Form 10-K/A - Annual report [Section 13 and 15(d), not S-K Item 405]: [Amend]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(Amendment No. 1)

(Mark One)

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

For the fiscal year ended April 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________________________ to __________________________________

Commission file number: 0-11306

VALUE LINE, INC.

(Exact name of registrant as specified in its charter)

New York	13-3139843
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

551 Fifth Avenue, New York, New York	10176-0001
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code (212) 907-1500

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

Title of each class	Trading symbol	Name of each Exchange on which registered
Common stock, $0.10 par value per share	VALU	The Nasdaq Capital Market

Securities registered pursuant to Section 12 (g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 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 ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K (§229.405 of this chapter) is not contained herein, and will not be contained, 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. ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒

Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark whether 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

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. ☐ Yes ☒ No

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 recover 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 Exchange Act). ☐ Yes ☒ No

The aggregate market value of the registrant's voting and non-voting common stock held by non-affiliates at October 31, 2023 was $32,483,588.

There were 9,418,839 shares of the registrant’s Common Stock outstanding at June 30, 2024.

Auditor Name	Auditor Firm ID	Auditor Location
Horowitz & Ullmann, P.C.	PCAOB ID No. 921	New York, NY

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Proxy Statement relating to the registrant’s 2024 Annual Meeting of Shareholders, to be held on

October 08, 2024, are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.

EXPLANATORY NOTE

On July 26, 2024, Value Line, Inc. (the “Company”) filed its Annual Report on Form 10-K (the “Original Form 10-K”) for the fiscal year ended April 30, 2024 with the Securities and Exchange Commission (“SEC”). The purpose of this Amendment No. 1 (the “Amendment”) to the Original Form 10-K is to include Part I Item 1C, Cybersecurity, which was inadvertently omitted in the Original Form 10-K.

No other items of the Original Form 10-K are being amended and this Amendment does not reflect any events occurring after the filing of the Original Form 10-K. Accordingly, the Amendment should be read in conjunction with the Original Form 10-K and the Company’s other filings made with the SEC subsequent to the filing of the Original Form 10-K.

Part I

Item 1C. Cybersecurity

We believe that information security is a critical component of our business strategy. Therefore, we maintain and continuously assess and strengthen our cyber security program.

Management is responsible for the day-to-day administration of the Company’s risk exposures and has adopted a risk management framework including identification, analysis and response to risks affecting our business. The Company has established a committee of senior leaders which is chaired by the Company’s Executive Director of Information Technology.

We regularly engage third-party services to conduct evaluations of our security controls, which can include penetration testing, independent audits, or consulting on best practices to address new challenges. These evaluations include testing both the design and effectiveness of security controls.

We rely on third-party service providers for a variety of services to run our information systems. Cybersecurity risks are evaluated when determining the selection and oversight of applicable third-party service providers. A cyber-attack at a third-party service provider could have a significant impact on our business, and we continuously monitor the risks associated with our service providers.

The Audit Committee has responsibility for the oversight of the Company’s risk management program, including technology and cybersecurity risks facing the Company. The audit committee receives briefings from management and the executive director of information technology about cybersecurity risk management and the overall technology and cybersecurity environment.

We believe that currently we have not encountered a cybersecurity event that has had a material impact on our business. See Item 1A. “Risk Factors” for a discussion of our cybersecurity risks.

Part IV

Item 15. Exhibits and Financial Statements Schedules.

(b)

Exhibits

The exhibits listed in the Exhibit Index below are filed or incorporated by reference as part of this Amendment No. 1 report.

31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

31.2 Certification of Principal Financial Officer and Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

104 Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)

* Filed herewith.

SIGNATURES

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

Value Line, Inc.

By: /s/ Howard A. Brecher

________________________________________

Howard A. Brecher

Chief Executive Officer

(Principal Executive Officer)

By: /s/ Stephen R. Anastasio

_______________________________________

Stephen R. Anastasio

Vice President & Treasurer

(Principal Financial Officer)

Date: October 8, 2024

Exhibit 31.1

RULE 13a-14(a)/15d-14(a) CERTIFICATION

I, Howard A. Brecher, certify that:

I have reviewed this Amendment No. 1 report on Form 10-K/A of Value Line, Inc.; and

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

Date: October 8, 2024

By:

/s/ Howard A. Brecher

Howard A. Brecher

Chairman & Chief Executive Officer

(Principal Executive Officer)

Exhibit 31.2

RULE 13a-14(a)/15d-14(a) CERTIFICATION

I, Stephen R. Anastasio, certify that:

I have reviewed this Amendment No. 1 report on Form 10-K/A of Value Line, Inc.; and

Date: October 8, 2024

By:

/s/ Stephen R. Anastasio

Stephen R. Anastasio

Vice President & Treasurer

(Principal Financial Officer and

Principal Accounting Officer)

Document And Entity Information - USD ($)	12 Months Ended
Document And Entity Information - USD ($)	Apr. 30, 2024	Jun. 30, 2024	Oct. 31, 2023
Document Information [Line Items]
Entity, Registrant Name	VALUE LINE, INC.
Current Fiscal Year End Date	--04-30
Document, Fiscal Year Focus	2024
Document, Fiscal Period Focus	FY
Document, Type	10-K/A
Document, Annual Report	true
Document, Period End Date	Apr. 30, 2024
Document, Transition Report	false
Entity, File Number	0-11306
Entity, Incorporation, State or Country Code	NY
Entity, Tax Identification Number	13-3139843
Entity, Address, Address Line One	551 Fifth Avenue
Entity, Address, City or Town	New York
Entity, Address, State or Province	NY
Entity, Address, Postal Zip Code	10176-0001
City Area Code	212
Local Phone Number	907-1500
Title of 12(b) Security	Common stock, $0.10 par value per share
Trading Symbol	VALU
Security Exchange Name	NASDAQ
Entity, Well-known Seasoned Issuer	No
Entity, Voluntary Filers	No
Entity, Current Reporting Status	Yes
Entity, Interactive Data, Current	Yes
Entity, Filer Category	Non-accelerated Filer
Entity, Small Business	false
Entity, Emerging Growth Company	false
Document, Financial Statement Error Correction Flag	false
ICFR Auditor Attestation Flag	false
Entity, Shell Company	false
Entity, Public Float			$ 32,483,588
Entity, Common Stock Shares, Outstanding		9,418,839
Auditor Name	Horowitz & Ullmann, P.C.
Auditor Firm ID	921
Auditor Location	New York, NY
Amendment Description	On July 26, 2024, Value Line, Inc. (the “Company”) filed its Annual Report on Form 10-K (the “Original Form 10-K”) for the fiscal year ended April 30, 2024 with the Securities and Exchange Commission (“SEC”). The purpose of this Amendment No. 1 (the “Amendment”) to the Original Form 10-K is to include Part I Item 1C, Cybersecurity, which was inadvertently omitted in the Original Form 10-K. No other items of the Original Form 10-K are being amended and this Amendment does not reflect any events occurring after the filing of the Original Form 10-K. Accordingly, the Amendment should be read in conjunction with the Original Form 10-K and the Company’s other filings made with the SEC subsequent to the filing of the Original Form 10-K.
Amendment Flag	true
Entity, Central Index Key	0000717720