8-K

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

FORM 8-K

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

Date of Report (Date of earliest event reported)  October 18, 2023

 

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

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

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

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

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

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

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
 
Securities registered pursuant to Section 12(b) of the Act:

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

Item 2.02. Results of Operations and Financial Condition.

Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter ended September 30, 2023.

Item 8.01. Other Events.

NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 30, 2023, to shareholders of record as of October 30, 2023.

SIGNATURE

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

Date  October 18, 2023 NVE CORPORATION
(Registrant)


 /s/ DANIEL NELSON
Daniel Nelson
Principal Financial Officer

INDEX TO EXHIBITS

Exhibit #	Description
99	Press release of NVE Corporation reporting results for the quarter ended September 30, 2023, and announcing a quarterly dividend.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

EX-99

Exhibit 99

 

NVE Corporation Reports Second Quarter Results and Announces Quarterly Dividend

 
EDEN PRAIRIE, Minn.—October 18, 2023—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and six months ended September 30, 2023.

Total revenue for the second quarter of fiscal 2024 decreased 33% to $7.13 million from $10.7 million for the prior-year quarter. The decrease was due to a 32% decrease in product sales and a 92% decrease in contract research and development revenue. Net income for the second quarter of fiscal 2024 decreased 22% to $4.72 million, or $0.98 per diluted share, compared to $6.09 million, or $1.26 per share, for the prior-year quarter.

For the first six months of fiscal 2024, total revenue decreased 12% to $16.0 million from $18.1 million for the first six months of the prior year. The decrease was due to a 10% decrease in product sales and a 68% decrease in contract research and development revenue. Net income decreased 11% to $9.13 million, or $1.89 per diluted share, from $10.2 million, or $2.12 per share, for the first half of fiscal 2023.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 30, 2023, to shareholders of record as of October 30, 2023.

“We are pleased to report solid earnings for the quarter and six months despite a decrease in defense-related product sales and a semiconductor industry downturn,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

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

Statements used in this press release that relate to future plans, events, financial results, or performance are forward-looking statements that are subject to certain risks and uncertainties including, among others, such factors as our reliance on several large customers for a significant percentage of revenue, uncertainties related to the economic environments in the industries we serve, uncertainties related to future sales and revenues, risks of credit losses, risks and uncertainties related to future dividend payments, as well as the risk factors listed from time to time in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2023, as updated in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2023.
 

###

NVE CORPORATION
STATEMENTS OF INCOME
QUARTERS AND SIX MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Unaudited)
 

	Quarter Ended September 30,
	2023			2022
Revenue
Product sales	$	7,117,122		$	10,514,539
Contract research and development		16,154			203,285
Total revenue		7,133,276			10,717,824
Cost of sales		1,599,866			2,402,781
Gross profit		5,533,410			8,315,043
Expenses
Research and development		683,208			669,978
Selling, general, and administrative		433,785			435,625
Provision for credit losses		(202,926	)		-
Total expenses		914,067			1,105,603
Income from operations		4,619,343			7,209,440
Interest income		512,092			351,375
Income before taxes		5,131,435			7,560,815
Provision for income taxes		407,869			1,470,442
Net income	$	4,723,566		$	6,090,373
Net income per share – basic	$	0.98		$	1.26
Net income per share – diluted	$	0.98		$	1.26
Cash dividends declared per common share	$	1.00		$	1.00
Weighted average shares outstanding
Basic		4,833,401			4,830,826
Diluted		4,840,770			4,830,956
	Six Months Ended Sept. 30,
	2023			2022
Revenue
Product sales	$	15,817,214		$	17,587,500
Contract research and development		147,476			466,731
Total revenue		15,964,690			18,054,231
Cost of sales		3,679,489			4,054,628
Gross profit		12,285,201			13,999,603
Expenses
Research and development		1,379,200			1,271,896
Selling, general, and administrative		908,900			806,946
Provision for credit losses		9,514			-
Total expenses		2,297,614			2,078,842
Income from operations		9,987,587			11,920,761
Interest income		948,618			634,436
Income before taxes		10,936,205			12,555,197
Provision for income taxes		1,808,909			2,324,707
Net income	$	9,127,296		$	10,230,490
Net income per share – basic	$	1.89		$	2.12
Net income per share – diluted	$	1.89		$	2.12
Cash dividends declared per common share	$	2.00		$	2.00
Weighted average shares outstanding
Basic		4,832,786			4,830,826
Diluted		4,840,688			4,830,927

NVE CORPORATION
BALANCE SHEETS
SEPTEMBER 30 AND MARCH 31, 2023

	(Unaudited) Sept. 30, 2023			March 31, 2023
ASSETS
Current assets
Cash and cash equivalents	$	6,953,448		$	1,669,896
Marketable securities, short-term (amortized cost of $7,302,714 as of September 30, 2023, and $15,696,135 as of March 31, 2023)		7,224,056			15,513,095
Accounts receivable, net of allowance for credit losses of $15,000		2,915,762			6,523,344
Inventories		6,967,766			6,417,010
Prepaid expenses and other assets		1,064,853			663,459
Total current assets		25,125,885			30,786,804
Fixed assets
Machinery and equipment		10,501,096			10,484,365
Leasehold improvements		1,956,309			1,956,309
		12,457,405			12,440,674
Less accumulated depreciation and amortization		11,250,170			11,095,236
Net fixed assets		1,207,235			1,345,438
Deferred tax assets		1,395,430			572,038
Marketable securities, long-term (amortized cost of $41,467,512 as of September 30, 2023, and $37,495,846 as of March 31, 2023)		39,623,299			36,125,047
Right-of-use asset – operating lease		358,590			425,843
Total assets	$	67,710,439		$	69,255,170
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	244,236		$	281,712
Accrued payroll and other		539,452			1,375,250
Operating lease		177,585			175,798
Total current liabilities		961,273			1,832,760
Operating lease		260,509			342,908
Total liabilities		1,221,782			2,175,668
Shareholders’ equity
Common stock, $0.01 par value, 6,000,000 shares authorized; 4,833,401 issued and outstanding as of September 30, 2023, and 4,830,826 as of March 31, 2023		48,334			48,308
Additional paid-in capital		19,529,791			19,295,442
Accumulated other comprehensive loss		(1,502,147	)		(1,213,858	)
Retained earnings		48,412,679			48,949,610
Total shareholders’ equity		66,488,657			67,079,502
Total liabilities and shareholders’ equity	$	67,710,439		$	69,255,170

XML

Cover	Oct. 18, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 18, 2023
Entity File Number	000-12196
Entity Registrant Name	NVE Corporation
Entity Central Index Key	0000724910
Entity Tax Identification Number	41-1424202
Entity Incorporation, State or Country Code	MN
Entity Address, Address Line One	11409 Valley View Road
Entity Address, City or Town	Eden Prairie
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55344
City Area Code	952
Local Phone Number	829-9217
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	NVEC
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false