UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 21, 2020

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National Presto Industries, Inc.

(Exact name of registrant as specified in this chapter)

Registrant’s telephone number, including area code: 715-839-2121

N/A

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

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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:

o       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o       Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o       Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02 Results of Operations and Financial Condition

On February 21, 2020, the registrant issued a press release regarding the registrant’s results of operations for the year ended December 31, 2019. The full text of the press release is filed as Exhibit 99.1 to this Form 8-K. Such Exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Forward looking statements in this Form 8-K are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are certain important factors that could cause results to differ materially from those anticipated by some of the statements made herein. Investors are cautioned that all forward looking statements involve risks and uncertainty. In addition to the factors discussed above, among the other factors that could cause actual results to differ materially are the following: government defense spending and defense requirements; termination for the convenience of the government; interest rates; continuity of relationships with and purchases by the United States Government and other major customers; unexpected problems or events experienced by subcontractors, team members, or their respective suppliers or subcontractors; product mix; competitive pressure on pricing; increases in material, freight/shipping, labor or other production costs that cannot be recouped through pricing; and such other factors as may be described from time to time in the Registrant’s SEC filings.

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.

Exhibit 99.1

NATIONAL PRESTO INDUSTRIES, INC. ANNOUNCES

EARNINGS AND 2020 DIVIDEND

Eau Claire, Wisconsin (February 21, 2020) -- National Presto Industries, Inc. (NYSE: NPK) announced

today 2019 sales and earnings, as shown in the table below. Net earnings per share have been computed on the basis of the weighted average number of common shares outstanding for the respective periods.

In response to questions about the Company’s sales, Maryjo Cohen, President, stated, “Net 2019 consolidated sales for the continuing segments was $308.5 million, a decrease of $14.8 million or 4.6% from 2018 levels. The decline was due to a reduction in shipments of $20.4 million (8.9%) at the Defense segment offset in part by a $5.7 million (6.0%) increase at the Housewares/Small Appliance segment. The Defense segment’s decrease was primarily a function of shipment timing from its backlog. The improved Housewares/Small Appliance segment volume largely reflected the return to normal of a key supplier that because of flooding had been unable to deliver all of the merchandise needed to support the segment’s 2018 holiday season. Volume was also positively affected by increased e-commerce business. The resulting increases were offset in part by ongoing retail customer difficulties manifesting themselves in bankruptcy, liquidation, store closings, and a generally weak brick and mortar retail environment.”   

In connection with earnings, she added, “Net consolidated earnings increased by $2.28 million to $42.2 million ($6.01 per share) from 2018’s $39.9 million ($5.70 per share). Approximately 74% of the increase was derived from the settlement of a lawsuit pertaining to the discontinued Absorbent Product segment. That settlement provided a comparative increase from 2018’s discontinued net earnings of $1.6 million ($0.23 per share). The balance was primarily sourced from increased portfolio earnings reflecting higher interest rates and increased rental revenue from Drylock Technologies (the company that purchased the assets of the discontinued Absorbent Product segment). Overall, Operating Profit from Continuing Operations declined 3.5% from the prior year with declines in the Housewares/Small Appliance segment of $2.1 million or 47.6% (reflecting among other things, increased tariffs) and losses at the Safety segment that more than offset improved Defense segment profitability. Despite the reduction in revenue, the Defense segment’s Operating Profit was up $2.9 million or 6.5%, an increase primarily attributable to the negotiated termination of a commercial foreign military supply contract and the absence of last year’s loss on the disposal of its less-lethal business.”

When asked about 2020, Ms. Cohen commented, “Planned Housewares/Small Appliance product introductions coupled with the segment’s existing strengths should enable it to prosper in the New Year. Barring unforeseen cancellations or execution issues, the combination of the existing sizable Defense segment backlog coupled with anticipated contracts should provide the volume required for a solid year. Key groundwork for future profitability of the Safety segment should be laid during the upcoming year.”   

The Board of Directors of National Presto Industries, Inc. announced today the 2020 dividend, which consists of the regular dividend of $1.00 per share, plus an extra of $5.00. The 2020 dividend is the most recent in an unbroken history of seventy-five years. The record date for the dividend will be March 2, 2020, and the payment date, March 13, 2020. In addition, the Board confirmed May 19, 2020, as the date of the Company’s 2020 annual meeting of shareholders. The record date for the annual meeting will be March 19, 2020.

National Presto Industries, Inc. operates in three business segments. The Housewares/Small Appliance segment designs and sells small household appliances and pressure cookers under the PRESTO® brand name. The segment is recognized as an innovator of new products. The Defense segment manufactures a variety of products, including medium caliber training and tactical ammunition, energetic ordnance items, fuzes, and cartridge cases. The Safety Segment currently consists of two startup companies.

The first is Rusoh, Inc., which designs and markets the Rusoh® Eliminator® fire extinguisher, the first self-service fire extinguisher. The second is OneEvent Technologies, Inc. It offers systems that provide early warning of conditions that could ultimately lead to significant losses. The initial application combines patented machine learning, digital sensors and cloud-based technology to continuously monitor

freezers and refrigerators, instantly detecting and alerting users to potential safety issues around pharmaceuticals and food. The OneEvent® system also has the ability to continually measure other factors such as smoke, carbon monoxide, motion, humidity, and moisture.

* Net earnings for both years include earnings from the discontinued Absorbent Products segment.

This release contains “forward looking statements” made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that are subject to certain risks and uncertainties, as well as assumptions, that could cause actual results to differ materially from historical results and those presently anticipated or projected. In addition to the factors discussed above, other important risk factors are delineated in the Company’s various SEC filings.