NVE Corp - Form 8-K SEC filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 3, 2023

NVE Corporation
(Exact name of registrant as specified in its charter)

Minnesota	000-12196	41-1424202
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

	11409 Valley View Road, Eden Prairie, Minnesota	55344
	(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (952) 829-9217

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

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

Emerging growth company ☐

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

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

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	NVEC	The NASDAQ Stock Market, LLC

Item 2.02. Results of Operations and Financial Condition.
Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter and fiscal year ended March 31, 2023.

Item 8.01. Other Events.
NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable May 31, 2023 to shareholders of record as of May 15, 2023.

SIGNATURE

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

Date May 3, 2023

NVE CORPORATION
(Registrant)

/s/ JOSEPH R. SCHMITZ
Joseph R. Schmitz
Chief Financial Officer

INDEX TO EXHIBITS

Exhibit #

Description

Press release of NVE Corporation reporting results for the quarter and fiscal year ended Ma r ch 31, 202 3 and announcing a quarterly dividend.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

NVE Corporation Reports Fourth Quarter and Fiscal Year Results
and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—May 3, 2023—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and fiscal year ended March 31, 2023.

Total revenue for the fourth quarter of fiscal 2023 increased 91% to $12.8 million from $6.72 million for the prior-year quarter. The increase was due to a 95% increase in product sales and a 10% increase in contract research and development revenue. Net income for the fourth quarter of fiscal 2023 increased 116% to $8.23 million, or $1.70 per diluted share, compared to $3.82 million, or $0.79 per share, for the prior-year quarter.

For fiscal 2023, total revenue increased 42% to $38.3 million, compared to $27 million in the prior year. The increase was due to a 44% increase in product sales, partially offset by a 6% decrease in contract research and development revenue. Net income for the year increased 56% from the prior year to a record $22.7 million, or $4.70 per diluted share, from $14.5 million, or $3.00 per share, for fiscal 2022.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable May 31, 2023 to shareholders of record as of May 15, 2023.

“We are pleased to report record revenue and earnings for the quarter and fiscal year,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

NVE is a leader in the practical commercialization of spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store, and transmit information. The company manufactures high-performance spintronic products including sensors and couplers that are used to acquire and transmit data.

Statements used in this press release that relate to future plans, events, financial results, or performance are forward-looking statements that are subject to certain risks and uncertainties including, among others, such factors as our reliance on several large customers for a significant percentage of revenue, uncertainties related to the economic environments in the industries we serve, uncertainties related to future sales and revenues, risks and uncertainties related to future stock repurchases and dividend payments, as well as the risk factors listed from time to time in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2023.

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NVE CORPORATION STATEMENTS OF INCOME QUARTERS AND YEARS ENDED MARCH 31, 2023 AND 2022
	Quarter Ended March 31,
	2023		2022
Revenue
Product sales	$	12,408,832	$	6,367,082
Contract research and development		388,851		352,455
Total revenue		12,797,683		6,719,537
Cost of sales		2,529,311		1,564,370
Gross profit		10,268,372		5,155,167
Expenses
Research and development		611,489		813,244
Selling, general, and administrative		752,710		247,428
Total expenses		1,364,199		1,060,672
Income from operations		8,904,173		4,094,495
Interest income		408,127		302,609
Income before taxes		9,312,300		4,397,104
Provision for income taxes		1,079,656		581,084
Net income	$	8,232,644	$	3,816,020
Net income per share – basic	$	1.70	$	0.79
Net income per share – diluted	$	1.70	$	0.79
Weighted average shares outstanding
Basic		4,830,826		4,832,630
Diluted		4,836,365		4,833,253

	Year Ended March 31,
	2023		2022
Revenue
Product sales	$	37,196,717	$	25,867,649
Contract research and development		1,056,875		1,119,321
Total revenue		38,253,592		26,986,970
Cost of sales		8,062,311		6,263,090
Gross profit		30,191,281		20,723,880
Expenses
Research and development		2,583,994		2,925,874
Selling, general, and administrative		1,963,105		1,469,321
Total expenses		4,547,099		4,395,195
Income from operations		25,644,182		16,328,685
Interest income		1,448,655		1,171,128
Income before taxes		27,092,837		17,499,813
Provision for income taxes		4,398,379		2,992,312
Net income	$	22,694,458	$	14,507,501
Net income per share – basic	$	4.70	$	3.00
Net income per share – diluted	$	4.70	$	3.00
Weighted average shares outstanding
Basic		4,830,826		4,833,661
Diluted		4,832,096		4,835,639

NVE CORPORATION BALANCE SHEETS MARCH 31, 2023 AND 2022

	March 31, 2023			March 31, 2022
ASSETS
Current assets
Cash and cash equivalents	$	1,669,896		$	10,449,510
Marketable securities, short-term		15,513,095			20,839,683
Accounts receivable, net of allowance for uncollectible accounts of $15,000		6,523,344			4,704,829
Inventories		6,417,010			5,088,635
Prepaid expenses and other assets		663,459			420,520
Total current assets		30,786,804			41,503,177
Fixed assets
Machinery and equipment		10,484,365			9,739,244
Leasehold improvements		1,956,309		1,810,872
		12,440,674			11,550,116
Less accumulated depreciation and amortization		11,095,236		10,943,731
Net fixed assets		1,345,438			606,385
Deferred tax assets		572,038		483,469
Marketable securities, long-term		36,125,047		24,314,211
Right-of-use asset – operating lease		425,843		560,250
Total assets	$	69,255,170		$	67,467,492

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	281,712		$	943,535
Accrued payroll and other		1,375,250		1,356,689
Operating lease		175,798		156,121
Total current liabilities		1,832,760			2,456,345
Operating lease		342,908		446,018
Total liabilities		2,175,668		2,902,363

Shareholders’ equity
Common stock		48,308			48,308
Additional paid-in capital		19,295,442			19,256,485
Accumulated other comprehensive income		(1,213,858	)		(318,120	)
Retained earnings		48,949,610		45,578,456
Total shareholders’ equity		67,079,502		64,565,129
Total liabilities and shareholders’ equity	$	69,255,170		$	67,467,492