Form 8-K - Current report

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) July 19, 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 June 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 August 31, 2023 to shareholders of record as of July 31, 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 July 19, 2023

NVE CORPORATION
(Registrant)

/s/ DANIEL NELSON
Daniel Nelson
Principal Financial Officer

INDEX TO EXHIBITS

Exhibit #

Description

Press release of NVE Corporation reporting results for the quarter ended June 3 0 , 202 3 and announcing a quarterly dividend.

104

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

NVE Corporation Reports First Quarter Results and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—July 19, 2023—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter ended June 30, 2023.

Total revenue for the first quarter of fiscal 2024 increased 20% to $8.83 million from $7.34 million for the prior-year quarter. The increase was due to a 23% increase in product sales partially offset by a 50% decrease in contract research and development revenue. Net income for the first quarter of fiscal 2024 increased 6% to $4.40 million, or $0.91 per diluted share, compared to $4.14 million, or $0.86 per share, for the prior-year quarter.

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

“We are pleased to report strong revenue growth for the quarter compared to the prior year,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

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

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

###

NVE CORPORATION
STATEMENTS OF INCOME
QUARTERS ENDED JUNE 30, 2023 AND 2022
(Unaudited)

	Quarter Ended June 30,
	2023		2022
Revenue
Product sales	$	8,700,092	$	7,072,961
Contract research and development		131,322		263,446
Total revenue		8,831,414		7,336,407
Cost of sales		2,079,623		1,651,847
Gross profit		6,751,791		5,684,560
Expenses
Research and development		695,992		601,918
Selling, general, and administrative		475,115		371,320
Credit loss expense		212,440		-
Total expenses		1,383,547		973,238
Income from operations		5,368,244		4,711,322
Interest income		436,526		283,059
Income before taxes		5,804,770		4,994,381
Provision for income taxes		1,401,040		854,265
Net income	$	4,403,730	$	4,140,116
Net income per share – basic	$	0.91	$	0.86
Net income per share – diluted	$	0.91	$	0.86
Cash dividends declared per common share	$	1.00	$	1.00
Weighted average shares outstanding
Basic		4,832,166		4,830,826
Diluted		4,840,571		4,830,871

NVE CORPORATION BALANCE SHEETS JUNE 30, 2023 AND MARCH 31, 2023

	(Unaudited) June 30, 2023			March 31, 2023
ASSETS
Current assets
Cash and cash equivalents	$	1,439,933		$	1,669,896
Marketable securities, short-term (amortized cost of $12,300,315 as of June 30, 2023, and $15,696,135 as of March 31, 2023)		12,173,737			15,513,095
Accounts receivable, net of allowance for credit losses of $227,440 as of June 30, 2023, and $15,000 as of March 31, 2023		5,397,032			6,523,344
Inventories		6,292,162			6,417,010
Prepaid expenses and other assets		707,175			663,459
Total current assets		26,010,039			30,786,804
Fixed assets
Machinery and equipment		10,488,496			10,484,365
Leasehold improvements		1,956,309			1,956,309
		12,444,805			12,440,674
Less accumulated depreciation and amortization		11,172,258			11,095,236
Net fixed assets		1,272,547			1,345,438
Deferred tax assets		724,773			572,038
Marketable securities, long-term (amortized cost of $41,447,065 as of June 30, 2023, and $37,495,846 as of March 31, 2023)		39,719,369			36,125,047
Right-of-use asset – operating lease		392,370			425,843
Total assets	$	68,119,098		$	69,255,170

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	159,155		$	281,712
Accrued payroll and other		935,621			1,375,250
Operating lease		176,688			175,798
Total current liabilities		1,271,464			1,832,760
Operating lease		301,866			342,908
Total liabilities		1,573,330			2,175,668

Shareholders’ equity
Common stock, $0.01 par value, 6,000,000 shares authorized; 4,833,401 issued and outstanding as of June 30, 2023, and 4,830,826 as of March 31, 2023		48,334			48,308
Additional paid-in capital		19,423,479			19,295,442
Accumulated other comprehensive loss		(1,448,559	)		(1,213,858	)
Retained earnings		48,522,514			48,949,610
Total shareholders’ equity		66,545,768			67,079,502
Total liabilities and shareholders’ equity	$	68,119,098		$	69,255,170

Document and Entity Information	Jul. 19, 2023
Details
Registrant CIK	0000724910
Document Type	8-K
Document Period End Date	Jul. 19, 2023
Document Effective Date	Jul. 19, 2023
Entity Registrant Name	NVE Corp
Entity Incorporation, State or Country Code	MN
Entity File Number	000-12196
Entity Tax Identification Number	41-1424202
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
Entity Address, Address Description	Address of principal executive offices
Phone Fax Number Description	Registrant’s telephone number, including area code
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
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	NVEC
Security Exchange Name	NASDAQ
Amendment Flag	false