10-K/A

GEORGE RISK INDUSTRIES, INC. (RSKIA)

10-K/A 2025-08-22 For: 2025-04-30
View Original
Added on April 06, 2026

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

DC 20549

FORM

10-K/A

Amendment

No. 1

ANNUAL<br> REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended April 30, 2025

TRANSITION<br> REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For

the transition period from __________ to _________

Commission

File Number: 000-05378

GeorgeRisk Industries, Inc.

(Exact name of registrant as specified in its charter)

Colorado 84-0524756
(State<br> of incorporation) (IRS<br> Employer Identification No.)
802<br> South Elm St., Kimball, NE 69145
--- ---
(Address<br> of principal executive offices) (Zip<br> Code)

Registrant’s telephone number (308) 235–4645

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

Title<br> of Each Class Name<br> of Exchange on Which Registered
None None

Securities registered under Section 12(g) of the Act:

Title<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
Class<br> A Common Stock, $0.10 par value RSKIA OTC<br> Markets
Convertible<br> Preferred Stock, $20 stated value RSKIA OTC<br> Markets

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes<br> ☐ No<br> ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Sections 15(d) of the Act.

Yes<br> ☐ No<br> ☒

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act 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.

Yes<br> ☒ No<br> ☐

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 (§ 229-405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes<br> ☒ No<br> ☐

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<br> accelerated filer ☐ Accelerated<br> filer ☐
Non-accelerated<br> filer ☐ Smaller<br> reporting company ☒
Emerging<br> 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes<br> ☐ No<br> ☒

Based

on the closing sale price on October 31, 2024, the aggregate market value of the voting stock held by non-affiliates (assuming, for this purpose, that all directors, officers and owners of 5% or more of the registrant’s common stock are deemed affiliates) of the registrant was $29,340,000.

The

number of outstanding shares of the common stock as of August 22, 2025, was 4,891,830.

Explanatory

Note


This Amendment No. 1 on Form 10-K/A to our Annual Report for the year ended April 30, 2025, initially filed with the Securities and Exchange Commission (the “SEC”) on August 12, 2025 (the “Original Filing”), is being filed solely to correct (i) the date of the Report of Independent Registered Accounting set forth in the Original Filing.

Except as described above, no changes have been made to the Original Filing and this Amendment No. 1 does not modify, amend or update in any way any other information contained in the Original Filing. This Amendment No. 1 does not reflect events that may have occurred subsequent to the date the Original Filing was filed with the SEC.

Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Amendment No. 1 also contains new certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Because no financial statements have been included in this Amendment No. 1 and this Amendment No. 1 does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of those certifications have been omitted.

REPORT

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Stockholders of George Risk Industries, Inc.

Opinionon the Financial Statements


We have audited the accompanying balance sheets of George Risk Industries, Inc. (the Company) as of April 30, 2025 and 2024 and the related statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the two-year period ended April 30, 2025 and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of April 30, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the two-year period ended April 30, 2025 in conformity with accounting principles generally accepted in the United States of America.

Basisfor Opinion


These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

CriticalAudit Matters


The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

CriticalAudit Matter – Inventory Valuation

CriticalAudit Matter Description

The Company manufactures its inventory, which involves the capture of direct labor and manufacturing overhead costs to inventory instead of as an expense when valuing work-in-process and finished goods inventory. This process involves complex calculations based on employee hours worked on manufacturing inventory, and the amount of overhead that will be captured is based on management’s subjective judgments. These judgments can have a significant impact on the Company’s reported assets and earnings if they should prove to be significantly inaccurate.

Howthe Critical Audit Matter was Addressed in the Audit

Our principal procedures related to the Company’s valuation of work-in-process and finished goods inventory included the following:

We<br> evaluated management’s significant accounting policies related to the valuation of manufactured inventory, including the methodology<br> of how manufactured overhead is applied to inventory.
We<br> tested the direct labor applied to a sample of work-in-process and finished goods inventory items by agreeing employees’ applied<br> costs to their pay rates per their human resources file maintained by the company.
We<br> tested the application of manufacturing overhead to a sample of work-in-process and finished goods inventory by recalculating the<br> overhead we would expect to be applied based on the company’s standard overhead rate and the number of direct labor hours applied<br> to the inventory.

CriticalAudit Matter – Valuation of Investments

CriticalAudit Matter Description

The company has investments in publicly traded equity securities, state and municipal debt securities, REITS, and money markets and they are recorded at fair value. Some of these investments are Level 2 investments and can be hard to value. In addition, as the securities are held at fair value, management must assess securities that are in a significant unrealized loss position for other than temporary impairment. For these securities, management must make difficult and subjective judgments about the ability of the issuer to be able to meet its obligations under terms of the security. These judgments can have a significant impact on the Company’s reported earnings if they should prove to be significantly inaccurate.

Howthe Critical Audit Matter was Addressed in the Audit

Our principal procedures related to the Company’s process for debt securities valuations as well as the process for equity securities other than temporary impairment evaluation included are the following:

We<br> evaluated management’s significant accounting policies related to the identification of other than temporary impairment.
Valuation<br> specialists, with specialized skills and knowledge, were involved in the assessment of the fair values for a sample of Level 2 investments.
We<br> performed testing over a sample of securities to determine if conclusions reached by management regarding other than temporary impairment<br> were appropriate.

Haynie & Company

Salt<br> Lake City, UT
August<br> 12, 2025
PCAOD<br> #457
We<br> have served as the Company’s auditor since 1992

Item 15 Exhibits, Financial Statement Schedules

31.1 Certification pursuant to Rule 13a-14(a) of the Chief Executive Officer (Principal Financial and Accounting Officer)
104 Cover<br> Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

/s/ STEPHANIE M. RISK-MCELROY August<br> 22, 2025
STEPHANIE<br> M. RISK-MCELROY Date
President<br> and Chairman of the Board


Exhibit31.1

CERTIFICATION OF STEPHANIE M. RISK-MCELROY, CHIEF EXECUTIVE AND FINANCIAL OFFICER, PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934

I, Stephanie M. Risk-McElroy, certify that:

(1) I have reviewed this Form 10-K/A for the year ended April 30, 2025 of George Risk Industries, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Date:<br> August 22, 2025
/s/ Stephanie M. Risk-McElroy
Stephanie<br> M. Risk-McElroy
Chief<br> Executive and Financial Officer