U.S. UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10–KFORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year endedApril 30 2017, 2023

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to _________

Commission File Number:000–05378000-05378

George Risk Industries, Inc.

(Exact name of registrant as specified in its charter)

Colorado84–052475684-0524756
(State of incorporation)(IRS Employer Identification No.)

802 South Elm

St., Kimball, NE

69145

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number(308) (308) 235–4645

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

Title of Each ClassName of Exchange on Which Registered
NoneNone

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, $0.10 par valueRSKIAOTC Markets
Convertible Preferred Stock, $20 stated valueRSKIAOTC Markets

Class A Common Stock, $.10 par value

(Title of class)

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

Yes [  ]No [X]

Yes ☐       No

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 [  ]No [X]

Yes ☐       No

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 [X]No [  ]

Yes ☒       No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted 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 [  ]No [X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229-405 of this chapter) is not contained herein, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10–K or any amendment to this Form 10–K. [X]

Yes ☒       No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or a small reportingan 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 [  ]
Non-accelerated filer [  ]Smaller reporting company [X]
(Do not check if 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 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 [  ]No [X]

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. [  ]Yes ☐       No

The aggregate market value, as of August 8, 2017,July 28, 2023, of the common stock (based on the average of the bid and asked prices of the shares on the OTCBBOTCM of George Risk Industries, Inc.) 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) was approximately $14,790,000.$21,926,000.

The number of outstanding shares of the common stock as of August 8, 2017July 31, 2023 was 4,944,950.4,928,508.

DOCUMENTS INCORPORATED BY REFERENCE

A material vendor contract with a customer that accounts for a material portion of our sales.

 

 
 

Part I

Preliminary Note Regarding Forward-Looking Statements and Currency Disclosure

 

This annual report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors” that may cause our, or our industry’s, actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We do not intend to update any of the forward-looking statements to conform these statements to actual results except as required by applicable law, including the securities laws of the United States.

Our financial statements are stated in United States dollars, rounded to the nearest thousand, and are prepared in accordance with United States Generally Accepted Accounting Principles.

Item 1 Business

(a) Business Development

George Risk Industries, Inc. (GRI or the Company) was incorporated in 1967 in Colorado. The Company is presently engaged in the design, manufacture, and sale of custom computer keyboards, push buttonproximity switches, burglarsecurity alarm components and systems, pool access alarms, thermostats, EZ Duct wire covers, water sensors, electronic switching devices, high security switches and water sensors.wire and cable installation tools.

Products, Market, and Distribution

The Company designs, manufactures, and sells computer keyboards, push-buttonproximity switches, burglarsecurity alarm components and systems, pool access alarms, water sensors, electronic switching devices, high security switches, and water sensors. Our Telemarkwire and cable installation tools. The Security sales division, which concentrates on selling products for security purposes, comprises of approximately 95 percent96.6% of net revenues and these goods are sold throughto distributors and alarm dealers/installers.

The security segment has approximately 1,000 current customers. One of the distributors, ADI (which is a division of Honeywell International)Ademco, Inc. (previously known as ADI), accounts for approximately 40 percent35.8% of the Company’s sales of these products. Tri-Ed DistributionAnixter, Inc. accounts for another 11.5 percent24.2% of the security segment of the Company sales. LossThe loss of these distributors would be significant to the Company. However, both companies have purchased from the Company for many years and are expected to continue. Also, the Company has obtained a written agreement with ADI.Ademco. This agreement was signed in February 2011 and was initiated by the customer. The contents of the agreement include product terms, purchasing, payment terms, term and termination, product marketing, representations and warranties, product support, mutual confidentiality, indemnification and insurance, and general provisions.

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The keyboard and proximity switch segment has approximately 800300 customers. KeyboardThese products are primarily sold to original equipment manufacturers to their specifications and to distributors of off-the-shelf keyboards of proprietary design.

Competition

The Company has intense competition in the keyboardkeyboard/proximity and security/burglar alarm lines.

The security/burglar alarm segment has approximately eightsix major competitors. The Company competes well based on price, product design, quality, customization and prompt delivery.having products made in the USA.

The competitors in the keyboardkeyboard/proximity segment are larger companies with automated production facilities. GRI has emphasized small custom order sales that many of its competitors decline or discourage.

Research and Development

The Company performs research and development for its customers when needed and as requested. Costs in connection with such product development have been borne by the customers. Costs associated with the development of new products are expensed as incurred. The Company also does R&D for itself to help in the development of new products.

Employees

GRI has approximately 130175 employees.

Item 2 Properties

The Company owns the manufacturing and some of the office facilities.facilities that it operates in. Total square footage of the plant in Kimball, Nebraska is approximately 42,50050,000 sq. ft. A 7,500 sq. ft. warehouse for raw material storage was purchased in June 2017 when the Company acquired its cable and wiring segment and another 9,600 sq. ft. building was purchased in April 2020 for additional expansion. Additionally, the Company leasespurchased the 15,000 square feetsq. ft. building that it previously leased from Bonita Risk, which has been used mainly for $1,535 per month with Bonita Risk.offices, in November 2019. Bonita Risk is a director of the Company.

As of October 1, 1996, theThe Company also began operatingowns a satellite plantbuilding in Gering, NE. This expansion was done in coordination with Twin Cities Development. The Company leased manufacturing facilities until July 2005. During the first quarter of fiscal year end 2006, the Company purchased a buildingNE that is 7,200-sq.7,200 sq. ft. in size. This is used for manufacturing. Currently, there are 26approximately 34 employees at the Gering site.

Item 3 Legal Proceedings

None.

Item 4 Submission of Matters to a Vote of Security Holders

Not applicable.

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Part II

Item 5 Market for the Registrant’s Common Equity and Related Stockholders’ Matter

Principal Market

The Company’s Class A Common Stock, which is traded under the ticker symbol RSKIA, is currently quoted on the OTC Bulletin Board by one market maker.

Stock Prices and Dividends Information

2017 Fiscal Year High Low 
2023 Fiscal Year High Low 
May 1—July 31  7.65   7.12  $12.24  $11.02 
August 1—October 31  8.10   7.20   12.00   9.52 
November 1—January 31  8.45   7.30   11.60   10.35 
February 1—April 30  8.50   8.15   11.69   10.62 

2016 Fiscal Year High Low 
2022 Fiscal Year High Low 
May 1—July 31  8.65   7.90  $13.05  $12.30 
August 1—October 31  9.00   7.00   14.50   12.50 
November 1—January 31  8.25   5.50   15.84   13.20 
February 1—April 30  7.74   6.47   15.50   12.00 

On September 30, 2016,2022, a dividend of $.35$.60 per common share was declared for the fiscal year endedending April 30, 2017.2023.

For the prior fiscal year, a dividend of $.34$.50 per common share was declared on September 30, 2015.2021.

The number of holders of record of the Company’s Class A Common Stock as of April 30, 2017,2023, was approximately 1,200.1,101.

Repurchases of Equity Securities

On September 18, 2008, the Board of Directors approved an authorization for the repurchase of up to 500,000 shares of the Company’s common stock. Purchases can be made in the open market or in privately negotiated transactions. The Board did not specify an expiration date for the authorization.

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The following tables show repurchases of GRI’s common stock made on a quarterly basis:

20172023 Fiscal YearNumber of shares repurchased
May 1—July 31200
August 1—October 31070
November 1—January 3175,935175
February 1—April 30450200

20162022 Fiscal YearNumber of shares repurchased
May 1—July 3121513
August 1—October 313002,000
November 1—January 311,400700
February 1—April 301,95012,568

There are still approximately 265,000225,000 shares available to be repurchased under the current resolution.

Item 6 Selected Financial Data

As a smaller reporting company, we are not required to respond to this item.Not Applicable

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Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations

Executive Overview

George Risk Industries, Inc. (GRI) (the “Company”) is a diversified manufacturer of electronic components, encompassing the security industry’s widest variety of door and window contact switches, environmental products, wire and cable installation tools, proximity switches and custom keyboards. The security products division comprises the largest portion of GRI sales and products are sold worldwide through distributors, who in turn sell these products to security installation companies. These products are used for residential, commercial, industrial and government installations. International sales accounted for approximately 12.4%11.1% of revenues for fiscal year 20172023 and 6.4%10.7% for 2016.2022.

GRI is known for its quality American made products, top-notch customer service and the willingness to work with customers on their special applications.

GRI owns and operates its main manufacturing plant and offices in Kimball, Nebraska with a satellite plant 40 miles away in Gering, Nebraska.

The Company has substantial marketable securities holdings and these holdingholdings have a material impact on the financial results. For the fiscal year ending April 30, 2017,2023, the percentage of other income accounted for 21.12%(expense) was a gain of 12.98% of income before income taxes. In comparison, other income accounted for 22.12% of the income before income taxes for the year ending April 30, 2016.2022, the percentage of other income (expense) was a loss of 30.11% of the income before income taxes. Management’s philosophy behind having holdings in marketable securities is to keep the money working and gainingto gain interest on the cash that is not needed to be put back into the business. And overOver the years, the investments have kept the earnings per share up when the results from operations have not fared as well.

Management is always open to the possibility of acquiring a business that would complement our existing operations. This would probably not require any outside financing. The intent would be to utilizeoperations, which is exactly what took place in October 2017 when the equipment, marketing techniquesCompany purchased substantially all of the assets from Labor Saving Devices, Inc. (“LSDI”) and established customers to increase sales and profits.Roy Bowling (“Bowling”).

There are no known seasonal trends with any of GRI’s products, since wethe Company mostly sellsells to distributors and OEM manufacturers.original equipment manufacturers (OEMs). The products are tied to the housing industry and will fluctuate with building trends.

Liquidity and Capital Resources

Operating

 

Net cash increased $538,000decreased by $1,135,000 during the year ended April 30, 20172023 compared to an increasea decrease of $227,000$1,248,000 during the year ended April 30, 2016.2022. Accounts receivable decreased $61,000by $627,000 during the current year and showedwhile showing a $98,000 decrease$326,000 increase in the prior year. The smallercurrent decrease in cash flow from accounts receivable is the result of a reflectioncombination of the Company’s ability to collect onslightly faster collection of accounts receivable even though there has been a decrease inand decreased sales. At April 30, 2017, 69.92%2023, 79.90% of receivables were less than 4560 days and 1.3%4.95% were over 90 days. In comparison, 72.45%75.19% of the receivables were considered current (less than 4560 days) and less than 1%7.86% of the total were over 90 days past due for the prior year during the same period.

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Inventories decreasedincreased by $660,000$3,604,000 in the fiscal year ended April 30, 20172023, while the prior year showed an increase of $695,000$2,430,000 at year end. The current decreaseyear increase is a result of a continuation of decreased sales. The Company tends to buy many of its most commonly usedhaving more raw materials on an annual basishand since sales had increased previously and since there has been a trend of decreased sales, purchasing levelshaving the raw material costing more than before. In turn, with material and labor costs rising, the work in process and finished goods inventories have declined.also increased.

Prepaid expenses decreased by $761,000 while they increased by $125,000$903,000 in the current and prior year, respectively. The current year decrease is due to not having as many prepayments of raw materials than at year-end last year and decreased $40,000not having to renew multi-year subscriptions in the current year.

Income tax overpayment increased by $680,000 for the year ended April 30, 2016. The2023, compared to a $196,000 increase is due to prepayment of inventory that had not arrived at the door before year end.

Incomein income tax overpayment increasedpayable for the year ended April 30, 2017, up $55,000 from the prior year.2022. The current increase in the overpayment is a result of payinglargely due to having slightly lower sales and income before tax and not making larger income tax estimates based on prior year income.than last year.

For the year ended April 30, 2017,2023, accounts payable increased by $38,000$226,000 as compared to a decrease of $79,000$157,000 for the same period the year before. The change in cash inwith regards to accounts payable is largely based on timing. Payables are paid within terms and fluctuate based primarily on inventory needs for production. Accrued expenses decreased $12,000increased $111,000 for the year ended April 30, 2017, primarily2023, due to having fewer employees thansignificantly more accrued customer liability refund calculated compared to the year before.prior year.

Investing

 

As for our investment activities, $115,000$548,000 was spent on purchases of property and equipment during the current fiscal year, compared to $288,000$390,000 during the year ended April 30, 2016. The majority of these2022 These capitalized costs were the completionmainly consisted of molds that were constructed in our in-house toolpurchases of machinery and die department.equipment and making capital improvements. Additionally, the Company continues to purchase marketable securities, which include municipal bonds and quality stocks. Cash spent on purchases of marketable securities for the year ended April 30, 20172023 was $947,000 and $864,000 was$764,000 versus the $787,000 spent for the corresponding period last year. Conversely, net proceeds from the sale of marketable securities for the year endedwere $25,000 and $452,000 at April 30, 2017 were $587,0002023 and $64,000 for the same period last year. We use2022, respectively. The Company uses “money manager” accounts for most stock transactions. By doing this, the Company gives an independent third-party firm, who are experts in this field, permission to buy and sell stocks at will. The Company pays a quarterly service feefees based on the value of the investments.

As for other investment activities, a net amount of $55,000 was capitalized on other assets manufactured for the year ended April 30, 2017, while $12,000 was spent on these activities during the prior year.

Financing

Cash used in financing activities consists of two items. First, for the year ended April 30, 2017, $1,596,0002023, $2,689,000 was spent on the payment of dividends. The Company declared a dividend of $0.35$0.60 per share of common stock on September 30, 20162022 for the current fiscal year, while a $0.34$0.50 per share of common stock dividend was declared on September 30, 2015 was2021 and issued in the prior fiscal year. Furthermore,Second, the Company continues to purchase back its Class A common stock when the opportunity arises. For the year ended April 30, 2017,2023, the Company purchased $555,000$7,000 of treasury stock and $27,000$211,000 was bought back for the year ended April 30, 2016. We have2022. In an effort to repurchase its Class A Common Stock, the Company has been actively searching for stockholders that have been “lost” over the years. The payment of dividends over the last twelve fiscal years has also prompted many stockholders and/or their relatives and descendants to sell back their stock

At April 30, 2023, working capital increased 3.28% in comparison to the Company.previous fiscal year. The Company measures liquidity using the quick ratio, which is the ratio of cash, securities and accounts receivables to current obligations. The Company’s quick ratio decreased to 14.648 for the year ended April 30, 2023 compared to 15.549 for the year ended April 30, 2022.

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Results of Operations

GRI completed the fiscal year ending April 30, 20172023 with a net profit of 22.02%23.81% of net sales. Net sales were at $10,904,000,$19,979,000, down 2.99%3.65% over the previous fiscal year. The slight decrease in sales is a result of overall economic concerns that have impacteda slowing economy which has seen inflation grow to some of its highest levels in the country and some increased competition that has come into the industry.last 15 years. Cost of goods sold was 47.91%53.08% of net sales for the year ended April 30, 20172023 and 44.28%51.70% for the same period last year. Management continuesaims to keep labor and other manufacturing expenses in check, meeting the goal of keeping the cost of goods sold percentage within 50% and was just slightly over that percentage for the desired rangecurrent fiscal year. Management strives to be as efficient as possible since wages and material costs continue to increase, due to the increased inflation in our economy. Management offset some of 45 to 50%.these added expenses by implementing a 10% price increase effective January 1, 2023.

Operating expenses were 26.57%21.59% of net sales for the year ended April 30, 20172023 as compared to 25.81%21.06% for the corresponding period last year. Management’s goal is to keep the operating expenses around 30% or less of net sales, so the goal has been met for the current fiscal year. Income from operations for the year ended April 30, 20172023 was at $2,783,000,$5,060,000, which is a 17.22%10.41% decrease from the corresponding period last year, which had income from operations of $3,362,000.$5,648,000.

Other income and expense results for the fiscal year ended April 30, 20172023 produced a gain of $745,000.$755,000. This is in comparison to a gainloss of $955,000$1,307,000 for the fiscal year endedending April 30, 2016.2022. Dividend and interest income was $774,000,$1,068,000, which is down 10.73%up 3.99% over the prior year. Dividend and interest income at April 30, 20162022 was $867,000.$1,027,000. Investments in marketable securities are presented at fair value and an unrealized gain or loss is recorded within the statements of operations, a non-cash entry. As a result, an unrealized loss of $31,000 was recorded for the fiscal year ended April 30, 2023 and an unrealized loss of $2,764,000 was recorded for the prior year ended April 30, 2022. Net lossesloss on the sale of investments for the current fiscal year were $40,000,was $291,000, which is a 155.56%170.29% decrease over the prior year. Net gainsnet gain on the sale of investments of $414,000 for the fiscal year ending April 30, 2016 were $72,000.2022.

Net income for the year ended April 30, 20172023 was $2,401,000,$4,757,000, which is down 22.2%up 33.40% from the prior year, which produced a net income of $3,086,000.$3,566,000. Basic and diluted earnings per common share (“EPS”) for the year ended April 30, 20172023 was $0.48$0.96 per share. Basic and diluted EPS for the year ended April 30, 20162022 was $0.61$0.72 per share.

Management is hopeful that sales will increase for the fiscal year ending April 30, 2018.2024. Opportunities for Management include focusing on finding ways to get our products out to our customers in a timelier manner. One way we are doing this is by looking into more automation. Challenges facing Management include obtaining certain raw materials and the increased costs of most raw materials because of inflation. The Company’s mainCompany also struggles to get enough workers to fill production needs. Our Security sales division, of products that are sold (security switches) arewhich is our largest sales generator, is directly tied to the housing industry. And sinceindustry and we normally experience the housing industry’s performance has improved, the Company’s sales have also improved in relation to the economy.same fluctuations. We are always researching and developing new products that will help our sales increase. While weThere were not successful in launching the anticipateda few new or improved products that were successfully launched in fiscal year 2017,2023, and we are confident that more new products will be released soon, and we are searching for products that complement our current offerings.

At April 30, 2017, working capital increased 1.05% in comparison Management is always open to the previous fiscal year.possibility of acquiring a business or product line that would complement our existing operations. Due to the Company’s strong cash position, management believes this could be achieved without the need for outside financing. The Company measures liquidity usingintent is to utilize the quick ratio, which is the ratio of cash, securitiesequipment, marketing techniques and accounts receivablesestablished customers to current obligations. The Company’s quick ratio decreased to 20.881 for the year ended April 30, 2017 compared to 22.161 for the year ended April 30, 2016, reflecting a strong position in ability to meet capital needs as they arise.deliver new products and increase sales and profits.

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New product development

The GRI Engineering department continues to develop enhancements to our existing products as well as to develop new products that will continue to secure our position in the industry.

A new face plate for our pool alarms is nearing completion. The innovative design is slim in style and will also allow the homeowner to change the plate to match their décor.

The case for our CC-15 is complete and now needs to go to U.L. for approval. This will allow us to manufacture several different versions. One is a 15-amp version that would automatically turn on a whole room of lights. Another is a 220-volt version to be used in international markets.

We have completed two new low voltage switching devices and they have been introduced into the marketplace. The LVSD is a 2-amp, 12/24-VDC switching deviceExplosion proof contacts that will power devicesbe UL listed for hazardous locations are in development. There has been demand from our customers for this type of high security magnetic reed switch.

The Company is developing magnetic contacts which are listed under UL 634 Level 2. These sensors are for high security applications such as small motors, fans, sirens, strobesgovernment buildings, military use, nuclear facilities, and LED lights. The LEDSD is a 2amp, 12/24-VDC controller with 2.1mm x 5.5mm connectors for use with LED lighting (puck, rope, strip, track and more). It can be used to turn on LED lighting in cabinets, display cases, closets, pantries, etc.financial institutions.

Mold work has been completed on connectors for our EZ-Duct line and these connectors are currently out for U.L. testing. This will allow the raceway line to be U.L. Listed for fire rating and high voltage.

We continue to work on high security switches. We have a triple biased high security switch design nearly complete and an adjustable magnet design was completed for recessed mounting applications.

We continue to research the possibilities of fuel level sensing and how that may also serve other agricultural based needs. Several companies from around the world have been looking for ways to secure fuel tanks and trucks. Our emphasis would be in ways to safely monitor fuel levels and report tampering.

A new float water sensorResearch is being developed that will monitor water levelsdone on updating our small profile glass break detector, in livestock tanksaddition to looking at development of programmable temperature and sump pumps.humidity sensors with built-in hysteresis.

Wireless technology is a main area of focus for product development. We are looking intoconsidering adding wireless technology to some of our current products. A wireless contact switch is in the final stages of development. Also, we are working on wireless versions of our Pool Alarmmonitoring devices which include glass break detection, tilt sensing and environmental sensors that will be easy to install in current construction. We are also concentrating on making products compatible with Wi-Fi, smartphone technology and the increasing popular Z-Wave standard for wireless home automation.

An updated versionmonitoring. A redesign of our 200-36 overhead door switch line upbrass water valve shut-off system is nearingnear completion. The modified version, the 200-36UF, is being made as a universal fit switch. This will allow an installer to replace an existing switch without drilling new holes into the cement or adjusting the location. The modified case has an additional mounting hole along with reshaped mounting holes.

Two sizes of our custom power transfer device (PTDC) have been introduced. The PTDC series offers a secure way to channel electrical wiring from the door frame to the door and are used for powering exit bars, locks, electric strikes etc. GRI offers two different end pieces; 0.218” inside diameter and 0.313” inside diameter, which will allow different sizes of wire to be looped through the custom length armored cable.

Critical Accounting Policies

The discussion and analysis of ourthe financial condition and results of operations are based upon our consolidatedthe financial statements, which have been prepared in conformity with generally accepted accounting principles in the United States. The preparation of these financial statements requires us to makethe use of estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses reported in those financial statements. These judgments can be subjective and complex, and consequently actual results could differ from those estimates. OurThe most critical accounting policies relate to accounts receivable; marketable securities; inventory; income taxes; and segment reporting.

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Accounts receivable—Accounts receivable are customer obligations due under normal trade terms. The Company sells its products to security alarm distributors, alarm installers, and original equipment manufacturers. Management performs continuing credit evaluations of its customers’ financial condition and the Company generally does not require collateral.

The Company records an allowance for doubtful accountscredit losses based on an analysis of specifically identified customer balances. The Company has a limited number of customers with individually large amounts due at any given date. Any unanticipated change in any one of these customers’ credit worthiness or other matters affecting the collectability of amounts due from such customers could have a material effect on the results of operations in the period in which such changes or events occur. After all attempts to collect a receivable have failed, the receivable is written off.

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Marketable securities—The Company has investments in publicly traded equity securities, state and municipal debt securities, corporate bonds and REITs.real-estate investment trusts (REITs). The investments in securities are classified as available-for-sale securities, and are reported at fair value. The Company uses the average cost method to determine the cost of securities sold and any unrealized gains or losses on equity securities are reported in the amount reclassified out of accumulated other comprehensive income intorespective period’s earnings. Unrealized gains and losses on debt securities are excluded from earnings and reported separately as a component of stockholder’s equity. Dividend and interest income are reported as earned.

In accordance with the Generally Accepted Accounting Principles in the United States (US GAAP), the Company evaluates all marketable securities for other-than temporary declines in fair value. When the cost basis exceeds the fair market value for approximately one year, management evaluates the nature of the investment, cause of impairment and number of investments that are in an unrealized loss position. When it is determined that a security will probablylikely remain impaired, a recognized loss is booked and the investment is written down to its new fair value. The investments are periodically evaluated to determine if impairment changes are required.

Inventories—Inventories are valued at the lower of cost or marketnet realizable value. Costs are determined using the average cost-pricing method. The Company uses standardactual costs to price its manufactured inventories, approximating average costs. The reported net value of inventory includes finished saleable products, work-in-process and raw materials that will be sold or used in future periods. Inventory costs include raw materials, direct labor and overhead. The Company’s overhead expenses are applied, based in part, upon estimates of the proportion of those expenses that are related to procuring and storing raw materials as compared to the manufacture and assembly of finished products. These proportions, the method of their application, and the resulting overhead included in ending inventory, are based in part on subjective estimates and approximations and actual results could differ from those estimates.

In addition, the Company records an inventory obsolescence reserve, which represents the cost of the inventory that has had no movement in over two years. There is inherent professional judgment and subjectivity made by management in determining the estimated obsolescence percentage. In addition, and as necessary, the Company may establish specific reserves for future known or anticipated events.

Income Taxes—US GAAP requires use of the assets and liability method,method; whereby current and deferred tax assets and liabilities are determined based on tax rates and laws enacted as of the balance sheet date. Deferred tax expense represents the change in the deferred tax asset/liability balances.

10

Segment Reporting and Related Information—The Company designates the internal organization that is used by management for allocating resources and assessing performance as the source of the Company’s reportable segments. US GAAP also requires disclosures about products and services, geographic area, and major customers.

Related Party TransactionsThe Company leases a building from Bonita Risk. Ken Risk was the Chairman of the Board and President and CEO of the Company until his death in February 2013. Bonita Risk is Ken’s wife and is a director and an employee of the Company. This building contains the Company’s sales and accounting departments, maintenance department, engineering department and some production facilities. This lease requires a minimum payment of $1,535 on a month-to-month basis. The total lease expense for this arrangement was $18,420 for the fiscal years ended April 30, 2017 and 2016.

One of the directors of the board, Joel Wiens, is the principal shareholder of FirsTier Bank. FirsTier Bank is the financial institution the Company uses for its day to dayday-to-day banking operations. Year end balances of accounts held at this bank are $5,820,000$4,637,000 for the year ended April 30, 20172023 and $4,304,000$5,058,000 for the year ended April 30, 2016.2022. The Company also received interest income from FirsTier Bank in the amount of approximately $4,900$102,700 for the fiscal year ended April 30, 20172023 and approximately $1,500$58,800 was received for the fiscal year ended April 30, 2016.2022.

10

Item 8 Financial Statements

Index to Financial Statements

George Risk Industries, Inc.

Page
Report of Independent Registered Public Accounting FirmF-2
Balance Sheets—April 30, 20172023 and 20162022F-3F-4
Statements of Income For the Years Ended April 30, 20172023 and 20162022F-5F-6
Statements of Comprehensive Income For the Years Ended April 30, 20172023 and 20162022F-6F-7
Statements of Changes in Stockholders’ Equity For the Years Ended April 30, 20172023 and 20162022F-7F-8
Statements of Cash Flows For the Years Ended April 30, 20172023 and 20162022F-8F-10
Notes to Financial StatementsF-9F-11

Report of Independent Registered Public Accounting Firm

F-1

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Stockholders of George Risk Industries, Inc.

Kimball, Nebraska

Opinion on the Financial Statements

We have audited the accompanying balance sheets of George Risk Industries, Inc. (the Company) as of April 30, 20172023 and 2016,2022, 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, 2017. George Risk Industries, Inc.’s management is responsible2023, 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, 2023 and 2022, and the results of its operations and its cash flows for theseeach of the years in the two-year period ended April 30, 2023, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements.statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on thesethe 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 Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.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. Our audit included considerationAs part of our audits, we are required to obtain an understanding of internal control over financial reporting, as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes

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 supportingregarding the amounts and disclosures in the financial statements, assessingstatements. 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 statement presentation.statements. We believe that our audits provide a reasonable basis for our opinion.

In our opinion,Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements referredthat were communicated or required to above present fairly, in allbe communicated to the audit committee and that: (1) relate to accounts or disclosures that are material respects,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. 

 

F-2

Critical Audit Matter – Revenue Recognition – Refer to Note 1 of the Financial Statements

Critical Audit Matter Description

The Company primarily generates revenue through non-complex sales transactions that require limited judgement. However, there are instances in which revenue contracts contain complexities that are subject to critical judgment around when the performance obligation is satisfied. These specific elements of revenue are variable considerations, returns and allowances.

Consideration in contracts with customers is variable due to anticipated reductions such as discounts, rebates, and allowances. Accordingly, revenues are recorded net of estimated variable consideration, returns and allowances, based on known or expected values.

This matter was considered a critical audit matter as there is a high degree of auditor effort in performing procedures and evaluation of audit evidence related to contractual terms in customer arrangements to determine the amounts of consideration.

How the Critical Audit Matter was Addressed in the Audit

Our principal procedures related to the Company’s revenue recognition for these specific elements are the following:

We evaluated management’s significant accounting policies related to various elements of revenue recognition.
We performed analytical procedures to test the reasonableness of recorded balances.
For a sample of transactions, we inspected source documents, including customer contracts or purchase orders, third-party shipping information, invoices, and relevant communication.
Evaluated contractual terms in customer arrangements that impact management determination of the variable consideration related to the productions and related recognition of revenue on a sample basis.

Critical Audit Matter – Valuation of Investments – Refer to Note 1 and Note 3 of the Financial Statements

Critical Audit 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 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 judgements about the ability of the issuer to be able to meet its obligations under terms of the security. These judgements can have a significant impact on the Company’s reported earnings if they should prove to be significantly inaccurate.

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

/s/ Haynie and Company
We have served as the Company’s auditor since 1992.
Littleton, CO
Firm ID 457
July 31, 2023

 

F-3

George Risk Industries, Inc. as of April 30, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the two-year period ended April 30, 2017, in conformity with accounting principles generally accepted in the United States of America.

/s/ Haynie & Company

Littleton, Colorado

August 12, 2017

George Risk Industries, Inc.

Balance Sheets

As of April 30, 20172023 and 20162022

 2017 2016  2023  2022 
ASSETS             
     
Current Assets:                
Cash and cash equivalents $6,456,000  $5,918,000  $4,943,000  $6,078,000 
Investments and securities  26,382,000   24,530,000   31,363,000   30,979,000 
Accounts receivable:                
Trade, net of $2,425 and $74 doubtful account allowance for 2017 and 2016, respectively  1,848,000   1,912,000 
Trade, net of allowance for credit losses of $17,922 and $33,531 for 2023 and 2022, respectively  3,503,000   4,114,000 
Other  3,000   -   59,000   16,000 
Income tax overpayment  253,000   199,000   403,000    
Inventories, net  2,304,000   2,964,000   11,443,000   7,940,000 
Prepaid expenses  193,000   68,000   651,000   1,362,000 
Total Current Assets $37,439,000  $35,591,000   52,365,000   50,489,000 
                
Property and Equipment, at cost, net  739,000   756,000   1,997,000   1,782,000 
                
Other Assets                
Investment in Limited Land Partnership, at cost  273,000   253,000   344,000   344,000 
Projects in process  13,000   68,000   83,000   83,000 
Other  13,000   62,000 
Total Other Assets $286,000  $321,000   440,000   489,000 
                
Intangible Assets, net  1,149,000   1,271,000 
        
TOTAL ASSETS $38,464,000  $36,668,000  $55,951,000  $54,031,000 

The accompanying notes are an integral part of these financial statements.

F-4

George Risk Industries, Inc.

Balance Sheets (Continued)

As of April 30, 20172023 and 20162022

  2017  2016 
       
LIABILITIES AND STOCKHOLDERS’ EQUITY        
         
Current Liabilities        
Accounts payable, trade $69,000  $31,000 
Dividends payable  1,416,000   1,255,000 
Accrued expenses:        
Payroll and related expenses  308,000   320,000 
Total Current Liabilities $1,793,000  $1,606,000 
         
Long-Term Liabilities        
Deferred income taxes  906,000   278,000 
Total Long-Term Liabilities $906,000  $278,000 
         
Total Liabilities $2,699,000  $1,884,000 
         
Commitments and Contingencies  -   - 
         
Stockholders’ Equity        
Convertible preferred stock, 1,000,000 shares authorized, Series 1—noncumulative, $20 stated value, 25,000 shares authorized, 4,100 issued and outstanding  99,000   99,000 
Common stock, Class A, $.10 par value, 10,000,000 shares authorized, 8,502,881 shares issued and outstanding  850,000   850,000 
Additional paid-in capital  1,736,000   1,736,000 
Accumulated other comprehensive income  1,239,000   347,000 
Retained earnings  35,981,000   35,337,000 
Less: treasury stock, 3,557,606 and 3,481,021 shares, at cost  (4,140,000)  (3,585,000)
Total Stockholders’ Equity $35,765,000  $34,784,000 
         
TOTAL LIABILITES AND STOCKHOLDERS’ EQUITY $38,464,000  $36,668,000 

  2023  2022 

LIABILITIES AND STOCKHOLDERS’ EQUITY

      
       
Current Liabilities        
Accounts payable, trade $546,000  $320,000 
Dividends payable  2,565,000   2,296,000 
Deferred income  43,000    
Accrued expenses  421,000   354,000 
Income tax payable     277,000 
Total Current Liabilities  3,575,000   3,247,000 
         
Long-Term Liabilities        
Deferred income taxes  1,727,000   1,742,000 
Total Long-Term Liabilities  1,727,000   1,742,000 
         
Total Liabilities  5,302,000   4,989,000 
         
Commitments and Contingencies      
         
Stockholders’ Equity        
Convertible preferred stock, 1,000,000 shares authorized, Series 1—noncumulative, $20 stated value, 25,000 shares authorized, 4,100 issued and outstanding  99,000   99,000 
Common stock, Class A, $.10 par value, 10,000,000 shares authorized, 8,502,881 shares issued and outstanding  850,000   850,000 
Additional paid-in capital  1,934,000   1,934,000 
Accumulated other comprehensive income (loss)  (161,000)  (137,000)
Retained earnings  52,481,000   50,843,000 
Less: treasury stock, 3,572,338 and 3,571,693 shares, at cost  (4,554,000)  (4,547,000)
Total Stockholders’ Equity  50,649,000   49,042,000 
         
TOTAL LIABILITES AND STOCKHOLDERS’ EQUITY $55,951,000  $54,031,000 

The accompanying notes are an integral part of these financial statements.

F-5

George Risk Industries, Inc.

Income Statements

For the years ended April 30, 20172023 and 20162022

 Year ended Year ended  Year ended Year ended 
 April 30, 2017 April 30, 2016  April 30, 2023 April 30, 2022 
           
Net Sales $10,904,000  $11,240,000  $19,979,000  $20,735,000 
Less: Cost of Goods Sold  (5,224,000)  (4,977,000)  (10,605,000)  (10,720,000)
Gross Profit $5,680,000  $6,263,000   9,374,000   10,015,000 
                
Operating Expenses:                
General and Administrative  914,000   853,000   1,380,000   1,426,000 
Sales  1,892,000   1,937,000 
Selling  2,836,000   2,857,000 
Engineering  73,000   92,000   98,000   84,000 
Rent Paid to Related Parties  18,000   19,000 
Total Operating Expenses $2,897,000  $2,901,000   4,314,000   4,367,000 
                
Income From Operations  2,783,000   3,362,000   5,060,000   5,648,000 
                
Other Income (Expense)                
Other Income  11,000   16,000   6,000   16,000 
Dividend and Interest Income  774,000   867,000   1,068,000   1,027,000 
Gain (Loss) on Investments  (40,000)  72,000 
 $745,000  $955,000 
Unrealized (Loss) on Equity Securities  (31,000)  (2,764,000)
Gain (Loss) on Sale of Investment  (291,000)  414,000 
Gain on Sale of Assets  3,000    
Total Other Income (Expense)  755,000   (1,307,000)
                
Income Before Provisions for Income Taxes  3,528,000   4,317,000   5,815,000   4,341,000 
                
Provisions for Income Taxes                
Current Expense  1,140,000   1,252,000   1,226,000   1,669,000 
Deferred tax (benefit) expense  (13,000)  (21,000)
Deferred tax (benefit)  (168,000)  (894,000)
Total Income Tax Expense $1,127,000   1,231,000   1,058,000   775,000 
                
Net Income $2,401,000  $3,086,000  $4,757,000  $3,566,000 
                
Earnings Per Share of Common Stock                
Basic $0.48  $0.61  $0.96  $0.72 
Diluted $0.48  $0.61  $0.96  $0.72 
                
Weighted Average Number of Common Shares Outstanding (Basic)  4,984,013   5,024,428   4,930,835   4,941,825 
Weighted Average Number of Common Shares Outstanding (Diluted)  5,004,513   5,044,928   4,951,335   4,962,325 

The accompanying notes are an integral part of these financial statements.

F-6

George Risk Industries, Inc.

Statements of Comprehensive Income

For the years ended April 30, 20172023 and 20162022

 Year ended  Year ended 
  April 30, 2017  April 30, 2016 
       
Net Income $2,401,000  $3,086,000 
         
Other Comprehensive Income, Net of Tax        
Unrealized gain (loss) on securities:        
Unrealized holding gains (losses) arising during period  1,451,000   (1,545,000)
Less: reclassification adjustment for (gains) losses included in net income  82,000   (62,000)
Income tax expense related to other comprehensive income  (641,000)  672,000 
Other Comprehensive Income  892,000   (935,000)
         
Comprehensive Income $3,293,000  $2,151,000 
  Year ended  Year ended 
  April 30, 2023  April 30, 2022 
       
Net Income $4,757,000  $3,566,000 
         
Other Comprehensive (Loss), Net of Tax        
Unrealized (loss) on debt securities:        
Unrealized holding (losses) arising during period  (33,000)  (344,000)
Income tax benefit related to other comprehensive income  9,000   99,000 
Other Comprehensive (Loss)  (24,000)  (245,000)
         
Comprehensive Income $4,733,000  $3,321,000 

The accompanying notes are an integral part of these financial statements.

F-7

George Risk Industries, Inc.

Statements of Stockholders’ Equity

For the Years Ended April 30, 20172023 and 20162022

            Accumulated                      
 Preferred Stock Common Stock
Class A
 Paid-In Treasury Stock
(Common Class A)
 Other
Comprehensive
 Retained    Preferred Stock  

Common Stock

Class A

 
 Shares Amount Shares Amount Capital Shares Amount Income Earnings Total  Shares  Amount  Shares  Amount 
Balances, April 30, 2015  4,100  $99,000   8,502,881  $850,000  $1,736,000   3,477,156  $(3,558,000) $1,282,000  $33,960,000  $34,369,000 
Balances, April 30, 2021  4,100  $99,000   8,502,881  $850,000 
                                                        
Purchases of common stock                 3,865   -27,000         -27,000             
                                                        
Dividend declared at $0.34 per common share outstanding                          -1,709,000   -1,709,000 
Dividend declared at $0.50 per common share outstanding            
                                                        
Unrealized gain (loss), net of tax effect                       -935,000      -935,000             
                                                        
Net Income                          3,086,000   3,086,000             
                                                        
Balances, April 30, 2016  4,100   99,000   8,502,881   850,000   1,736,000   3,481,021   -3,585,000   347,000   35,337,000   34,784,000 
Balances, April 30, 2022  4,100   99,000   8,502,881   850,000 
Balances  4,100   99,000   8,502,881   850,000 
                
                
Prior period adjustment for provisions related to depreciation            
                                                        
Purchases of common stock                 76,585   -555,000         -555,000             
                                                        
Dividend declared at $0.35 per common share outstanding                          -1,757,000   -1,757,000 
Dividend declared at $0.60 per common share outstanding                
                                                        
Unrealized gain (loss), net of tax effect                       892,000      892,000             
                                                        
Net Income                          2,401,000   2,401,000             
                                                        
Balance, April 30, 2017  4,100  $99,000   8,502,881  $850,000  $1,736,000   3,557,606  $(4,140,000) $1,239,000  $35,981,000  $35,765,000 
Balance, April 30, 2023  4,100  $99,000   8,502,881  $850,000 
Balance  4,100  $99,000   8,502,881  $850,000 

The accompanying notes are an integral part of these financial statements.

F-8

George Risk Industries, Inc.

Statements of Cash FlowsStockholders’ Equity

  Year ended  Year ended 
  April 30, 2017  April 30, 2016 
       
Cash Flows From Operating Activities:        
Net Income $2,401,000  $3,086,000 
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation  187,000   182,000 
(Gain) loss on sale of investments  (180,000)  (141,000)
Impairment on investments  220,000   69,000 
Bad debt expense  2,000   (2,000)
Reserve for obsolete inventory  1,000   6,000 
Deferred income taxes  (13,000)  (21,000)
Changes in assets and liabilities:        
(Increase) decrease in:        
Accounts receivable  62,000   98,000 
Inventories  660,000   (695,000)
Prepaid expenses  (124,000)  40,000 
Employee receivables  (3,000)  2,000 
Income tax overpayment  (55,000)  335,000 
Increase (decrease) in:        
Accounts payable  38,000   (79,000)
Accrued expense  (12,000)  14,000 
Net cash provided by (used in) operating activities $3,184,000  $2,894,000 
         
Cash Flows From Investing Activities:        
(Purchase) of property and equipment  (115,000)  (288,000)
Proceeds from sale of marketable securities  587,000   64,000 
(Purchase) of marketable securities  (947,000)  (864,000)
(Purchase) of long-term investment  (20,000)  - 
Collections of loans to employees  -   1,000 
Net cash provided by (used in) investing activities $(495,000) $(1,087,000)
         
Cash Flows From Financing Activities:        
(Purchase) of treasury stock  (555,000)  (27,000)
Dividends paid  (1,596,000)  (1,553,000)
Net cash provided by (used in) financing activities $(2,151,000) $(1,580,000)
         
Net Increase (Decrease) in Cash and Cash Equivalents $538,000  $227,000 
         
Cash and Cash Equivalents, beginning of period $5,918,000  $5,691,000 
         
Cash and Cash Equivalents, end of period $6,456,000  $5,918,000 
         
Supplemental Disclosure for Cash Flow Information:        
Cash payments for:        
Income taxes paid $1,412,000  $1,380,000 
Interest expense  -   - 
         
Cash receipts for:        
Income taxes  185,000   447,000 

For the Years Ended April 30, 2023 and 2022

                        
 Paid-In

  Treasury Stock (Common Class A)  Accumulated Other
Comprehensive

  

Retained

    
 

Capital

  Shares  Amount  

Income (Loss)

  

Earnings

  Total 
Balances, April 30, 2021$1,934,000   3,556,412  $(4,336,000) $108,000  $49,749,000  $48,404,000 
                        
                       
Purchases of common stock    15,281   (211,000)        (211,000)
                       
Dividend declared at $0.50 per common share outstanding             (2,472,000)  (2,472,000)
                       
Unrealized gain (loss), net of tax effect          (245,000)     (245,000)
                       
Net Income             3,566,000   3,566,000 
                       
Balances, April 30, 2022 1,934,000   3,571,693   (4,547,000)  (137,000)  50,843,000   49,042,000 
Balances 1,934,000   3,571,693   (4,547,000)  (137,000)  50,843,000   49,042,000 
                       
Prior period adjustment for provisions related to depreciation             (161,000)  (161,000)
                        
Purchases of common stock    645   (7,000)        (7,000)
                        
Dividend declared at $0.60 per common share outstanding             (2,958,000)  (2,958,000)
                        
Unrealized gain (loss), net of tax effect          (24,000)     (24,000)
                        
Net Income             4,757,000   4,757,000 
                        
Balance, April 30, 2023$1,934,000   3,572,338  $(4,554,000) $(161,000) $52,481,000  $50,649,000 
Balance$1,934,000   3,572,338  $(4,554,000) $(161,000) $52,481,000  $50,649,000 

The accompanying notes are an integral part of these financial statements.

F-9

George Risk Industries, Inc.

Statements of Cash Flows

  Year ended  Year ended 
  April 30, 2023  April 30, 2022 
       
Cash Flows From Operating Activities:        
Net Income $4,757,000  $3,566,000 
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation and amortization  445,000   435,000 
Realized (gain) loss on sale of investments  224,000   (414,000)
Impairment on investments  67,000    
Unrealized loss on equity securities  31,000   2,764,000 
Provision for credit losses on accounts receivable  (16,000)  24,000 
Reserve for obsolete inventory  100,000   113,000 
(Gain) on sale of assets  (3,000)   
Deferred income taxes  (167,000)  (894,000)
Changes in assets and liabilities:        
(Increase) decrease in:        
Accounts receivable  627,000   (326,000)
Inventories  (3,604,000)  (2,430,000)
Prepaid expenses  761,000   (903,000)
Other receivables  (43,000)   
Income tax overpayment  (680,000)   
Increase (decrease) in:        
Accounts payable  226,000   (157,000)
Accrued expenses  111,000   (5,000)
Income tax payable     196,000 
Net cash from operating activities  2,836,000   1,969,000 
         
Cash Flows From Investing Activities:        
Proceeds from sale of assets  12,000    
(Purchase) of property and equipment  (548,000)  (390,000)
Proceeds from sale of marketable securities  25,000   452,000 
(Purchase) of marketable securities  (764,000)  (787,000)
(Purchase) of long-term investment     (24,000)
Net cash from investing activities  (1,275,000)  (749,000)
         
Cash Flows From Financing Activities:        
(Purchase) of treasury stock  (7,000)  (211,000)
Dividends paid  (2,689,000)  (2,257,000)
Net cash from financing activities  (2,696,000)  (2,468,000)
         
Net Change in Cash and Cash Equivalents  (1,135,000)  (1,248,000)
         
Cash and Cash Equivalents, beginning of year  6,078,000   7,326,000 
         
Cash and Cash Equivalents, end of year $4,943,000  $6,078,000 
         
Supplemental Disclosure for Cash Flow Information:        
Cash payments for:        
Income taxes paid $2,070,000  $1,575,000 
Interest expense      
         
Cash receipts for:        
Income taxes $176,000  $114,000 

The accompanying notes are an integral part of these financial statements.

F-10

George Risk Industries, Inc.

Notes to Financial Statements

April 30, 20172023

1.1.Nature of Business and Summary of Significant Accounting Policies

George Risk Industries, Inc. (GRI or the Company) was incorporated in 1967 in Colorado. The Company is presently engaged in the design, manufacture, and sale of custom computer keyboards, push buttonproximity switches, burglarsecurity alarm components and systems, pool access alarms, thermostats, EZ Duct wire covers, water sensors, electronic switching devices, high security switches, and water sensors.wire and cable installation tools.

Nature of Business—The Company is engaged in the design, manufacture, and marketing of custom computer keyboards, push-button switches, proximity sensors, security alarm components, pool access alarms, liquid detection sensors, raceway wire covers, wire and cable installation tools and various other sensors and devices.

Cash and Cash Equivalents—The Company considers all investments with a maturity of three months or less to be cash equivalents. The Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company continually monitors its banking relationships and consequently has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents.

Accounts Receivable and Allowance for Doubtful AccountsEstimated Credit Losses—Accounts receivable are customer obligations due under normal trade terms. The Company sells its products to security alarm distributors, alarm installers, and original equipment manufacturers. The Company extends credit to its customers based on their credit worthiness and performs continuing credit evaluations of its customers’ financial condition andcondition. If the Company generally doesbelieves the extension of credit is not require collateral.advisable, other payment methods such as prepayments are required. Balances deemed uncollectible by the Company are written off against our allowance for credit loss accounts.

The Company recordsmaintains an allowance for doubtfulestimated credit losses related to accounts receivable for future expected credit losses resulting from the inability or unwillingness of our customers to make required payments. We estimate our allowance for credit losses based on an analysisrelevant information such as historical experience, current conditions, and future expectation of specifically identified customer balances. This allowance is adjusted as appropriate to reflect current conditions. The Company has recorded an allowance for estimated credit losses of $17,922 for the year ended April 30, 2023 and $33,531 for the year ended April 30, 2022 For the fiscal year ended April 30, 2023, the provision for credit losses on accounts receivable was a credit of $17,171 compared to an expense of $24,199 for the fiscal year ended April 30, 2022.

Concentrations of Credit Risk The Company has a limited number of customers with individually substantial amounts due at any given date. Any unanticipated change in any one of these customers’ credit worthiness or other matters affecting the collectability of amounts due from such customers could have a material effect on the results of operations in the period in which such changes or events occur. After all attempts to collect a receivable have failed, the receivable is written off. The Company has recorded an allowance for doubtful accounts of $2,425 for the year ended April 30, 2017 and $74 for the year ended April 30, 2016. For the fiscal year ended April 30, 2017, bad debt expense was $2,351. For the fiscal year ended April 30, 2016, bad debt expense was a net credit of $2,489.

Inventories—Inventories are stated at the lower of cost or market.net realized value. Cost is determined using the average cost-pricing method. The Company uses standardactual costs to price its manufactured inventories, approximating average costs.

F-11

 

1.1.Nature of Business and Summary of Significant Accounting Policies, continued

Property and Equipment—Property and equipment are recorded at cost. Depreciation is calculated based on the following estimated useful lives using the straight-line method:

Classification Useful Life
in Years
 2017
Cost
  2016
Cost
 
Dies, jigs, and molds 3–7 $1,808,000  $1,685,000 
Machinery and equipment 5–10  1,195,000   1,156,000 
Furniture and fixtures 5–10  145,000   145,000 
Leasehold improvements 5–32  220,000   214,000 
Buildings 20–39  659,000   659,000 
Automotive 3–5  66,000   76,000 
Software 2–5  353,000   353,000 
Land N/A  13,000   13,000 
Total    4,459,000   4,301,000 
Accumulated depreciation    (3,720,000)  (3,545,000)
Net   $739,000  $756,000 

Schedule of Property and Equipment

Classification Useful Life
in Years
 2023
Cost
  2022
Cost
 
Dies, jigs, and molds 37 $1,871,000  $1,855,000 
Machinery and equipment 510  2,632,000   2,224,000 
Furniture and fixtures 510  222,000   222,000 
Improvements 532  605,000   541,000 
Buildings 2039  1,151,000   1,151,000 
Automotive 35  126,000   110,000 
Software 25  425,000   425,000 
Land N/A  80,000   80,000 
Total    7,112,000   6,608,000 
Property and equipment, gross    7,112,000   6,608,000 
Accumulated depreciation    (5,115,000)  (4,826,000)
Property and equipment, net   $1,997,000  $1,782,000 

Depreciation expense of $187,000$323,000 and $182,000$312,000 was charged to operations for the years ended April 30, 20172023 and 2016,2022, respectively.

Maintenance and repairs are charged to expense as incurred, and expenditures for major improvements are capitalized. When assets are retired or otherwise disposed of, the property accounts are relieved of costs and accumulated depreciation and any resulting gain or loss is credited or charged to operations.

Investment in Limited Land PartnershipIn November 2002, the Company purchased 6.67% of a prime 22-acre land parcel for development in Winter Park-Grand County, CO for investment purposes for a total of $200,000. The goal was to hold the property for resale(s) in 2-5 years, but many efforts to sell the property have not materialized. Over the years, there has been a total of $144,000 of additional contributions to aid in improvements and recurring expenses such as debt service, utilities, taxes, maintenance, insurance, and professional fees. Management has evaluated this investment and does not believe there is any impairment and that the full cost will be recovered when sold.

Intangible AssetsIntangible assets are amortized on a straight-line basis over their estimated useful lives, unless it is determined their lives to be indefinite. The intangible asset currently being amortized is intellectual property with a useful life of 15 years. As of April 30, 2023 the Company had $1,149,000 of net intangible asset costs, while the net intangible assets costs at April 30, 2022 were $1,271,000. Amortization expense was $122,000 for the year ended April 30, 2023 and $123,000 for the year ended April 30, 2022, respectively.

F-12

 

1.Nature of Business and Summary of Significant Accounting Policies, continued

As of April 30, 2023, future amortization of intangible assets is expected as follows:

Schedule of Future Amortization of Intangible Assets

Fiscal year end Amortization amount 
2024 $121,000 
2025 $121,000 
2026 $121,000 
2027 $121,000 
2028 $121,000 
Thereafter $544,000 
Total $1,149,000 

Advertising—

Basic and Diluted Earnings per ShareThe Company computes earnings per share in accordance with Accounting Standards Codification (“ASC”) 260-10-45 Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of income. Basic earnings per share is computed by dividing net earnings available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings per share excludes all potential common shares if their effect is anti-dilutive.

AdvertisingAdvertising costs are expensed as incurred and are included in selling expenses. Advertising expense amounted to $330,000$105,000 and $289,000$162,000 for the years ended April 30, 20172023 and 2016,2022, respectively.

Income TaxesUS GAAP requires use of the liability method, whereby current and deferred Deferred tax assets and liabilities are determined based onrecorded for the future consequences of events that have been recognized in the Company’s financial statements or tax rates and laws enacted asreturns. Measurement of the balance sheet date. Deferred tax expense represents the change in the deferred tax asset/liability balances.

The flow-through method of accounting for tax credits has been adopted by the Company. Such credits are reflected as a reduction of the provision for income taxes in the year in which they become available.

Net Income Per Common Share—Net income per common shareitems is based on enacted tax laws. In the weighted average numberevent the future consequences of common shares outstanding during each fiscal year. The dilutive effect of convertible preferred stock is reflected in diluted earnings per share by applicationdifferences between financial reporting bases and tax bases of the if-converted method. Under this method, preferred dividends applicable to convertible preferred stock are added toCompany’s assets or liabilities result in a deferred tax asset, we evaluate the numeratorprobability of realizing the future benefits comprising that asset and convertible preferred stock is assumed to have been converted atrecord a valuation allowance if considered necessary.

Accounting standards prescribe a recognition threshold and a measurement attribute for the beginningfinancial statement recognition and measurement of the period.positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. A “more likely than not” tax position is measured as the largest amount of benefit that is greater than a fifty percent likelihood of being realized upon ultimate settlement, or else a full reserve is established against the tax asset or a liability is recorded. The Internal Revenue Service (“IRS”) may generally access additional income tax records for the most recent three years. This would generally prevent the IRS from opening an examination for years ending on or before April 30, 2019. However, there are exceptions that can extend the statute of limitations to six years, and in some cases, prevent the statute of limitations from ever expiring. Interest and penalties accrued on uncertain tax positions are recorded as income tax expense.

F-13

 

1.1.Nature of Business and Summary of Significant Accounting Policies, continued

It has been determined that the Company does not have uncertain tax positions on its tax returns for the years 2022, 2021, and prior. Based on evaluation of the 2023 transactions and events, the Company does not have any material uncertain tax positions that require measurement.

Accounting Estimates—The preparation of these financial statements requires the use of estimates and assumptions including the carrying value of assets. The estimates and assumptions result in approximate rather than exact amounts.

Fair Value of Financial InstrumentsFinancial Certain financial instruments consistare required to be recorded at fair value. Changes in assumptions or estimation methods could affect the fair value estimates; however, we do not believe any such changes would have a material impact on our financial condition, results of operations or cash andflows. Other financial instruments, including cash equivalents, certain investments and short-term debt, are recorded at cost, which approximates fair value. The fair values of long-term debt and financial instruments are disclosed in Note 11.

Investments— The accounting policies for the Company’s principal investments are as follows: Debt Securities and Equity Securities: Effective May 1, 2018, the Company adopted Accounting Standards Update 2016-01 “Financial Instruments-Overall (ASC Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities”. As a result, the Company measures its equity securities at fair value and recognizes any changes in fair value in net income. Prior to adoption, equity securities were designated as available-for-sale and reported at fair value with unrealized capital gains (losses) recorded in Accumulated other comprehensive income (loss) (“AOCI”). The Company’s debt securities are currently designated as available-for-sale. Available-for-sale securities are reported at fair value and unrealized capital gains (losses) on these securities are recorded directly in AOCI and presented, net of related changes, in deferred income taxes. Purchases and sales of debt securities and equity securities are recorded on the trade date. Investment gains and losses on sales of securities are generally determined on a first-in-first-out (“FIFO”) basis.

The Company evaluates all marketable securities accounts receivable and accounts payable. The carrying values of these financial instruments approximatefor other-than temporary declines in fair value, duewhich are defined as when the cost basis exceeds the fair value for approximately one year. The Company also evaluates the nature of the investment, cause of impairment and number of investments that are in an unrealized position. When an “other-than-temporary” decline is identified, the Company will decrease the cost of the marketable security to their short-term nature.the new fair value and recognize a real loss. The investments are periodically evaluated to determine if impairment changes are required.

Revenue RecognitionRevenueThe Company accounts for revenue using the guidance provided by ASC 606, “Revenue from Contracts with Customers.” The Company recognizes product revenue using a five-step approach to determine the amount and timing of revenue to be recognized. The five-step approach requires (1) identifying the contract with the customer, (2) identifying the performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the performance obligations in the contract and (5) recognizing revenue when performance obligations are satisfied. The Company recognizes revenue for product sales upon transfer of title to the customer. Customer purchase orders and/or contracts are generally used to determine the existence of an arrangement. Shipping documents and the completion of any customer acceptance requirements, when applicable, are used to verify product delivery or that services have been rendered. The Company assesses whether a price is fixed or determinable based upon the payment terms associated with the transaction and whether the sales price is subject to refund or adjustment. Payments received from customers in advance of product shipment or revenue recognition are treated as deferred revenues and recognized when risksthe product is shipped.

F-14

1.Nature of Business and Summary of Significant Accounting Policies, continued

Variable Consideration — The Company measures revenue as the amount of consideration for which it expects to be entitled in exchange for transferring goods. Certain customers may receive cash and/or non-cash incentives such as cash rebates, customer discounts (such as volume or trade discounts), which are accounted for as variable consideration. In some cases, the Company must apply judgment, including contractual rates and benefitshistorical payment trends, when estimating variable consideration.

Product Returns — In the normal course of business, the Company may allow customers to return product per the provisions in ownershipa sale agreement. Estimated product returns are transferred,recorded as a reduction in reported revenues with offsetting entries recorded in the balance sheet quarterly based upon historical product return experience, adjusted for known trends, to arrive at the amount of consideration expected to receive.

Product Warranties — In the normal course of business, the Company offers warranties for a variety of its products. The specific terms and conditions of the warranties vary depending upon the specific product and markets in which normally occursthe products were sold. The Company accrues for the estimated cost of product warranty at the time of shipmentsale based on historical experience.

Shipping and Handling Costs — The Company considers all shipping and handling to be fulfillment activities and not a separate performance obligation. Shipping and handling costs are recorded as cost of products.sales.

Research and Development Costs — Generally, costs related to the research, design, and development of products are charged to engineering expense as incurred. Certain research and development costs are recognized under assets in the balance sheet.

Comprehensive Income—US GAAP requires disclosure of total non-stockholder changes in equity in interim periods and additional disclosures of the components of non-stockholder changes in equity on an annual basis. Total non-stockholder changes in equity include all changes in equity during a period except those resulting from fiscal investments by and distributions to stockholders.

Segment Reporting and Related Information—The Company designates the internal organization that is used by management for allocating resources and assessing performance as the source of the Company’s reportable segments. US GAAP also requires disclosures about products and services, geographic area and major customers. At April 30, 2017,2023, the Company operated in twothree segments organized by security line products, cable and wiring tools (Labor Saving Devices - LSDI) products, and all other products. See Note 9 for further segment information disclosures.

Reclassifications—Certain reclassifications have been made

Prior Period Financial Statement Adjustment – In connection with the preparation of our financial statements, we identified an immaterial misstatement to conformour financial statements in the Company’s fiscal year end 2022 Annual Report. The misstatement is related to a difference in deferred taxes on depreciation for a few years and up through the current year presentation. The total net incomeended April 30, 2022. In accordance with Staff Accounting Bulletins No. 99 (“SAB No. 99”) Topic 1.M, “Materiality” and SAB No. 99 Topic 1.N “Considering the Effects of Misstatements when Quantifying Misstatements in the Current Year Financial Statements,” we evaluated the misstatement and determined that the related impact was not consequential to our financial statements for any annual or interim period for fiscal 2022, any other prior period, nor would the cumulative impact of correcting the misstatement be consequential to our results of operations and equity are unchanged due those reclassifications.for the fiscal and interim periods of 2023. 

F-11

1.Nature of Business and Summary of Significant Accounting Policies, continued

Recently Issued Accounting PronouncementsIn May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers. The objective of this update is There are no new accounting pronouncements that are expected to providehave a robust framework for addressing revenue recognition issues and, upon its effective date, replaces almost all existing revenue recognition guidance. This update is effective in annual reporting periods beginning after December 15, 2017 and the interim periods within that year. The Company is evaluating thesignificant impact of this update on the Company’sour financial statements.

In February of 2016, the FASB issued ASU 2016-02Leases. Under the new guidance, lessees will be required to recognize so-called right-of-use assets and liabilities for most leases having lease terms of 12 months or more. This update is effective in annual reporting periods beginning after December 31, 2019 and the interim periods starting thereafter. The Company is evaluating the impact of this update on the Company’s financial statements.

Subsequent Events – Management has evaluated all events or transactions that occurred after April 30, 20172023 and through August 12, 2017, the report date of the financial statements.this report. During this period, the Company did not have any material recognizable subsequent events.received news about its investment in the limited land partnership. The sale of this property (called Idlewild) closed on June 30, 2023. Disbursement of the sale proceeds are contingent on finishing wetland restoration of the land. The limited land partnership intends to start making periodic distributions of the net proceeds of the sale in January 2024.

F-15

 

3.2.Inventories

Inventories at April 30, 20172023 and 2016,2022, consisted of the following:

Schedule of Inventories

 2017 2016  2023 2022 
Raw materials $1,579,000  $1,948,000  $9,886,000  $6,772,000 
Work in process  442,000   641,000   678,000   618,000 
Finished goods  356,000   448,000   1,267,000   838,000 
  2,377,000   3,037,000 
Inventory gross  11,831,000   8,228,000 
Less: allowance for obsolete inventory  (73,000)  (73,000)  (388,000)  (288,000)
Totals $2,304,000  $2,964,000 
Inventories, net $11,443,000  $7,940,000 

 

3.3.Investments

The Company has investments in publicly traded equity securities, corporate bonds, state and municipal debt securities, real estate investment trusts,REITs, and money markets certificates of deposits and hedge funds. The investments in securities, which include all investments except for the hedge funds,they are classified as available-for-sale securities, and are reportedrecorded at fair value. Available-for-saleThe investments in debt securities, which include municipal bonds and bond funds, mature between August 2023 and September 2017 and November 2048.2042. The Company uses the average cost method to determine the cost of equity securities sold andwith any unrealized gains or losses reported in the amount reclassified out of accumulated other comprehensive income intorespective period’s earnings. Unrealized gains and losses are excluded from earnings and reported separately as a component of stockholders’ equity. Dividend and interest income are reported as earned.

As of April 30, 20172023 and 2016,2022, investments consisted of the following:

Schedule of Investments

   Gross Gross      Gross Gross   
Investments at Cost Unrealized Unrealized Reported  Cost Unrealized Unrealized Reported 
April 30, 2017 Basis Gains Losses Value 
April 30, 2023 Basis Gains Losses Value 
Municipal bonds $6,045,000  $90,000  $(97,000) $6,038,000  $5,396,000  $46,000  $(230,000) $5,212,000 
Corporate bonds $129,000  $1,000  $-  $130,000 
REITs $64,000  $13,000  $(1,000) $76,000  $93,000  $-  $(22,000) $71,000 
Equity securities $15,259,000  $2,441,000  $(319,000) $17,381,000  $18,605,000  $6,915,000  $(501,000) $25,019,000 
Money Markets and CDs $2,757,000  $-  $-  $2,757,000  $1,060,000  $1,000  $-  $1,061,000 
Total $24,254,000  $2,545,000  $(417,000) $26,382,000  $25,154,000  $6,962,000  $(753,000) $31,363,000 

   Gross Gross      Gross Gross   
Investments at Cost Unrealized Unrealized Reported  Cost Unrealized Unrealized Reported 
April 30, 2016 Basis Gains Losses Value 
April 30, 2022 Basis Gains Losses Value 
Municipal bonds $6,489,000  $133,000  $(239,000) $6,383,000  $5,625,000  $41,000  $(229,000) $5,437,000 
Corporate bonds $130,000  $-  $(4,000) $126,000 
REITs $42,000  $4,000  $(2,000) $44,000  $131,000  $16,000  $(3,000) $144,000 
Equity securities $14,796,000  $1,187,000  $(484,000) $15,499,000  $18,322,000  $6,921,000  $(473,000) $24,770,000 
Money Markets and CDs $2,478,000  $-  $-  $2,478,000  $628,000  $-  $-  $628,000 
Total $23,935,000  $1,324,000  $(729,000) $24,530,000  $24,706,000  $6,978,000  $(705,000) $30,979,000 

Marketable securities that are classified as equity securities are carried at fair value on the balance sheets with changes in fair value recorded as an unrealized gain or (loss) in the statements of income in the period of the change. Upon the disposition of a marketable security, the Company records a realized gain or (loss) on the Company’s statements of income.

The Company evaluates all investments for other-than temporary declines in fair value, which are defined as when the cost basis exceeds the fair value for approximately one year. The Company also evaluates the nature of the investment, cause of impairment and number of investments that are in an unrealized position. When other than a temporary decline is identified, the Company will decrease the cost of the investment to the new fair value and recognize a loss. The investments are periodically evaluated to determine if impairment changes are required. As a result of this standard, management recorded an impairment lossesloss of $220,000$67,000 for the year ended April 30, 2017 and $69,0002023, but did not have to record any impairment losses for the year ended April 30, 2016.2022.

The Company’s investments are actively traded in the stock and bond markets. Therefore, there is either a realized gain or loss that is recorded when a sale happens. For the fiscal year ended April 30, 2023 the Company had sales of equity securities which yielded gross realized gains of $512,000 and gross realized losses of $740,000. For the same period, there were not any sales of debt securities for gross realized gains, but sales of debt securities yielded gross realized losses of $63,000. Conversely, the Company recorded gross realized gains on equity securities of $661,000 and gross realized losses of $221,000 for the fiscal year ending April 30, 2022. As for debt securities, there were not any sales of debt securities for gross realized gains, but sales of debt securities yielded gross realized losses of $26,000 for the fiscal year ending April 30, 2022. The gross realized loss numbers include the impaired figures listed in the previous paragraph. Additionally, proceeds from sales of securities available for sale were $25,000 for the fiscal year ended April 30, 2023 and were $452,000 for the prior fiscal year.

F-16

 

3.3.Investments, continued

The following table shows the investments with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at April 30, 20172023 and 2016.2022.

Unrealized Loss Breakdown by Investment Type at April 30, 20172023

Schedule of Unrealized Loss Breakdown by Investment

                        
 Less than 12 months 12 months or greater Total  Less than 12 months 12 months or greater Total 
Description Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss  Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss 
Municipal bonds $1,420,000  $(19,000) $1,292,000  $(78,000) $2,712,000  $(97,000) $868,000  $(6,000) $3,769,000  $(224,000) $4,637,000  $(230,000)
REITs $  $  $27,000  $(1,000) $27,000  $(1,000) $36,000  $(9,000) $35,000  $(13,000) $71,000  $(22,000)
Equity securities $983,000  $(92,000) $1,689,000  $(227,000) $2,672,000  $(319,000) $3,048,000  $(140,000) $2,209,000  $(361,000) $5,257,000  $(501,000)
Total $2,403,000  $(111,000) $3,008,000  $(306,000) $5,411,000  $(417,000) $3,952,000  $(155,000) $6,013,000  $(598,000) $9,965,000  $(753,000)

Unrealized Loss Breakdown by Investment Type at April 30, 20162022

                        
 Less than 12 months 12 months or greater Total  Less than 12 months 12 months or greater Total 
Description Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss  Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss 
Municipal bonds $3,129,000  $(215,000) $609,000  $(24,000) $3,738,000  $(239,000) $4,420,000  $(142,000) $539,000  $(87,000) $4,959,000  $(229,000)
Corporate bonds $  $  $27,000  $(4,000) $27,000  $(4,000)
REITs $27,000  $(2,000) $  $  $27,000  $(2,000) $18,000  $(1,000) $26,000  $(2,000) $44,000  $(3,000)
Equity securities $5,018,000  $(323,000) $1,171,000  $(161,000) $6,189,000  $(484,000) $4,157,000  $(424,000) $274,000  $(49,000) $4,431,000  $(473,000)
Total $8,174,000  $(540,000) $1,807,000  $(189,000) $9,981,000  $(729,000) $8,595,000  $(567,000) $839,000  $(138,000) $9,434,000  $(705,000)

Municipal Bonds

The unrealized losses on the Company’s investments in municipal bonds were caused by interest rate increases. The contractual terms of these investments do not permit the issuer to settle the securities at a price less than the amortized cost of the investment. Because the Company has the ability to hold these investments until a recovery of fair value occurs, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired at April 30, 2017.2023 and 2022.

Corporate Bonds

The Company’s unrealized loss on investments in corporate bonds relates to one bond. The contractual term of this investment does not permit the issuer to settle the security at a price less than the amortized cost of the investment. Because the Company has the ability to hold

3.Investments, continued

this investment until a recovery of fair value, which may be maturity, the Company does not consider this investment to be other-than-temporarily impaired at April 30, 2017.

Marketable Equity Securities and REITs

The Company’s investments in marketable equity securities and REITs consist of a wide variety of companies. Investments in these companies include growth, growth income, and foreign investment objectives. Management has evaluated the individual holdings and does not consider these investments to be other-than-temporarily impaired at April 30, 2017.2023 and 2022.

F-17

 

4.
4.Retirement Benefit Plan

On January 1, 1998, the Company adopted the George Risk Industries, Inc. Retirement Savings Plan (the “Plan”). The Plan is a defined contribution savings plan designed to provide retirement income to eligible employees of the Company and its subsidiaries.Company. The Plan is intended to be qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. It is funded by voluntary pre-tax and Roth (taxable) contributions from eligible employees who may contribute a percentage of their eligible compensation, limited and subject to statutory limits. Employees are eligible to participate in the Plan when they have attained the age of 21 and completed one thousand hours of service in any plan year with the Company. Upon leaving the Company, each participant is 100% vested with respect to the participants’ contributions while the Company’s matching contributions are vested over a six-year period in accordance with the Plan document. Contributions are invested, as directed by the participant, in investment funds available under the Plan. Matching contributions of approximately $10,000$58,000 and $63,000 were paid forin each of the fiscal years ending April 30, 20172023 and 2016,2022, respectively.

5.5.Stockholders’ Equity

Preferred StockEach share of the Series #1 preferred stock is convertible at the option of the holder into five shares of Class A common stock and is also redeemable at the option of the board of directors at $20$20 per share. The holders of the convertible preferred stock shall be entitled to a dividend at a rate up to $1$1 per share annually, payable quarterly as declared by the board of directors. No dividends were declared or paid during the two years ended April 30, 20172023 and 2016.2022.

Convertible preferred stock without par value may be issued from time to time as determined by the board of directors. Shares of different series shall be of equal rank but may vary as to terms and conditions.

Class A Common Stock—The holders of the Class A common stock are entitled to receive dividends as declared by the board of directors. No dividends may be paid on the Class A common stock until the holders of the Series #1 preferred stock have been paid. A dividend for the four prior quarters and provision has been made for the full dividend in the current fiscal year.

During the fiscal year ended April 30, 2017,2023, the Company purchased 76,585645 shares of Class A common stock. This was initiated by stockholders contacting the Company.

Stock Transfer Agent—The Company does not have an independent stock transfer agent. The Company maintains all stock records.

F-18

 


6.6.Earnings Per Share

Basic and diluted earnings per share, assuming convertible preferred stock was converted for each period presented are:

Schedule of Basic and Diluted Earnings Per Share

 April 30, 2017  April 30, 2023 
 Income Shares Per-Share  Income Shares Per-Share 
 (Numerator) (Denominator) Amount  (Numerator)  (Denominator)  Amount 
Net income $2,401,000          $4,757,000         
Basic EPS $2,401,000   4,984,013  $.4817  $4,757,000   4,930,835  $0.96 
Effect of dilutive Convertible Preferred Stock     20,500   (.0019)     20,500    
Diluted EPS $2,401,000   5,004,513  $.4798  $4,757,000   4,951,335  $0.96 

 

April 30, 2016

  

 

April 30, 2022

 
 Income Shares Per-Share  Income Shares Per-Share 
 (Numerator) (Denominator) Amount  (Numerator)  (Denominator)  Amount 
Net income $3,086,000          $3,566,000         
Basic EPS $3,086,000   5,024,428  $.6142  $3,566,000   4,941,825  $0.72 
Effect of dilutive Convertible Preferred Stock     20,500   (.0025)     20,500    
Diluted EPS $3,086,000   5,044,928  $.6117  $3,566,000   4,962,325  $0.72 

7.7.Commitments, Contingencies, and Related Party Transactions

The Company leases a building from Bonita Risk. Bonita Risk is a majority stockholder, a director and employee of the Company. This building contains the Company’s sales and accounting departments, maintenance department, engineering department and some production facilities. This lease requires a minimum payment of $1,535 on a month-to-month basis. The total lease expense for this arrangement was $18,420 for the fiscal years ended April 30, 2017 and 2016.

One of the directors of the board, Joel Wiens, is the principal shareholder of FirsTier Bank. FirsTier Bank is the financial institution the Company uses for its day to dayday-to-day banking operations. Year end balances of accounts held at this bank are $5,820,000$4,637,000 for the year ended April 30, 20172023 and $4,304,000$5,058,000 for the year ended April 30, 2016.2022. The Company also received interest income from FirsTier Bank in the amount of approximately $4,900$102,700 for the year ended April 30, 20172023 and $1,500$58,800 for the year ended April 30, 2016.2022.

From time to time, the Company may be involved in litigation in the ordinary course of business. The Company is not currently involved in any litigation that we believe could have a material adverse effect on its financial condition or results of operations.

F-19

 

8.8.Income Taxes

The Company utilizes the liability method of accounting for income taxes. The liability method measures the expected income tax impact of future income and deductions implicit in the Balance Sheets. The income tax provision for the fiscal year ended April 30, 2023 and 2022 consisted of the following:

Schedule of Income Tax Provision

Year Ended April 30, 2023  2022 
Current:        
Federal $1,051,000   1,202,000 
State  175,000   467,000 
Deferred:        
Federal  (108,000)  (652,000)
State  (60,000)  (242,000)
Total income tax provision $1,058,000  $775,000 

Reconciliation of income taxes with Federal and State taxable income:

Schedule of Reconciliation of Income Taxes with Federal and State Taxable Income

 2017 2016  2023 2022 
Income before income taxes $3,528,000  $4,317,000  $5,815,000  $4,341,000 
State income tax deduction  (205,000)  (236,000)  (351,000)  (477,000)
Interest and dividend income  (565,000)  (638,000)  (511,000)  (524,000)
Domestic production activities deduction  (270,000)  (312,000)
Nondeductible expenses and timing differences  241,000   18,000   (11,000)  3,120,000 
Taxable income $2,729,000  $3,149,000  $4,942,000  $6,460,000 

The following schedule reconciles the provision for income taxes to the amount computed by applying the statutory rate to income before income taxes:

Schedule of Statutory Rate to Income Before Income Taxes

 2017 2016  2023 2022 
Income tax provision at statutory rate $1,475,000  $1,805,000  $1,657,000  $1,251,000 
Increase (decrease) income taxes resulting from:                
State income taxes  (86,000)  (99,000)  (100,000)  (138,000)
Interest and dividend income  (236,000)  (267,000)  (146,000)  (151,000)
Domestic production activities  (113,000)  (130,000)
Deferred taxes  (13,000)  (21,000)  (168,000)  (894,000)
Other temporary and permanent differences  100,000   (57,000)  (185,000)  707,000 
Income tax expense $1,127,000  $1,231,000  $1,058,000  $775,000 
                
Federal tax rate  34.0%  34.0%  21.00%  21.00%
State tax rate  7.8%  7.8%  7.50%  7.81%
Blended statutory rate  41.8%  41.8%  28.50%  28.81%

8.Income Taxes, continued

Deferred tax assets (liabilities) consist of the following components at April 30, 20172023 and 2016:2022:

Summary of Deferred Tax Assets (Liabilities)

  2023  2022 
Deferred tax assets (liabilities):        
Depreciation $(276,000) $(67,000)
Capitalized R&D expense  165,000  $ 
Inventory valuation  111,000   83,000 
Allowance for doubtful accounts  5,000   10,000 
Accrued vacation  37,000   39,000 
Accumulated unrealized (gain)/loss on investments  (1,769,000)  (1,807,000)
Net deferred tax assets (liabilities) $(1,727,000) $(1,742,000)

F-20

 

  2017  2016 
Deferred tax current assets (liabilities):        
Inventory valuation  31,000   30,000 
Allowance for doubtful accounts  1,000    
263A adjustment  77,000   98,000 
Accrued vacation  38,000   34,000 
Accumulated unrealized (gain)/loss on investments  (890,000)  (249,000)
Net deferred tax assets (liabilities) $(743,000) $(87,000)
        
Deferred long-term tax assets (liabilities):        
Depreciation  (163,000)  (191,000)
Net deferred long-term tax assets (liabilities) $(163,000) $(191,000)

9.9.Business Segments

The following is financial information relating to industry segments:

Schedule of Financial Information Relating to Industry Segments

  Quarter ended  Year ended  Year ended 
  April 30,  April 30,  April 30, 
  2023  2023  2022 
  (Unaudited)       
Net revenue:            
Security alarm products $4,349,000  $17,428,000  $17,833,000 
Cable & wiring tools  309,000   1,870,000   2,130,000 
Other products  127,000   681,000   772,000 
Total net revenue $4,785,000  $19,979,000  $20,735,000 
             
Income from operations:            
Security alarm products  1,031,000   4,414,000   4,858,000 
Cable & wiring tools  111,000   474,000   580,000 
Other products  40,000   172,000   210,000 
Total income from operations $1,182,000  $5,060,000  $5,648,000 
             
Depreciation and amortization:            
Security alarm products  47,000   194,000   173,000 
Cable & wiring tools  30,000   122,000   123,000 
Other products  24,000   81,000   78,000 
Corporate general  13,000   48,000   62,000 
Total depreciation and amortization $114,000  $445,000  $436,000 
             
Capital expenditures:            
Security alarm products  162,000   237,000   366,000 
Cable & wiring tools         
Other products  122,000   268,000   11,000 
Corporate general  43,000   43,000   13,000 
Total capital expenditures $327,000  $548,000  $390,000 

  April 30, 2023  April 30, 2022 
Identifiable assets:        
Security alarm products  14,251,000   11,537,000 
Cable & wiring tools  2,548,000   2,509,000 
Other products  981,000   732,000 
Corporate general  38,171,000   39,253,000 
Total assets $55,951,000  $54,031,000 

F-21

 

  Quarter ended  Year ended  Year ended 
  April 30, 2017  April 30, 2017  April 30, 2016 
Net revenue:            
Security alarm products $2,232,000  $6,968,000  $8,989,000 
Other products  478,000   3,936,000   2,251,000 
Total net revenue $2,710,000  $10,904,000  $11,240,000 
            
Income from operations:            
Security alarm products  420,000   1,778,000   2,689,000 
Other products  237,000   1,005,000   673,000 
Total income from operations $657,000  $2,783,000  $3,362,000 
            
Depreciation and amortization:            
Security alarm products  9,000   38,000   16,000 
Other products  28,000   108,000   123,000 
Corporate general  12,000   41,000   43,000 
Total depreciation and amortization $49,000  $187,000  $182,000 
            
Capital expenditures:            
Security alarm products  14,000   14,000   24,000 
Other products  10,000   140,000   33,000 
Corporate general     16,000   219,000 
Total capital expenditures $24,000  $170,000  $276,000 

  

April 30, 2017

  April 30, 2016 
Identifiable assets:        
Security alarm products  3,180,000   4,203,000 
Other products  1,517,000   1,142,000 
Corporate general  33,767,000   31,323,000 
Total assets $38,464,000  $36,668,000 

10.10.Concentrations

The Company maintains the majority of its cash balance in a financial institution in Kimball, Nebraska. Accounts at this institution are insured by the Federal Deposit Insurance Corporation for up to $250,000.$250,000. For the years ended April 30, 20172023 and 2016,2022, the Company had uninsured balances of $5,642,000,$4,530,000, and $4,279,000,$5,256,000, respectively. Management believes that this financial institution is financially sound and the risk of loss is minimal. The Company also maintains cash balances in money market funds at the above-mentioned financial institution. Such balances are not insured.

Management also has cash funds with Wells Fargo Bank with uninsured balances of $386,000$56,000 and $1,363,000$769,000 for the years ending April 30, 20172023 and 2016,2022, respectively. Management believes that this financial institution is financially sound and the risk of loss is minimal.

The Company has sales to a security alarm distributor representing 38%36% of total sales for the year ended April 30, 20172023 and 41%35% of total sales for the year ended April 30, 2016.2022. This distributor accounted for 47%44% and 48%50% of accounts receivable at April 30, 20172023 and 2016,2022, respectively.

Security switch sales made up 81%87% of total sales for the fiscal year endedending April 30, 20172023 and 80%86% of total sales for the fiscal year endedending April 30, 2016.2022.

11.11.Fair Value Measurements

The carrying value of ourthe Company’s cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short termshort-term nature. The fair value of our investments is determined utilizing market basedmarket-based information. Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit risk.

US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The levels of the fair value hierarchy under US GAAP are described below:

Level 1Valuation is based upon quoted prices for identical instruments traded in active markets.

Level 2Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

Level 3Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques.

F-20F-22

 

Investments and Marketable Securities

As of April 30, 2017, our2023 and 2022, The Company’s investments consisted of money markets, publicly traded equity securities, real estate investment trusts (RETIs)REITs as well as certain state and municipal debt securities and corporate bonds. OurThe marketable securities are valued using third-party broker statements. The value of the majority of securities is derived from quoted market information. The inputs to the valuation are classified as Level 1 given the active market for these securities; however, if an active market does not exist, which is the case for municipal bonds and REITs; the inputs are recorded as Level 2.

Fair Value Hierarchy

The following tables set forth our assets and liabilities measured at fair value on a recurring basis and a non-recurring basis by level within the fair value hierarchy. As required by US GAAP, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Schedule of Assets Measured at Fair Value on Recurring Basis

 Level 1 Level 2 Level 3 Total 
 Assets Measured at Fair Value on a Recurring
Basis as of April 30, 2017
  

Assets Measured at Fair Value on a Recurring

Basis as of April 30, 2023

 
 Level 1 Level 2 Level 3 Total  Level 1 Level 2 Level 3 Total 
Assets:                         
Municipal Bonds    $6,038,000     $6,038,000     $5,212,000     $5,212,000 
Corporate Bonds $130,000        $130,000 
REITs    $76,000     $76,000     $71,000     $71,000 
Equity Securities $17,381,000        $17,381,000  $25,019,000        $25,019,000 
Money Markets and CDs $2,757,000        $2,757,000  $1,061,000        $1,061,000 
Total fair value of assets measured on a recurring basis $20,268,000  $6,114,000     $26,382,000  $26,080,000  $5,283,000     $31,363,000 

 Level 1 Level 2 Level 3 Total 
 Assets Measured at Fair Value on a Recurring
Basis as of April 30, 2016
  

Assets Measured at Fair Value on a Recurring

Basis as of April 30, 2022

 
 Level 1 Level 2 Level 3 Total  Level 1 Level 2 Level 3 Total 
Assets:                         
Municipal Bonds    $6,383,000     $6,383,000     $5,437,000     $5,437,000 
Corporate Bonds $126,000        $126,000 
REITs    $44,000     $44,000     $144,000     $144,000 
Equity Securities $15,499,000        $15,499,000  $24,770,000        $24,770,000 
Money Markets and CDs $2,478,000        $2,478,000  $628,000        $628,000 
Total fair value of assets measured on a recurring basis $18,103,000  $6,427,000     $24,530,000  $25,398,000  $5,581,000     $30,979,000 

 

F-23

Item 9Disagreements on Accounting and Financial Disclosures

There were no disagreements with accountants on accounting and financial disclosure.

Item 9AControls and Procedures

Evaluation of disclosure controls and procedures:

Based on their evaluation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of April 30, 20172023 our president and chief executive officer (also working as our chief financial officer) has concluded that our disclosure controls and procedures are effective such that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and (ii) accumulated and communicated to our management, including our chief executive officer (also working as our chief financial officer), as appropriate to allow timely decisions regarding disclosure. A control system cannot provide absolute assurance, however, that the objectives of the control systems are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Internal control over financial reporting:

The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting for the Company. Due to limited resources, Management conducted an evaluation of internal controls based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). The results of this evaluation determined that our internal control over financial reporting was ineffective for the years ended of April 30, 20172023 and 2016,2022, due to a material weakness. A material weakness in internal control over financial reporting is defined as a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company'sCompany’s annual or interim financial statements will not be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of our financial reporting.

Management’s assessment identified the following material weakness in internal control over financial reporting:

The small size of our Company limits our ability to achieve the desired level of separation of duties for proper internal controls and financial reporting, particularly as it relates to financial reporting to assure material disclosures or implementation of newly issued accounting standards are included. A secondary review over annual and deferred taxes.  Due to the departure of thequarterly filings does occur with an outside party. A part-time Controller was hired in March 2023, but the current CEO and CFO roles are being fulfilled by the same individual. We do not have an audit committee. The Company hired an individual in 2014 to fulfill the controller position, but more training is required to satisfy disclosure control and procedure responsibilities, including review procedures for key accounting schedules and timely and proper documentation of material transactions and agreements.  We do not believe we have met the full requirement for separation of duties for financial reporting purposes.

Because of the material weakness in internal control over financial reporting described above, the Company’s management has concluded that, as of April 30, 20172023 and 2016,2022, the Company'sCompany’s internal control over financial reporting was not effective based on the criteria in Internal Control - Integrated Framework issued by the COSO.

We will continue to follow the standards for the Public Company Accounting Oversight Board (United States) for internal control over financial reporting to include procedures that:

Pertain to the maintenance of records in reasonable detail that fairly reflect the transactions and dispositions of the Company'sCompany’s assets;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the Board of Directors; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company'sCompany’s assets that could have a material effect on the financial statements.

This annual report does not include an attestation report of the Corporation’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Corporation’s independent registered public accounting firm pursuant to Section 404(c) of the Sarbanes-Oxley Act of 2002, as amended, that permit the Corporation to provide only the management’s report in this annual report.

Item 9BOther Information

None.

None.

1311

 

Part III

Item 10Directors and Executive Officers of the Registrant

(a & b) Identification of Directors and Executive Officers

All the executive officers of the corporation serve at the pleasure of the board of directors and do not have fixed terms.

The following information as of April 30, 2017,2023, is furnished with respect to each director and executive officer:

NamePrincipal Occupation or EmploymentAge

Director or

Officer Since

Stephanie M. Risk-McElroy

Chairman of the Board, Chief Executive

Officer, and Chief Financial Officer

4551August 8,1999
Sharon WestbySecretary/Treasurer6571June 16, 2006
Donna DeboweyDirector, retired GRI plant manager7985July 12, 2005
Joel H. WiensDirector, FirsTier Banks8793September 06,6, 2007
Bonita P. RiskDirector, Stock Transfer Agent at GRI6773March 15, 2013
Jerry KnutsenDirector, retired business owner7480August 29, 2016

The following director compensation table is furnished with respect to each director that served during the year ended April 30, 2017:2023:

Name Director’s
Fees Paid
 

Stock

Awards

 Option
Awards
 Non-equity
incentive
plan compen-sation
 Non-qualified
deferred
compensation
earnings
 Total  Director’s Fees Paid Stock Awards Option Awards Non-equity incentive plan compen-sation Non-qualified deferred compensation earnings Total 
                        
Stephanie Risk-McElroy (1)                                    
Sharon Westby (1)                                    
Jerry Andersen (2) $200              $200 
Donna Debowey (2) $200              $200  $200              $200 
Joel H. Wiens (2) $200              $200                   
Bonita P. Risk (1)                                    
Jerry Knutsen                   $200              $200 

The inside directors (1), or employees of the Company, do not receive additional compensation for their services. Outside directors (2) are paid $200 per meeting for their services.

(c) Identification of Certain Significant Employees

None.

12

 

None.

(d) Family Relationships

Stephanie Risk-McElroy and Bonita P. Risk have a daughter - mother relationship.

(e) Business Experience of Directors and Executive Officers

Stephanie Risk-McElroy, Chairman of the Board, Chief Executive Officer, and Chief Financial Officer, has over twentytwenty-nine years of experience in the accounting field. Mrs. Risk-McElroy graduated from Hastings College with a degree in Accounting. Stephanie worked for Platte Valley Sales from May 1990 until January 1997 as a staff accountant. In 1997, she pursued her career with an accounting manager position at Kershner’s Auto Korner in Hastings, NE. She joined the accounting staff at GRI in 1999 and then was promoted to CFO upon retirement of the prior CFO. Upon the death of her father, Ken R. Risk, in February 2013, she was appointed to the position of Chairman of the Board and Chief Executive Officer.

Mrs. Risk-McElroy serves on the Board of Directors of GRI, as a direct link to the financial condition of the Company. She and her staff oversee all the accounting obligations of the Company. She has knowledge and experience in business outside of the Company that makes her an asset to the Board. And as President of the Company, she oversees all of the day to dayday-to-day operations as well.

Sharon Westby, the Corporate Secretary, worked at GRI right after high school for a couple of years as the personal secretary to the Founder of the Company, George Risk, who was President and CEO. Before she returned to the Company in 1982, Sharon was a Clerk Steno 1 at Jackson County Welfare in Kansas City, MO, worked in medical records at the Kimball County Hospital in Kimball, NE, and also managed motels in Texas and Nebraska. She is the Executive Assistant to the President and CEO and Sales Administrator of the Keyboard and Switch division of GRI.

Ms.Mrs. Westby continues in her position on the Board of Directors at GRI with over 3537 years of experience with the Company. She has seen the Company through many years of ups and downs, has broad knowledge of her product line and is very customer oriented in trying to sell her products to the “non-security use” industry.

Donna Debowey, Director, worked in various retail stores and restaurants until she started at GRI in 1968. She started on the production line, but quickly worked her way up the ranks. She has been a Production Line Supervisor, Director of Quality Control and was named Plant Manager and Senior Vice President in 1998. She held that position until her retirement in 2003.

Ms.Mrs. Debowey made the transition from employee of GRI to a member of the Board of Directors with no hesitation after her retirement. She brings her 40+50+ years of experience in the industry to the table and has a vested interest in seeing the continued success of the Company that she helped to build.

Joel H. Wiens, Director, is an entrepreneur with many business interests. He is a director and principal shareholder of FirsTier Banks Nebraska/Wyoming, director of FirsTier II BanCorporation (which owns FirsTier Bank Nebraska/Wyoming), Chairman of Rite-A-Way Industries (lodging and hospitality industries), real estate investments, and ranching and livestock.

Mr. Wiens took his place on the Board of Directors when his predecessor Mike Nelson, (who is affiliated with Mr. Wiens’ financial institutions) retired from the Board to take another position within the banks and moved away. Joel’s knowledge and experience in business and industry span 50+60+ years and serves as a valuable asset to GRI.

Bonita P. Risk, Director, attended Wayne State College, in Wayne, Nebraska. Upon returning back home to Columbus, NE, she worked in factory positions. Upon her marriage to Ken Risk, she became a homemaker, raising 3 children and working at several sales positions. In 1981, she and Ken started Platte Valley Sales in Hastings, Nebraska, and her expertise was in accounting and sales. For 8 years, she ran the Hastings business while Ken devoted his time to both GRI in Kimball and Platte Valley Sales in Hastings. Ken and Bonita moved to Kimball in 1997. In 1998, she began at GRI in sales support. She continues in sales support and became the Company stock transfer agent in 2004 upon the retirement of Eileen Risk and is an assistant to the chief financial officer.

Jerry Knutsen, Director, has lived in Kimball, Nebraska most of his life. He left the community for a few years to attend the University of Nebraska at Lincoln. Before his retirement, Jerry owned and operated several businesses over his career, including Knutsen Oil, Inc., Marv’s LP Gas, Inc., and Jerry Knutsen, Inc., and he co-owned Kimball Ford-Lincoln-Mercury. He served 24 years and held several positions on the school board in Kimball, NE. Mr. Knutsen is a past member and president of The Nebraska Propane Gas Association and The Nebraska Petroleum Marketers & Convenience Store Association. Other boards he is presently serving on include the Kimball Schools Foundation Board of Directors and Kimball Health Services Board of Trustees.

(f)Involvement in Certain Legal Proceedings

None.(f) Involvement in Certain Legal Proceedings

None.

(g) Promoters and Control Persons

None.

13

 

None.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Section 16(a) of the Exchange Act requires our executive officers and directors and persons who own more than 10% of a registered class of our equity securities to file with the SEC initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership of our common stock and other equity securities, on Forms 3, 4 and 5 respectively. Executive officers, directors and greater than 10% shareholders are required by the SEC regulations to furnish us with copies of all Section 16(a) reports that they file.

Based solely on our review of copies of the Section 16(a) reports filed for the fiscal year ended April 30, 2017,2023, we believe that all filing requirements applicable to our officers, directors, and greater than 10% beneficial owners were complied with.

Code of Ethics and Code of Business Conduct

The Company does not have a written code of ethics at this time. The Company is a small business and employees know that the President of the Company must approve all material business. The Company also has checks and balances to make sure that there is not any fraud or illegal activities taking place.

Corporate Governance

Nominating and Compensation Committees

We do not have standing nominating or compensation committees, or committees performing similar functions. Our Board of Directors believes that it is not necessary to have a standing compensation committee at this time because our Board of Directors adequately performs the functions of such committee.

Our Board of Directors also is of the view that it is appropriate for us not to have a standing nominating committee because our Board of Directors has performed and will perform adequately the functions of a nominating committee. Our Board of Directors has not adopted a charter for the nomination committee. There have not been any defined policy or procedure requirements for stockholders to submit recommendations or nomination for directors. Our Board of Directors does not believe that a defined policy with regard to the consideration of candidates recommended by stockholders is necessary at this time because we believe that, given the early stages of our development, a specific nominating policy would be premature and of little assistance until our business operations are at a more advanced level.

Audit Committee

We do not have a standing audit committee at the present time. Our Board of Directors has determined that we do not have a board member that qualifies as an “audit committee financial expert” as defined in Item 401(h) of Regulation S-K, nor do we have a board member that qualifies as “independent” as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended.

Other Committees

All proceedings of our Board of Directors for the year ended April 30, 20172023 were conducted by resolutions consented to in writing by our directors and filed with the minutes of the proceedings of the Board of Directors. Our Company currently does not have any committees.

14

 

Item 11Executive Compensation

The following table sets forth certain information regarding the compensation paid to or accrued by the Company to executive officers for services rendered in all capacities during each of the Company’s fiscal years ended April 30, 20172023 and 2016.:2022.

Name and
principal
position
 Year  Salary  Bonus  Stock
Awards
  Option
Awards
  Non-
Equity
Incentive
Plan
Compen-sation
  Change in
Pension
Value and
Non-qualified
Deferred
Compen-sation Earnings
  All Other
Compen-sation
  Total 
                            

Bonita Risk,

Director,

Shareholder,

  2017  $37,000  $              $85,000  $122,000 
Employee  2016  $39,000  $              $111,000  $150,000 
                                     

Stephanie

Risk-

McElroy,

  2017  $86,000  $              $24,000  $110,000 

CEO/CFO,

Director,

Shareholder

  2016                               Under $100,000 
Name and principal position Year  Salary  Bonus  Stock Awards  Option Awards  Non-Equity Incentive Plan Compen-sation  Change in Pension Value and Non-qualified Deferred Compen-sation Earnings  All Other Compen-sation  Total 
Bonita Risk, Director,  2023  $42,000  $              $132,000  $174,000 
Shareholder, Employee  2022  $41,000  $              $148,000  $189,000 
Stephanie Risk-McElroy,  2023  $104,000  $              $56,000  $160,000 
CEO/CFO, Director, Shareholder  2022  $103,000  $              $49,000  $152,000 
Scott McMurray, Director of Sales  2023  $55,000  $              $83,000  $138,000 
2022     $53,000  $              $86,000  $139,000 

Both Bonita Risk, and Stephanie Risk-McElroy, and Scott McMurray receive a base salary and bonus/commission based on a percentage of sales for the year.

There were no other officers compensated in excess of $100,000 for the fiscal years ended April 30, 20172023 and 2016.2022.

15

Item 12Security Ownership of Certain Beneficial Owners and Management

The following table sets forth certain information regarding our Common Stock beneficially owned as of April 30, 2017,2023 for (i) each stockholder known to be the beneficial owner of 5% or more of our outstanding Common Stock, (ii) each executive officer and director, and (iii) all executive officers and directors as a group. In general, a person is deemed to be a beneficial owner of a security if that person has or shares the power to vote or direct the voting of such security, or the power to dispose or to direct the disposition of such security. A person is also deemed to be a beneficial owner of any securities of which the person has the right to acquire beneficial ownership within 60 days. Shares of Common Stock subject to options, warrants or convertible securities exercisable or convertible within 60 days are deemed outstanding for computing the percentage of the person or entity holding such options, warrants or convertible securities but are not deemed outstanding for computing the percentage of any other person. Percentages are determined based on 4,945,2754,930,543 shares of Common Stock of the Company issued and outstanding and less treasury shares as of April 30, 2017.2023. To the best of our knowledge, subject to community and marital property laws, all persons named have sole voting and investment power with respect to such shares, except as otherwise noted.

Name and Address of Beneficial Owner (1) Number of Shares
of Common Stock
(2)
 % of Class of
Stock
Outstanding (3)
  Number of Shares of Common Stock (2)  % of Class of Stock Outstanding (3) 
Executive Officers and Directors:               
Bonita Risk – Director  2,948,211   59.6%  2,947,128  59.77%
The above director has beneficial ownership over the Kenneth Risk Trust that owns 2,187,056 shares, Bonita Risk Family Irrevocable Trust that owns 732,470 shares, and 28,685 shares owned personally. As a result, combined, they have voting and shared dispositive control.        
The above director has beneficial ownership over the Kenneth Risk Trust that owns 2,187,056 shares, Bonita Risk Family Irrevocable Trust that owns 732,470 shares, and 27,602 shares owned personally. As a result, combined, they have voting and shared dispositive control.       
               
Stephanie M. Risk-McElroy Chairman, CEO, & CFO  1,775   Less than 1%  1,775  Less than 1%
Donna Debowey – Director  500   Less than 1%  500  Less than 1%
Daniel Douglas – Vice President, Materials  250   Less than 1%  250  Less than 1%
               
All Officers and Directors as a group  2,950,736   59.7%  2,949,653  59.82%
        
5% Stockholders:        

RWWM, Inc.

dba Roseman Wagner Wealth Management

4970 Rocklin Road, Suite 200

Rocklin, CA 95677

  

254,205

   

5.14%

 

(1)(1)Unless otherwise indicated, the address of the named beneficial owner is George Risk Industries, Inc., 802 S. Elm St., Kimball, NE 69145.

(2)
(2)Security ownership information for named beneficial owners (other than executive officers and directors of the Company) is taken from statements filed with the Securities and Exchange Commission pursuant to information made known by the Company and from the Company’s transfer agent.

(3)
(3)Based on the net shares outstanding as of April 30, 2017.2023. This consists of Common Shares issued and outstanding (8,502,881) less treasury shares (3,557,606)(3,572,338).

Changes in Control

We are not aware of any arrangements, including any pledge by any person of our securities, the operation of which may result in a change in control of the Company.

Item 13Certain Relationships and Related Party Transactions

During each of three years ended April 30, 2017, 2016,2023, 2022, and 2015,2021, the Company executed transactions with related entities and individuals. Each of the transactions was in terms at least as favorable as could be obtained from unrelated third parties.

Related Party 2017  2016  2015 
             
Rent            
Bonita Risk, Director $18,420   18,420   18,420 
             

Bank Balances

Joel Wiens, Director

 $5,819,763  $4,304,130  $4,647,006 
             

Interest Income

Joel Wiens, Director

 $4,890  $1,548  $1,545 
Related Party 2023  2022  2021 
Bank Balances            
Joel Wiens, Director $4,636,584  $5,058,307  $6,885,460 
Interest Income            
Joel Wiens, Director $102,713  $58,751  $54,761 

2016

 

Item 14Principal Accountant Fees and Services

1)1)Audit Fees

For each of the last two fiscal years the Company incurred aggregate fees and expenses for professional services rendered by our principal accountants for the audit of our annual financial statements and review of our financial statements for Form 10-Q. The amounts are listed below:

FYE 2017 $43,100  Haynie & Company
       
FYE 2016 $41,000  Haynie & Company

FYE 2023 $78,000  Haynie & Company
  $1,763  Carey Schroeder, CPA
      
FYE 2022 $61,060  Haynie & Company

2)2)Audit-Related Fees

The Company incurred aggregate fees and expenses for professional services rendered by our principal accountants for the audit of the Company'sCompany’s employee benefit plan. The amounts are listed below:

FYE 2017 $6,100  Haynie & Company
       
FYE 2016 $6,100  Haynie & Company

FYE 2023 $10,500  Haynie & Company
       
FYE 2022 $8,000  Haynie & Company

3)3)Tax Fees

The Company incurred aggregate fees or expenses for professional services rendered by tax accountants for tax compliance, tax advice, and tax planning for the last two fiscal years.

FYE 2017 $5,550  Haynie & Company
  $3,125  Tax Resources Group, Inc.

FYE 2016 $3,775  Haynie & Company
  $5,460  Tax Resources Group, Inc.

FYE 2023 $6,000  Tax Resources Group, Inc.
  $4,900  Tax Resources Group, Inc.
       
FYE 2022 $4,875  Tax Resources Group, Inc .

4)4)All Other Fees

There were no otherThe Company incurred aggregate fees incurred during eachand expenses for professional services rendered by our principal accountants for restatement of some of the last two fiscal years.Company’s 10-Qs and 10-K. The amounts are listed below:

FYE 20235)None
FYE 2022None

5)The Board of Directors considered whether, and determined that, the auditor’s provisions of non-audit services were compatible with maintaining the auditor’s independence. All the services described above were approved by the Board of Directors pursuant to its policies and procedures.

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Part IV

Part IV

Item 15Exhibits and Reports on Form 8–K

3.(1).aArticles of Incorporation—Filed as Exhibit 5 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1970, and incorporated by reference herein
3.(i).bCertificate of Amendment to the Articles of Incorporation of the Registrant—Filed as Exhibit 1.2 to the Registrant’s Form 10–K for the fiscal year ended April 30, 1971, and incorporated by reference herein
3.(ii).cBy-laws—Filed as Exhibit 1.3 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1971, and incorporated by reference herein
10.1Vendor agreement dated as of February 16, 2011 between Honeywell International, Inc., acting through the ADI business of its Security Group (“ADI”) and George Risk Industries, Inc. – Filed herewith.as Exhibit 10.1 to the Registrant’s Form 10-K for the fiscal year ended April 30, 2012, and incorporated by reference herein. *
10.231.18-K for cash dividend
31.1Certification pursuant to Rule 13a-14(a) of the Chief Executive Officer (Principal Financial and Accounting Officer)
32.1Certification pursuant to 18 U.S.C. 1350 of the Chief Executive Officer (Principal Financial and Accounting Officer)

 

* Portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934. The request is currently under review.


2218

 

SIGNATURES

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/ /s/ STEPHANIE M. RISK-MCELROY  August 14, 2017July 31, 2023

STEPHANIE M. RISK-MCELROY

Date

President and Chairman of the Board

Date

Pursuant to the requirements of the securities exchange act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ STEPHANIE M. RISK-MCELROY August 14, 2017July 31, 2023

STEPHANIE M. RISK-MCELROY

Date

President and Chairman of the Board
/s/ DONNA DEBOWEY August 14, 2017July 31, 2023

DONNA DEBOWEY

Date

Director
 /s//s/ JOEL H. WIENS August 14, 2017July 31, 2023

JOEL H. WIENS

Date

Director
 /s//s/ BONITA P. RISK August 14, 2017July 31, 2023

BONITA P. RISK

Date

Director
 /s//s/ JERRY KNUTSEN August 14, 2017July 31, 2023

JERRY KNUTSEN

Date
Director

19