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What changed in OPTICAL CABLE CORP's 10-K2022 vs 2023

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Paragraph-level year-over-year comparison of OPTICAL CABLE CORP's 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+65 added1 removedSource: 10-K (2023-12-20) vs 10-K (2022-12-22)

Top changes in OPTICAL CABLE CORP's 2023 10-K

65 paragraphs added · 1 removed · 1 edited across 1 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

1 edited+64 added0 removed1 unchanged
Biggest changeCertain risk factors that may adversely affect the Company, the Company’s future results of operations and future financial condition, and future market valuation of the Company are mentioned under “Forward-Looking Information” included in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the Company’s Annual Report for the fiscal year ended October 31, 2022 (filed as Exhibit 13.1 to this report on Form 10-K), and in our Quarterly Reports on Form 10-Q.
Biggest changeCertain risk factors that may adversely affect the Company, the Company’s future results of operations and future financial condition, and future market valuation of the Company are mentioned under “Forward-Looking Information” included in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the Company’s Annual Report for the fiscal year ended October 31, 2023 (filed as Exhibit 13.1 to this report on Form 10-K), and in our Quarterly Reports on Form 10-Q.
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Item 1B. UNRESOLVED STAFF COMMENTS None. Item 2. PROPERTIES We own our facility located in Roanoke County, Virginia, and the land on which our Roanoke facility is located. Our Roanoke facility primarily houses our corporate headquarters, our administrative offices, our fiber optic cable manufacturing operations, our fiber optic cable product development function and our fiber optic cable warehouse.
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Our Roanoke facility is situated on approximately 23 acres of land (of which 11 acres is currently unused) located near the Roanoke-Blacksburg Regional Airport in Roanoke, Virginia, interstate I-81, and major trucking company facilities. Our Roanoke facility building is approximately 146,000 square feet.
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We own our facility near Asheville, North Carolina (in Swannanoa, North Carolina) and the land on which our Asheville facility is located. Our Asheville facility primarily houses administrative offices, our enterprise connectivity manufacturing operations, our enterprise connectivity product development function and our enterprise connectivity warehouse.
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Our Asheville facility is situated on approximately 13 acres of land located east of Asheville, North Carolina. The Asheville facility includes two buildings totaling approximately 64,000 square feet. Our office building at the Asheville facility sustained water damage from a burst water pipe at the end of December 2022, and is not currently being used.
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The office building is separate from our manufacturing building, which houses our manufacturing operations and certain offices at the same location. There was no significant impact to our operations as a result of this event. 8 Table of Contents We lease our facility near Dallas, Texas (in Plano, Texas).
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Our Dallas facility primarily houses administrative offices, our harsh environment and specialty connectivity manufacturing operations, our harsh environment and specialty connectivity product development function, our harsh environment and specialty connectivity warehouse, and our Centric Solutions’ business. Our Dallas facility is located in an industrial complex of suites. The space leased is approximately 34,000 square feet.
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We lease a warehouse facility in Roanoke, Virginia. The space leased is approximately 36,000 square feet and is used primarily to store raw materials and other items related to our fiber optic cable operations. We believe that we operated at approximately 40% to 50% of our production equipment capacity on average at our collective manufacturing facilities during fiscal year 2023.
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This determination is based on a capacity calculation that assumes we would be fully staffed to run production at all of our locations twenty-four hours per day, seven days a week, all year.
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Since various production equipment is specialized and our product mix varies, individual manufacturing equipment may operate at higher or lower production capacity during any given period of time.
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Additionally, we can experience capacity constraints based on the types of products that are being manufactured at any given time and related inherent limitations in the manufacturing process as well as the time it takes to hire and train new employees.
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Additional personnel would need to be hired and trained, additional warehousing space may be needed, and, depending on product mix, certain additional production equipment may need to be acquired, to fully utilize our available production equipment capacity at all of our facilities.
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We can provide no assurance as to the time required to complete the process of hiring and training personnel or to acquire and install certain additional production equipment or our ability to secure additional warehousing space, necessary to fully utilize our available production capacity. Item 3.
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LEGAL PROCEEDINGS From time to time, we are involved in various claims, legal actions and regulatory reviews arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on our financial position, results of operations or liquidity. Item 4. MINE SAFETY DISCLOSURES Not applicable.
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MARKET FOR REGISTRANT ’ S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS The information pertaining to shareholders beneficially owning more than five percent of the Company’s common stock and the security ownership of management, which is set forth under the caption “Beneficial Ownership of Securities” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, is incorporated herein by reference.
Added
The Company had 7,893,681 shares of common stock issued and outstanding at October 31, 2023. Employees of the Company and members of the Board of Directors owned at least 34.6% of the shares issued and outstanding at October 31, 2023, including shares still subject to potential forfeiture based on vesting requirements.
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The information contained under the caption “Corporate Information” of our Annual Report for the fiscal year ended October 31, 2023, filed as Exhibit 13.1 to this report on Form 10-K, is incorporated herein by reference. 9 Table of Contents Item 6. RESERVED Item 7.
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MANAGEMENT ’ S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information contained under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report for the fiscal year ended October 31, 2023, filed as Exhibit 13.1 to this report on Form 10-K, is incorporated herein by reference. Item 7A.
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company did not engage in transactions in derivative financial instruments or derivative commodity instruments. As of October 31, 2023, the Company’s financial instruments were not exposed to significant market risk due to interest rate risk, foreign currency exchange risk, commodity price risk or equity price risk. Item 8.
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FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information contained under the captions “Consolidated Financial Statements,” “Notes to Consolidated Financial Statements,” and “Report of Independent Registered Public Accounting Firm” of our Annual Report for the fiscal year ended October 31, 2023, filed as Exhibit 13.1 to this report on Form 10-K, is incorporated herein by reference. Item 9.
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CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE There were no changes in our accountants and the Company did not have any disagreements with its accountants on any accounting matter or financial disclosure made during our fiscal year ended October 31, 2023. Item 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures.
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The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to be effective in providing reasonable assurance that information required to be disclosed in reports under the Exchange Act are recorded, processed and summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to management to allow for timely decisions regarding required disclosure.
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In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
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Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, will be detected. These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake.
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The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
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As of October 31, 2023, the Company completed an evaluation, under the supervision and with the participation of management, including the chief executive officer and the chief financial officer (principal accounting officer and principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures.
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Based upon that evaluation, the chief executive officer and chief financial officer concluded that the Company’s disclosure controls and procedures were effective as of October 31, 2023. 10 Table of Contents Management ’ s Annual Report on Internal Control Over Financial Reporting.
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Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f) under the Exchange Act).
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Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation and fair presentation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles and includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of our management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.
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Because of the inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Accordingly, even effective internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation.
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Further, the evaluation of the effectiveness of internal control over financial reporting was made as of a specific date, and continued effectiveness in future periods is subject to the risks that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies and procedures may decline.
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Management conducted an evaluation of the design and effectiveness of the Company’s system of internal control over financial reporting as of October 31, 2023, based on the framework set forth in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.
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Based on its evaluation, management concluded that, as of October 31, 2023, the Company’s internal control over financial reporting was effective. Changes in Internal Control Over Financial Reporting.
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There were no changes in the Company’s internal controls over financial reporting during the fourth quarter of the fiscal year covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Item 9B. OTHER INFORMATION None. PART III Item 10.
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DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE For information with respect to the Directors of the registrant, see “Election of Directors,” and “Executive Officers” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, which information is incorporated herein by reference.
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For information with respect to the executive officers of the registrant, see “Executive Officers” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, which information is incorporated herein by reference.
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The information with respect to compliance with Section 16(a) of the Securities Exchange Act of 1934, which is set forth under the caption “Delinquent Section 16(a) Reports” (if applicable) in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, is incorporated herein by reference.
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The information concerning the Company’s code of ethics that applies to the Company’s principal executive officer and the Company’s senior financial officers required by this Item is incorporated by reference to the Company’s Proxy Statement under the heading “Code of Ethics.” Item 11.
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EXECUTIVE COMPENSATION The information set forth under the captions “Executive Compensation,” and “Director Compensation” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company is incorporated herein by reference. 11 Table of Contents Item 12.
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information concerning stock ownership by directors, executive officers and shareholders beneficially owning more than five percent of the Company’s common stock, which is set forth under the caption “Beneficial Ownership of Securities” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, is incorporated herein by reference.
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The information concerning securities authorized for issuance under equity compensation plans required by this Item is incorporated by reference to the Company’s Proxy Statement under the heading “Equity Compensation Plan Information.” Item 13.
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CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE The information with respect to certain transactions with management of the Company, which is set forth under the caption “Certain Relationships and Related Transactions” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, is incorporated herein by reference. Item 14.
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PRINCIPAL ACCOUNTANT FEES AND SERVICES The information with respect to certain principal accountant fees and services, which is set forth under the caption “Independent Registered Public Accounting Firm” in the Proxy Statement for the 2024 Annual Meeting of Shareholders of the Company, is incorporated herein by reference.
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The information concerning pre-approval policies for audit and non-audit services required by this Item is incorporated by reference to the Company’s Proxy Statement under the heading “Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm.” 12 Table of Contents PART IV Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
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(a) List of documents filed as part of this report: 1. Financial statements: The Company’s consolidated financial statements and related notes thereto are hereby incorporated by reference to pages 20 to 42 of the Company’s Annual Report filed as Exhibit 13.1 to this Form 10-K. 2.
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Financial statement schedules: All schedules are omitted, as the required information is inapplicable or the information is presented in the consolidated financial statements or related notes thereto. 3. Exhibits to this Form 10-K pursuant to Item 601 of Regulation S-K are as follows: Exhibit No.
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Description 3.1 Articles of Amendment filed November 5, 2001 to the Amended and Restated Articles of Incorporation, as amended through November 5, 2001 (incorporated herein by reference to Exhibit 1 to the Company’ s Form 8-A12G filed with the Commission on November 5, 2001). 3.2 Articles of Amendment filed July 5, 2002 to the Amended and Restated Articles of Incorporation, as amended through July 5, 2002 (incorporated herein by reference to Appendix A to the Company’ s definitive proxy statement on Form 14A filed July 5, 2002). 3.3 Amended and Restated Bylaws of Optical Cable Corporation (incorporated herein by reference to Exhibit 3.2 to the Company’ s Quarterly Report on Form 10-Q for the third quarter ended July 31, 2011). 3.4 Amended and Restated Bylaws of Optical Cable Corporation effective March 9, 2023 (incorporated herein by reference to Exhibit 3.4 to the Company’ s Quarterly Report on Form 10-Q for the first quarter ended January 31, 2023). 4.1 Form of certificate representing Common Stock (incorporated herein by reference to Exhibit 4.1 to the Company’ s Quarterly Report on Form 10-Q for the third quarter ended July 31, 2004 (file number 0-27022)). 4.2 Form of certificate representing Common Stock (incorporated herein by reference to Exhibit 4.2 to the Company’ s Quarterly Report on Form 10-Q for the third quarter ended July 31, 2012). 4.3 Corrected Credit Line Deed of Trust dated June 4, 2008 between Optical Cable Corporation as Grantor, LeClairRyan as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina, successor by merger with Valley Bank) as Beneficiary (incorporated herein by reference to Exhibit 4.17 of the Company ’ s Annual Report on Form 10-K for the period ended October 31, 2008 filed January 29, 2009). 4.4 Corrected Deed of Trust, Security Agreement and Fixtures Filing dated May 30, 2008 by and between Superior Modular Products Incorporated as Grantor, LeClairRyan as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina, successor by merger with Valley Bank) as Beneficiary (incorporated herein by reference to Exhibit 4.18 of the Company ’ s Annual Report on Form 10-K for the period ended October 31, 2008 filed January 29, 2009). 4.5 Term Loan A Note in the amount of $1,816,609 by Optical Cable Corporation dated April 26, 2016, for the benefit of Northeast Bank as of July 15, 2021, as successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) (incorporated herein by reference to Exhibit 4.3 to the Company ’ s Current Report on Form 8-K/A filed May 3, 2016). 4.6 Term Loan B Note in the amount of $5,271,411 by Optical Cable Corporation dated April 26, 2016, for the benefit of Northeast Bank as of July 15, 2021, as successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) (incorporated herein by reference to Exhibit 4.4 to the Company ’ s Current Report on Form 8-K/A filed May 3, 2016). 13 Table of Contents 4.7 Modification of Credit Line Deed of Trust dated April 26, 2016 by and between Optical Cable Corporation (successor by merger to Superior Modular Products Incorporated) as Grantor, Andrew B.
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Agee (in substitution of LeClairRyan) as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) as Beneficiary, modifying that certain Corrected Credit Line Deed of Trust dated June 4, 2008 (incorporated herein by reference to Exhibit 4.5 to the Company ’ s Current Report on Form 8-K/A filed May 3, 2016). 4.8 Modification of Deed of Trust, Security Agreement, and Assignment of Leases and Rents dated April 26, 2016 by and between Optical Cable Corporation (successor by merger to Superior Modular Products Incorporated) as Grantor, Andrew B.
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Agee (in substitution of LeClairRyan) as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) as Beneficiary, modifying that certain Corrected Deed of Trust, Security Agreement and Assignment of Leases and Rents dated May 30, 2008 (incorporated herein by reference to Exhibit 4.6 to the Company ’ s Current Report on Form 8-K/A filed May 3, 2016). 4.9 Second Modification of Credit Line Deed of Trust dated May 2, 2018 by and between Optical Cable Corporation (successor by merger to Superior Modular Products Incorporated) as Grantor, W.
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Todd Ross (in substitution of LeClairRyan) as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) as Beneficiary, modifying that certain Modification of Credit Line Deed of Trust dated April 26, 2016, which previously modified that certain Corrected Credit Line Deed of Trust dated June 4, 2008 (incorporated herein by reference to Exhibit 4.20 to the Company ’ s Quarterly Report on Form 10-Q for the second quarter ended April 30, 2018). 4.10 Second Modification of Deed of Trust, Security Agreement, and Assignment of Leases and Rents dated May 2, 2018 by and between Optical Cable Corporation (successor by merger to Superior Modular Products Incorporated) as Grantor, W.
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Todd Ross (in substitution of LeClairRyan) as Trustee and Northeast Bank, successor in interest to Pinnacle Bank (successor by merger with Bank of North Carolina) as Beneficiary, modifying that certain Modification of Deed of Trust, Security Agreement and Assignment of Leases and Rents dated April 26, 2016, which previously modified that certain Corrected Deed of Trust, Security Agreement and Assignment of Leases and Rents dated May 30, 2008 (incorporated herein by reference to Exhibit 4.21 to the Company ’ s Quarterly Report on Form 10-Q for the second quarter ended April 30, 2018). 4.11 Loan and Security Agreement dated July 24, 2020 by and among Optical Cable Corporation along with its subsidiaries Applied Optical Systems, Inc. and Centric Solutions LLC, and North Mill Capital LLC (now doing business as SLR Business Credit) (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed July 30, 2020). 4.12 Revolving Credit Master Promissory Note dated July 24, 2020 by Optical Cable Corporation along with its subsidiaries Applied Optical Systems, Inc. and Centric Solutions LLC in favor of North Mill Capital LLC (now doing business as SLR Business Credit) (incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed July 30, 2020). 4.13 Payoff Letter from Pinnacle Bank to North Mill Capital LLC (now doing business as SLR Business Credit) and Optical Cable Corporation (incorporated herein by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed July 30, 2020). 4.14 Amended and Restated Stockholder Protection Rights Agreement, dated as of November 2, 2021, between Optical Cable Corporation and American Stock Transfer & Trust Company, LLC, as rights agent (incorporated herein by reference to Exhibit 4.1 to the Company’ s Form 8-A12G filed with the Commission on November 5, 2021). 4.15 Modification Agreement dated as of July 5, 2022, by and between North Mill Capital LLC (now doing business as SLR Business Credit) and Optical Cable Corporation along with its subsidiaries Applied Optical Systems, Inc., and Centric Solutions LLC (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed July 7, 2022). 4.16 Omnibus Amendment of Loan Documents dated October 31, 2023 by and between Optical Cable Corporation and Northeast Bank (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed November 3, 2023). 10.1* Optical Cable Corporation 2017 Stock Incentive Plan (incorporated by reference to Appendix A to the Company’ s definitive proxy statement on Form 14A filed March 13, 2017). 14 Table of Contents 10.2* Amended and Restated Employment Agreement by and between Optical Cable Corporation and Neil D.
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Wilkin, Jr. effective April 11, 2011 (incorporated herein by reference to Exhibit 10.2 of the Company’ s Current Report on Form 8-K filed April 15, 2011). 10.3* Amendment, effective December 18, 2012, to Amended and Restated Employment Agreement by and between Optical Cable Corporation and Neil D.
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Wilkin, Jr. effective April 11, 2011 (incorporated herein by reference to Exhibit 10.16 of the Company’ s Quarterly Report on Form 10-Q for the period ended January 31, 2013 filed March 15, 2013). 10.4* Second Amendment, effective March 14, 2014, to Amended and Restated Employment Agreement by and between Optical Cable Corporation and Neil D.
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Wilkin, Jr. effective April 11, 2011, as amended December 18, 2012 (incorporated herein by reference to Exhibit 10.19 of the Company’ s Quarterly Report on Form 10-Q for the period ended January 31, 2014 filed March 17, 2014). 10.5* Amended and Restated Employment Agreement by and between Optical Cable Corporation and Tracy G.
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Smith effective April 11, 2011 (incorporated herein by reference to Exhibit 10.1 of the Company’ s Current Report on Form 8-K filed April 15, 2011). 10.6* Amendment, effective December 18, 2012, to Amended and Restated Employment Agreement by and between Optical Cable Corporation and Tracy G.
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Smith effective April 11, 2011 (incorporated herein by reference to Exhibit 10.18 of the Company’ s Quarterly Report on Form 10-Q for the period ended January 31, 2013 filed March 15, 2013). 10.7* Second Amendment, effective March 14, 2014, to Amended and Restated Employment Agreement by and between Optical Cable Corporation and Tracy G.
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Smith effective April 11, 2011, as amended December 18, 2012 (incorporated herein by reference to Exhibit 10.22 of the Company’ s Quarterly Report on Form 10-Q for the period ended January 31, 2014 filed March 17, 2014). 10.8* Form of vesting award agreement for non-employee Board members under the Optical Cable Corporation 2017 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.21 of the Company’ s Quarterly Report on Form 10-Q for the period ended April 30, 2017 filed June 13, 2017). 10.9* Form of operational performance (Company financial performance measure) vesting award agreement under the Optical Cable Corporation 2017 Stock Incentive Plan (incorporated by reference to Exhibit 10.15 of the Company ’ s Annual Report on Form 10-K for the period ended October 31, 2021 filed December 20, 2021). 10.10* First Amendment to the Optical Cable Corporation 2017 Stock Incentive Plan effective March 29, 2022 (incorporated herein by reference to Exhibit 10.16 of the Company’ s Quarterly Report on Form 10-Q for the period ended July 31, 2022 filed September 12, 2022). 13.1 Annual Report.
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FILED HEREWITH. 21.1 List of Subsidiaries. FILED HEREWITH. 23.1 Consent of Independent Registered Public Accounting Firm. FILED HEREWITH. 31.1 Certification of the Company’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. FILED HEREWITH. 31.2 Certification of the Company’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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FILED HEREWITH. 32.1 Certification of the Company’s Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. FURNISHED HEREWITH. 32.2 Certification of the Company’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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FURNISHED HEREWITH. 15 Table of Contents 97 Optical Cable Corporation Compensation Recovery Policy, effective November 30, 2023.
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FILED HEREWITH. 101 The following materials from the Company’s Annual Report on Form 10-K for the year ended October 31, 2023, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of October 31, 2023 and 2022, (ii) Consolidated Statements of Operations for the years ended October 31, 2023, 2022 and 2021, (iii) Consolidated Statements of Shareholders’ Equity for the years ended October 31, 2023, 2022 and 2021, (iv) Consolidated Statements of Cash Flows for the years ended October 31, 2023, 2022 and 2021, and (v) Notes to Consolidated Financial Statements.
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FILED HEREWITH. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). * Management contract or compensatory plan or agreement. 16 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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OPTICAL CABLE CORPORATION Date: December 20, 2023 By: /S/ Neil D. Wilkin, Jr. Neil D. Wilkin, Jr. Chairman of the Board of Directors, President and Chief Executive Officer Date: December 20, 2023 By: /S/ Tracy G. Smith Tracy G.
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Smith Senior Vice President and Chief Financial Officer 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 indicated as of December 20, 2023. Date: December 20, 2023 /S/ Neil D. Wilkin, Jr. Neil D. Wilkin, Jr.
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Chairman of the Board of Directors, President and Chief Executive Officer Date: December 20, 2023 /S/ Randall H. Frazier Randall H. Frazier Director Date: December 20, 2023 /S/ John M. Holland John M. Holland Director Date: December 20, 2023 /S/ John A. Nygren John A. Nygren Director Date: December 20, 2023 /S/ Craig H. Weber Craig H. Weber Director 17

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