. The following items contributed to the overall decrease:
| • |
a $23, or 8.8%, decrease in Net investment income driven by lower yields on investments in United States Treasury money market funds; and |
| • |
a $88, or 77.2%, increase in Engineering, selling and administrative driven by higher corporate allocations and formation costs related to Skyline SPV. |
Six months ended June 30, 2026 compared to six months ended June 30, 2025
The following table presents income from operations of our Merchant Investment segment for the periods indicated:
| Six Months Ended June 30, |
||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||
| Revenues: |
||||||||||||||
| Net investment income |
$ | 462 | $ | 509 | $ | (47 | ) | (9.2%) |
||||||
| Total revenues |
462 | 509 | (47 | ) | (9.2%) |
|||||||||
| Expenses: |
||||||||||||||
| Engineering, selling and administrative |
327 | 208 | 119 | 57.2% |
||||||||||
| Total expenses |
327 | 208 | 119 | 57.2% |
||||||||||
| Income before income taxes |
$ | 135 | $ | 301 | $ | (166 | ) | (55.1%) |
||||||
Income Before Income Taxes
Income before income taxes decreased $166 from $301 for the six months ended June 30, 2025 to $135 for the six months ended June 30, 2026. The following items contributed to the overall decrease:
| • |
a $47, or 9.2%, decrease in Net investment income driven by lower yields on investments in United States Treasury money market funds; and |
| • |
a $119, or 57.2%, increase in Engineering, selling and administrative driven by higher corporate allocations and formation costs related to Skyline SPV. |
Corporate
Three months ended June 30, 2026 compared to three months ended June 30, 2025
The following table presents income from operations of our Corporate segment for the periods indicated:
| Three Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net investment income |
$ | 173 | $ | 166 | $ | 7 | 4.2 | % | ||||||||
| Net (losses) gains |
(9 | ) | 5 | (14 | ) | (280.0 | %) | |||||||||
| Total revenues |
164 | 171 | (7 | ) | (4.1 | %) | ||||||||||
| Expenses: |
||||||||||||||||
| Engineering, selling and administrative |
676 | 418 | 258 | 61.7 | % | |||||||||||
| Total expenses |
676 | 418 | 258 | 61.7 | % | |||||||||||
| Loss before income taxes |
$ | (512 | ) | $ | (247 | ) | $ | (265 | ) | 107.3 | % | |||||
Loss Before Income Taxes
Loss before income taxes increased $265, or 107.3%, from $247 for the three months ended June 30, 2025 to $512 for the three months ended June 30, 2026. The increase: was primarily due to a $258, or 61.7%, increase in Engineering, selling and administrative driven by higher stock-based compensation, higher salaries and wages and related benefits, and higher professional services fees.
Six months ended June 30, 2026 compared to six months ended June 30, 2025
The following table presents income from operations of our Corporate segment for the periods indicated:
| Six Months Ended June 30, |
||||||||||||||||
| (in thousands) |
2026 |
2025 |
$ Change |
% Change |
||||||||||||
| Revenues: |
||||||||||||||||
| Net investment income |
$ | 339 | $ | 336 | $ | 3 | 0.9 | % | ||||||||
| Net gains |
5 | 8 | (3 | ) | (37.5 | %) | ||||||||||
| Total revenues |
344 | 344 | — | 0.0 | % | |||||||||||
| Expenses: |
||||||||||||||||
| Engineering, selling and administrative |
1,756 | 722 | 1,034 | 143.2 | % | |||||||||||
| Total expenses |
1,756 | 722 | 1,034 | 143.2 | % | |||||||||||
| Loss before income taxes |
$ | (1,412 | ) | $ | (378 | ) | $ | (1,034 | ) | 273.5 | % | |||||
Loss Before Income Taxes
Loss before income taxes increased $1,034, or 273.5%, from ($378) for the six months ended June 30, 2025 to ($1,412) for the six months ended June 30, 2026. The increase: was primarily due to a $1,034, or 143.2%, increase in Engineering, selling and administrative driven by higher stock-based compensation, higher salaries and wages and related benefits, and higher professional services fees.
Liquidity and Capital Resources
Overview
Liquidity refers to our ability to access sufficient sources of cash to meet the requirements of our operating, investing and financing activities.
Capital refers to our long-term financial resources available to support business operations and future growth.
Our ability to generate and maintain sufficient liquidity and capital depends on the profitability of the businesses, timing of cash flows, general economic conditions and access to the capital markets and the other sources of liquidity and capital described herein.
As of June 30, 2026 and December 31, 2025, Cash and cash equivalents were $45.1 million and $41.5 million, respectively.
On July 24, 2026, the Company completed the Rights Offering. Rightsholders exercised 3,419,215, or 52.1%, of the Rights, in a net share settlement of 3,419,215 shares of Common Stock. The remaining 3,131,220 Rights expired unexercised in accordance with their terms. The Company distributed 2,643,499 shares of the 3,131,220 unallocated shares of Common Stock to Rightsholders who elected to participate in the over-subscription privilege. The gross proceeds to the Company were $41.8 million.
Cash Flow Activity
The following table presents the cash flow activity for the periods indicated:
| Six Months Ended June 30, |
||||||||
| (in thousands) |
2026 |
2025 |
||||||
| Cash, cash equivalents, and restricted cash, beginning of period |
$ | 41,514 | $ | 41,585 | ||||
| Cash provided by operating activities |
108 | 150 | ||||||
| Cash used in investing activities |
(1,968 | ) | — | |||||
| Cash provided by financing activities |
5,781 | — | ||||||
| Net change in cash, cash equivalents, and restricted cash |
3,921 | 150 | ||||||
| Cash, cash equivalents, and restricted cash, end of period |
$ | 45,435 | $ | 41,735 | ||||
Operating Activities
Cash provided by operating activities was $108 for the six months ended June 30, 2026 compared to $150 for the six months ended June 30, 2025, a decrease of $42, primarily due to the following:
| • |
Higher net loss; |
| • |
Higher non-cash adjustments, including: |
| • |
Stock based compensation increased $822 from $26 for the six months ended June 30, 2025 to $848 for the six months ended June 30, 2026; |
| • |
Working capital movements, including: |
| • |
Accounts receivable, which decreased $34 for the six months ended June 30, 2026 compared to a decrease of $230 for the six months ended June 30, 2025, due to timing of collection of receivables; |
| • |
Inventories, net, which increased $331 for the six months ended June 30, 2026 compared to a decrease of $13 for the six months ended June 30, 2025, due to purchases of materials to meet increased demand; and |
| • |
Accounts payable, accrued compensation and commissions, other accrued expenses and liabilities, and other liabilities, which increased $762 for the six months ended June 30, 2026 compared to a decrease of $99 for the six months ended June 30, 2025, due to higher expenses incurred and the timing of payments. |
Our working capital metrics and ratios were as follows:
| (in thousands) |
June 30, 2026 |
December 31, 2025 |
||||||
| Current assets |
$ | 47,006 | $ | 46,324 | ||||
| Less: Current liabilities |
1,811 | 915 | ||||||
| Working capital |
$ | 45,195 | $ | 45,409 | ||||
| Current ratio |
26.0 | 50.6 | ||||||
Management continues to focus on efficiently managing working capital requirements to match operating activity levels and will seek to deploy the Company’s working capital where it will generate the greatest returns.
Investing Activities
Cash used in investing activities was $1,968 for the six months ended June 30, 2026 compared to $0 for the six months ended June 30, 2025, an increase of $1,968 primarily due to investment in the Skyline Note in June 2026.
Financing Activities
Cash provided by financing activities was $5,781 for the six months ended June 30, 2026 compared to $0 for the six months ended June 30, 2025, an increase of $5,781 primarily due to $4.6 million from the settlement of warrants in January 2026 and $1.2 million in capital contributions from non-controlling interests in Skyline SPV in June 2026.
Capital Resources
We believe that existing cash and cash equivalents, marketable securities and cash generated from operations will provide sufficient liquidity to meet our ongoing working capital and capital expenditure requirements for the next 12 months from the date of this filing and for the foreseeable future.
Our Board has adhered to a practice of not paying cash dividends. This policy takes into account our long-term growth objectives, including our anticipated investments for organic growth, potential acquisitions and stockholders' desire for capital appreciation of their holdings. No cash dividends have been paid to the Company's stockholders since January 30, 1989, and none are expected to be paid for the foreseeable future.
Contractual Obligations
As of June 30, 2026, there have been no material changes in our contractual obligations from December 31, 2025, a description of which may be found in Part II, Item 7. Management Discussion and Analysis - Liquidity and Capital Resources - Contractual Obligations in the 2025 Annual Report.
Critical Accounting Estimates
Our accompanying Condensed Consolidated Financial Statements are prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the amounts reported in our financial statements and accompanying footnotes. These estimates are made and evaluated on an on-going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates, perhaps in material adverse ways, and those estimates could be different under different assumptions or conditions. For a discussion of the Company’s critical accounting estimates, other than those described below, see Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025.
Fair Value of the Skyline Note
Through our consolidated variable interest entity, Skyline Instruments May 2026, a Series of CGF2021 LLC ("Skyline SPV"), we hold a note receivable from Skyline Instruments Corporation ("Skyline") (the "Skyline Note"), for which we have elected the fair value option under FASB ASC Topic 825, Financial Instruments "ASC 825"). Because the Skyline Note is an obligation of an early-stage, privately held company for which there is no active market and no observable market prices, its fair value is measured using unobservable inputs and is classified within Level 3 of the fair value hierarchy.
We determined the fair value of the Skyline Note based on the transaction price in the arm's-length financing in which it was issued, which we concluded represented its fair value at the date of issuance and as of June 30, 2026. At each subsequent measurement date, we assess whether events or changes in circumstances indicate that the transaction price no longer approximates fair value, including Skyline's financial condition and operating results, its progress against development milestones, the terms of any subsequent financing transactions, and changes in market conditions. Determining whether such events have occurred, and whether they would result in a change in fair value, requires significant management judgment given the limited financial and market information available for an early-stage company.
If we determine in a future period that the transaction price no longer represents fair value, we would estimate fair value using other unobservable inputs and valuation techniques, which could result in a materially different measurement. Because we consolidate Skyline SPV, the full carrying amount of the Skyline Note is reflected in our Condensed Consolidated Financial Statements, and our maximum exposure to loss with respect to Skyline is the carrying amount of our investment in Skyline SPV. As a result, changes in this estimate could have a material effect on our reported financial position and results of operations.
| Quantitative and Qualitative Disclosures About Market Risk |
Not applicable.
| Controls and Procedures |
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934, as amended (the "Exchange Act") is recorded, processed, summarized and reported within the time periods specified in the rules and forms, and that such information is accumulated and communicated to us, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, an evaluation as of June 30, 2026 was conducted under the supervision and with the participation of our management, including our Principal Executive Officer and Principal Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures, as of June 30, 2026, were effective.
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
OTHER INFORMATION
| Legal Proceedings |
In the ordinary course of business, we may become subject to litigation or claims. We are not aware of any material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or our subsidiaries are a party or to which our properties are subject.
| Risk Factors |
Other than the trends and uncertainties described under Trends and Uncertainties above, the risk factors described in Part II, Item 1A. of this Quarterly Report, and general economic conditions affecting our industry, we are not aware of any additional material trends or uncertainties that may reasonably be expected to have a material impact, favorable or unfavorable, on our revenues or income beyond those described in Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2025.
Risks Related to the Skyline Transaction
Our investment in an early-stage company through a consolidated special purpose vehicle is subject to significant risk, and we could lose some or all of the amounts we have invested or committed.
Through our wholly owned subsidiary, Lynch Capital International, LLC, we invested $850 in Skyline Instruments May 2026, a Series of CGF2021 LLC (the "Skyline SPV"), a pooled investment vehicle that holds a note receivable from Skyline Instruments Corporation ("Skyline"), an early-stage company developing precision timing and GPS-denied sensing technologies. Early-stage companies such as Skyline have limited operating histories, are not yet profitable, and depend on the continued development and commercialization of unproven technologies and on their ability to secure defense and commercial contracts. Skyline may never generate meaningful revenue or achieve profitability, may require additional capital that is not available on acceptable terms, and may fail. Because we consolidate Skyline SPV as a variable interest entity, the full carrying amount of Skyline SPV's investment is reflected on our Condensed Consolidated Balance Sheets, and our maximum exposure to loss is the carrying amount of our investment in Skyline SPV. If Skyline's business does not develop as anticipated, we could lose some or all of this amount, which could adversely affect our results of operations and financial condition.
Our Skyline investment is illiquid and difficult to value, and its carrying value may not be realized.
There is no public market for the securities of Skyline or for interests in Skyline SPV, and we may be unable to dispose of our interest or recover our investment when we wish to do so, or at all. The value of an early-stage privately held company is inherently uncertain and is based on significant judgment and assumptions about future performance, financing, and market conditions. Subsequent events, including down-round financings, changes in Skyline's prospects, or an inability to secure anticipated contracts, could require us to recognize impairment or other losses, which could be material.
Risk Related to Our Securities
Stockholders who did not fully exercise their subscription rights in our June 2026 rights offering experienced a reduction in their proportionate ownership and voting interests.
On June 5, 2026, we distributed 6,550,435 transferable subscription rights to purchase shares of our common stock at a subscription price of $6.90 per share. Stockholders who did not exercise their subscription rights in full, or who sold or did not use their rights, own a smaller proportional interest in the Company, and their voting and economic interests were reduced, as a result of the shares issued in the offering.
We have broad discretion over the use of the net proceeds from the rights offering, and we may not use them effectively.
We intend to use the net proceeds from the rights offering to advance a broader defense technology and resilient infrastructure strategy, including opportunities related to precision timing and frequency and adjacent critical technologies. Our management has broad discretion in the application of these proceeds and could apply them in ways that do not improve our results of operations or enhance the value of our common stock. Pending their use, the proceeds may be invested in ways that do not yield a favorable return.
The subscription rights and our common stock have been subject to price volatility, and the transition of the rights to trading over the counter may have affected their liquidity.
The subscription rights were listed on the NYSE American under the symbol "LGL RT" and subsequently traded over the counter under the symbol "LGLGR." Securities that trade over the counter may have less liquidity and greater price volatility than securities listed on a national securities exchange, which may have affected the ability of holders to sell their rights at a desired time or price. The market price of our common stock may also fluctuate as a result of the additional shares issued in the offering.
| Unregistered Sales of Equity Securities and Use of Proceeds |
None
| Defaults upon Senior Securities |
Not applicable.
| Mine Safety Disclosures |
Not applicable.
| Other Information |
During the three months ended June 30, 2026, of our directors or officers, as defined in Section 16 of the Exchange Act, adopted or terminated a "Rule - trading arrangement" or a "non-Rule -1 trading arrangement," as each term is defined in Item 408 of Regulation S-K of the Exchange Act.
| Exhibits |
The following exhibits are included, or incorporated by reference, in this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026 (and are numbered in accordance with Item 601 of Regulation S-K):
| Incorporated by Reference | ||||||||||||
| Exhibit No. |
Description |
Form | File No. | Exhibit | Filing Date | Filed Herewith | ||||||
| 3. | Articles of Incorporation and Bylaws. | |||||||||||
| 3.1 |
8-K | 001-00106 | 3.1 | August 31, 2007 | ||||||||
| 3.2 |
8-K | 001-00106 | 3.2 | August 31, 2007 | ||||||||
| 3.3 |
8-K | 001-00106 | 3.1 | June 17, 2014 | ||||||||
| 3.4 |
8-K | 001-00106 | 3.1 | February 21, 2020 | ||||||||
| 3.5 |
8-K | 001-00106 | 3.1 | February 26, 2020 | ||||||||
| 3.6 |
The LGL Group, Inc. Certificate of Amendment to Certificate of Incorporation. |
8-K | 001-00106 | 3.1 | January 4, 2022 | |||||||
| 31.1 |
X | |||||||||||
| 31.2 |
X | |||||||||||
| 32.1 |
X | |||||||||||
| 32.2 |
X | |||||||||||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||||||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document* | X | ||||||||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document* | X | ||||||||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document* | X | ||||||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document* | X | ||||||||||
| 104 | The cover page for the Company’s Quarterly Report on Form 10-Q has been formatted in Inline XBRL and contained in Exhibit 101* | X | ||||||||||
| * |
In accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. |
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.
| THE LGL GROUP, INC. (Registrant) |
||
| August 14, 2026 |
By: | /s/ Jason D. Lamb |
| Jason D. Lamb |
||
| Chief Executive Officer (Principal Executive Officer) |
||
| August 14, 2026 |
By: | /s/ Patrick Huvane |
| Patrick Huvane |
||
| Executive Vice President - Business Development (Principal Financial Officer) |
||