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What changed in ReposiTrak, Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of ReposiTrak, Inc.'s 2024 and 2025 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 2025 report.

+84 added−84 removedSource: 10-K (2025-09-29) vs 10-K (2024-09-30)

Top changes in ReposiTrak, Inc.'s 2025 10-K

84 paragraphs added · 84 removed · 74 edited across 4 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe loss of the services of Mr. Fields may have a materially adverse effect upon our business. Quarterly and annual operating results may fluctuate, which makes it difficult to predict future performance. Management expects a significant portion of our revenue stream to come from the sale of monthly subscriptions and professional services charged to new customers.
Biggest changeAccordingly, an investor must rely on Mr. Fields’ management decisions that will continue to control our business affairs. The loss of the services of Mr. Fields may have a materially adverse effect upon our business. Quarterly and annual operating results may fluctuate, which makes it difficult to predict future performance.
In addition, we may potentially experience significant fluctuations in future operating results caused by a variety of factors, many of which are outside of our control, including: ● our ability to retain and increase sales to existing customers, attract new customers and satisfy our customers’ requirements; 6 Table of Contents ● the renewal rates for our subscriptions and other services; ● changes in our pricing policies, whether initiated by us or as a result of competition; ● the cost, timing and management effort for the introduction of new services, including new features to our existing services; ● the rate of expansion and productivity of our sales force; ● new product and service introductions by our competitors; ● variations in the revenue mix of editions or versions of our service; ● technical difficulties or interruptions in our service; ● general economic conditions that may adversely affect either our customers’ ability or willingness to purchase additional subscriptions or upgrade their services, or delay a prospective customer’s purchasing decision, or reduce the value of new subscription contracts or affect renewal rates; ● timing of additional expense and investments in infrastructure to support growth in our business; ● regulatory compliance costs; ● consolidation in the food industry; ● the timing of customer payments and payment defaults by customers; ● extraordinary expense such as litigation or other dispute-related settlement payments; ● the impact of new accounting pronouncements; ● the timing of stock awards to employees and the related financial statement impact; and ● system or service failures, security breaches or network downtime.
In addition, we may potentially experience significant fluctuations in future operating results caused by a variety of factors, many of which are outside of our control, including: ● our ability to retain and increase sales to existing customers, attract new customers and satisfy our customers’ requirements; 5 Table of Contents ● the renewal rates for our subscriptions and other services; ● changes in our pricing policies, whether initiated by us or as a result of competition; ● the cost, timing and management effort for the introduction of new services, including new features to our existing services; ● the rate of expansion and productivity of our sales force; ● new product and service introductions by our competitors; ● variations in the revenue mix of editions or versions of our service; ● technical difficulties or interruptions in our service; ● general economic conditions that may adversely affect either our customers’ ability or willingness to purchase additional subscriptions or upgrade their services, or delay a prospective customer’s purchasing decision, or reduce the value of new subscription contracts or affect renewal rates; ● timing of additional expense and investments in infrastructure to support growth in our business; ● regulatory compliance costs; ● consolidation in the food industry; ● the timing of customer payments and payment defaults by customers; ● extraordinary expense such as litigation or other dispute-related settlement payments; ● the impact of new accounting pronouncements; ● the timing of stock awards to employees and the related financial statement impact; and ● system or service failures, security breaches or network downtime.
The U.S. and other key international economies have experienced in the past a downturn in which economic activity was impacted by falling demand for a variety of goods and services, restricted credit, poor liquidity, reduced corporate profitability, volatility in credit, equity and foreign exchange markets, bankruptcies, and overall uncertainty with respect to the economy.
The U.S. and other key international economies have experienced in the past a downturn in which economic activity was impacted by falling demand for a variety of goods and services, restricted credit, poor liquidity, reduced corporate profitability, volatility in credit, equity and foreign exchange markets, bankruptcies, and overall uncertainty with respect to the economy. For example the U.S.
Although our Common Stock is currently quoted on the New York Stock Exchange, there is limited trading activity. We can give no assurance that an active market will develop, or if developed, that it will be sustained.
Although our Common Stock is currently quoted on the New York Stock Exchange (the " NYSE "), there is limited trading activity. We can give no assurance that an active market will develop, or if developed, that it will be sustained.
Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, and regulatory penalties, disrupt our operations and the services we provide to customers, damage our reputation and cause a loss of confidence in our products and services, which could adversely affect our business/operating margins, revenues and competitive position. 10 Table of Contents The secure processing, maintenance and transmission of this information is critical to our operations and business strategy, and we devote significant resources to protecting our information.
Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, and regulatory penalties, disrupt our operations and the services we provide to customers, damage our reputation and cause a loss of confidence in our products and services, which could adversely affect our business/operating margins, revenues and competitive position. 9 Table of Contents The secure processing, maintenance and transmission of this information is critical to our operations and business strategy, and we devote significant resources to protecting our information.
As a result, we are subject to the following risks: whether or how we will respond to technological changes in a timely or cost-effective manner; whether the products or technologies developed by our competitors will render our products and services obsolete or shorten the life cycle of our products and services; and whether our products and services will achieve market acceptance. 7 Table of Contents Moreover, many of our competitors are larger and have greater financial and operational resources than we do.
As a result, we are subject to the following risks: whether or how we will respond to technological changes in a timely or cost-effective manner; whether the products or technologies developed by our competitors will render our products and services obsolete or shorten the life cycle of our products and services; and whether our products and services will achieve market acceptance. 6 Table of Contents Moreover, many of our competitors are larger and have greater financial and operational resources than we do.
Customers could also elect not to renew their subscription or delay or withhold payment to us. These potential scenarios, successful or otherwise, would likely be time-consuming and costly. 9 Table of Contents Interruptions or delays in service from our third-party data center hosting facility could impair the delivery of our service and harm our business.
Customers could also elect not to renew their subscription or delay or withhold payment to us. These potential scenarios, successful or otherwise, would likely be time-consuming and costly. 8 Table of Contents Interruptions or delays in service from our third-party data center hosting facility could impair the delivery of our service and harm our business.
Therefore, there can be no assurance that quarterly dividends will continue to be paid on our Common Stock. 12 Table of Contents Our officers and directors have limited liability and indemnification rights under our organizational documents, which may impact our results. Our officers and directors are required to exercise good faith and high integrity in the management of our affairs.
Therefore, there can be no assurance that quarterly dividends will continue to be paid on our Common Stock. 11 Table of Contents Our officers and directors have limited liability and indemnification rights under our organizational documents, which may impact our results. Our officers and directors are required to exercise good faith and high integrity in the management of our affairs.
As a result, the failure or perceived failure of our products to perform as expected could have a material adverse effect on our revenue, results of operations and business. 8 Table of Contents If a customer is sued because of a recalled product, we could be joined in that suit, the defense of which would impair our operating results.
As a result, the failure or perceived failure of our products to perform as expected could have a material adverse effect on our revenue, results of operations and business. 7 Table of Contents If a customer is sued because of a recalled product, we could be joined in that suit, the defense of which would impair our operating results.
Fluctuations in our results of operations may be due to several factors, including, but not limited to, those listed and identified throughout this “ Risk Factors ” section. 11 Table of Contents The limited public market for our Common Stock may adversely affect an investor ’ s ability to liquidate an investment in us.
Fluctuations in our results of operations may be due to several factors, including, but not limited to, those listed and identified throughout this “ Risk Factors ” section. 10 Table of Contents The limited public market for our Common Stock may adversely affect an investor ’ s ability to liquidate an investment in us.
Although we generated a year over year increase in net income in the year ended June 30, 2024, there can be no assurance that we will continue to increase net income and/or achieve profitability in future periods. We cannot provide assurance that we will continue to generate revenue or have sustainable profits.
Although we generated a year over year increase in net income in the year ended June 30, 2025, there can be no assurance that we will continue to increase net income and/or continue to achieve profitability in future periods. We cannot provide assurance that we will continue to generate revenue or have sustainable profits.
In the event (i) FSMA 204 is modified to the extent of applicability of the rules of FSMA 204 to various food industry sectors, (ii) the penalties for violations of FSMA 204 are reduced or eliminated, or (iii) delay or failure by the industry to adopt practices in compliance with FSMA 204, in each case, could slow the adoption of our technology as a compliance tool for FSMA 204, which could have a material adverse effect on our business, results of operations, and financial condition.
In the event (i) FSMA 204 is modified to the extent of applicability of the rules of FSMA 204 to various food industry sectors, (ii) the penalties for violations of FSMA 204 are reduced or eliminated, or (iii) further delays or failure by the industry to adopt practices in compliance with FSMA 204, in each case, could slow the adoption of our technology as a compliance tool for FSMA 204, which could have a material adverse effect on our business, results of operations, and financial condition.
Further, any new issuance of Common Stock or Preferred Stock may prevent a change in control or management. Our officers and directors have significant control over us, which may lead to conflicts with other stockholders over corporate governance. Our officers and directors control approximately 45% of our Common Stock. Randall K.
Further, any new issuance of Common Stock or Preferred Stock may prevent a change in control or management. Our officers and directors have significant control over us, which may lead to conflicts with other stockholders over corporate governance. Our officers and directors control approximately 40 % of our Common Stock. Randall K.
Our articles of incorporation currently authorize the issuance of up to 30,000,000 shares of “blank check” Preferred Stock with designations, rights, and preferences as may be determined from time to time by our Board of Directors, of which 700,000 shares are currently designated as Series B Convertible Preferred Stock (“ Series B Preferred ”) and 550,000 shares are designated as Series B-1 Preferred Stock (“ Series B-1 Preferred ”).
Our articles of incorporation currently authorize the issuance of up to 30,000,000 shares of “blank check” Preferred Stock with designations, rights, and preferences as may be determined from time to time by our Board of Directors, of which 700,000 shares are currently designated as Series B Convertible Preferred Stock (“ Series B Preferred ”) and 550,000 shares are designated as Series B-1 Preferred Stock (“ Series B-1 Preferred ”), which designation was withdrawn on December 9, 2024.
Failure or delay by our customers in the implementation of Section 204(d) of the FSMA may slow the adoption of our technology as a compliance tool for FMSA 204. In September 2020, the FDA proposed FSMA 204, which was published in November 2022 and went into effect in January 2023.
Failure or delay by our customers in the implementation of Section 204(d) of the FSMA may slow the adoption of our technology as a compliance tool for FMSA 204. The FDA proposed FSMA 204 in September 2020, which was published in November 2022 and went into effect in January 2023, although compliance has been delayed until July 20, 2028.
FSMA 204 will apply to all foods on the FDA’s Food Traceability List.
FSMA 204 applies to all foods on the FDA’s Food Traceability List.
Geopolitical conflicts could potentially affect our sales and disrupt our operations and could have a material adverse impact on the Company. Geopolitical conflicts, including the recent wars in Ukraine and the Middle East, could adversely impact our operations or those of our customers.
Geopolitical conflicts could potentially affect our sales and disrupt our operations and could have a material adverse impact on the Company. Geopolitical conflicts could adversely impact our operations or those of our customers.
If we do not operate profitably in the future, our current cash resources will be used to fund our operating losses. Continued losses would have an adverse effect on the long-term value of our Common Stock and any investment in the Company. Our business is dependent upon the continued services of our founder and Chief Executive Officer, Randall K. Fields.
If we do not continue to operate profitably in the future, our current cash resources will be used to fund our operating losses. Continued losses would have an adverse effect on the long-term value of our Common Stock and any investment in the Company.
Should we lose the services of Mr. Fields, our operations will be negatively impacted. Our business is dependent upon the expertise and continued service of our founder and Chief Executive Officer, Randall K. Fields. Mr. Fields is essential to our operations. Accordingly, an investor must rely on Mr. Fields’ management decisions that will continue to control our business affairs.
Our business is dependent upon the continued services of our founder and Chief Executive Officer, Randall K. Fields. Should we lose the services of Mr. Fields, our operations will be negatively impacted. Our business is dependent upon the expertise and continued service of our founder and Chief Executive Officer, Randall K. Fields. Mr. Fields is essential to our operations.
Risks Related to the Company We have incurred losses in the past and there can be no assurance that we will operate profitably in the future. Our marketing strategy emphasizes sales of subscription-based services, instead of annual licenses, and using Spokes to connect to our Hubs.
Risks Related to the Company Although we have experienced year-over-year growth and generated net income in recent periods, there can be no assurance that our revenue growth will continue or that we will operate profitably in the future. Our marketing strategy emphasizes sales of subscription-based services, instead of annual licenses, and using Spokes to connect to our Hubs.
Historically, we have not paid dividends on our Common Stock. Although we recently declared quarterly cash dividends on our Common Stock, in the future we may elect to retain earnings, if any, to finance the development and expansion of our business.
We commenced paying quarterly dividends on our Common Stock in September 2022. In the future we may elect to retain earnings, if any, to finance the development and expansion of our business.
Section 204(d) of the FMSA (“ FSMA 204 ”) went into effect in January 2023, and the deadline for compliance is January 20, 2026.
Section 204(d) of the FMSA (“ FSMA 204 ”) went into effect in January 2023, and the deadline for compliance is January 20, 2026. In March 2025, the deadline for compliance with FSMA 204 was extended by 30 months to July 20, 2028.
We had net income of $5,958,290 for the year ended June 30, 2024, compared to a net income of $5,590,289 for the year ended June 30, 2023.
We had net income of $6,978,127 for the year ended June 30, 2025, compared to a net income of $5,598,290 for the year ended June 30, 2024.
As of June 30, 2024, a total of 616,470 shares of Series B Preferred and 0 shares of Series B-1 Preferred were issued and outstanding.
As of June 30, 2025, a total of 336,098 shares of Series B Preferred were issued and outstanding.
While the CPI has come off its March 2022 highs, the Company’s general business strategy may be adversely affected by any such inflationary fluctuations, economic downturns, volatile business environments and continued unstable or unpredictable economic and market conditions.
Consumer Price Index (“ CPI ”), which measures a wide-ranging basket of goods and services, rose substantially following the COVID 19 pandemic. While the CPI has come off its recent highs, the Company’s general business strategy may be adversely affected by any such inflationary fluctuations, economic downturns, volatile business environments and continued unstable or unpredictable economic and market conditions.
These amounts will fluctuate and are uncertain because predicting future sales is difficult and involves speculation.
A significant portion of our revenue stream to comes from the sale of monthly subscriptions and professional services charged to new customers. These amounts will fluctuate and are uncertain because predicting future sales is difficult and involves speculation.
Removed
For example, in March 2022, the U.S. Consumer Price Index (“ CPI ”), which measures a wide-ranging basket of goods and services, rose 8.5% from the same month a year ago, which represents the largest CPI increase since December of 1981.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeItem 4. Mine Safety Disclosures 13 PART II Item 5. Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 13 Item 6. Selected Financial Data 15 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 15 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 23 Item 8.
Biggest changeItem 4. Mine Safety Disclosures 12 PART II Item 5. Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 12 Item 6. [Reserved] 14 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 14 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 22 Item 8.
Financial Statements and Supplementary Data 23 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 23 Item 9A. Controls and Procedures 23
Financial Statements and Supplementary Data 22 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 22 Item 9A. Controls and Procedures 22

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

10 edited+1 added−2 removed5 unchanged
Biggest changeIn addition, the Share Repurchase Program may also be suspended for periods of time or discontinued at any time, at the Board’s discretion. 14 Table of Contents The following table provides information about repurchases of our Common Stock registered pursuant to Section 12 of the Exchange Act, during the years ended June 30, 2024 and 2023: Remaining Amount Available for Dollars Future Total Expended Share Number by Period Repurchases of Shares Average Under the Under the Purchased Price Paid Plans or Plans or Period (1) by Period Per Share Programs Programs Year Ended June 30, 2023: July 1, 2022 – September 30, 2022 20,859 $ 4.97 $ 103,657 $ 10,713,447 October 1, 2022 – December 31, 2022 88,741 $ 5.05 $ 448,266 $ 10,265,181 January 1, 2023 – March 31, 2023 74,150 $ 5.79 $ 429,271 $ 9,835,910 April 1, 2023 – June 30, 2023 47,847 $ 6.86 $ 328,129 $ 9,507,781 Year Ended June 30, 2024: July 1, 2023 – September 30, 2023 155,025 $ 8.53 $ 1,322,082 $ 8,185,698 October 1, 2023 – December 31, 2023 22,012 $ 8.79 $ 193,492 $ 7,992,206 January 1, 2024 – March 31, 2024 - $ - $ - $ 7,992,206 April 1, 2024 – June 30, 2024 - $ - $ - $ 7,992,206 (1) We close our books and records on the last calendar day of each month to align our financial closing with our business processes.
Biggest changeThe Share Repurchase Program may also be further suspended for periods of time or discontinued at any time, at the Board’s discretion. 13 Table of Contents The following table provides information about repurchases of our Common Stock registered pursuant to Section 12 of the Exchange Act, during the years ended June 30, 2025 and 2024: Remaining Amount Available for Dollars Future Total Expended Share Number by Period Repurchases of Shares Average Under the Under the Purchased Price Paid Plans or Plans or Period (1) by Period Per Share Programs Programs Year Ended June 30, 2024: July 1, 2023 – September 30, 2023 155,025 $ 8.53 $ 1,322,082 $ 8,185,698 October 1, 2023 – December 31, 2023 22,012 $ 8.79 $ 193,492 $ 7,992,206 January 1, 2024 – March 31, 2024 - $ - $ - $ 7,992,206 April 1, 2024 – June 30, 2024 - $ - $ - $ 7,992,206 Year Ended June 30, 2025: July 1, 2024 – September 30, 2024 - $ - $ - $ 7,992,206 October 1, 2024 – December 31, 2024 4,074 $ 24.55 $ 100,016 $ 7,892,190 January 1, 2025 – March 31, 2025 - $ - $ - $ 7,892,190 April 1, 2025 – June 30, 2025 4,607 $ 21.71 $ 100,017 $ 7,792,173 (1) We close our books and records on the last calendar day of each month to align our financial closing with our business processes.
During the year ended June 30, 2024, the Company paid a quarterly cash dividend of $0.015 per share of Common Stock for the quarter ended September 30, 2023 and paid quarterly cash dividend of $0.0165 per share for each of the quarters ended December 31, 2023, March 31, 2024 and June 30, 2024.
During the year ended June 30, 2025 , the Company paid a quarterly cash dividend of $0.0165 per share of Common Stock for the quarter ended June 30, 2024 and September 30, 2024, and paid quarterly cash dividend of $0.01815 per share for each of the quarters ended December 31, 2024, March 31, 2025 and March 31, 2025.
Dividends on the Series B Preferred and Series B-1 Preferred are payable quarterly.
Dividends on the Series B Preferred are payable quarterly.
ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Share Price History Our Common Stock is traded on the New York Stock Exchange (“NYSE”) under the trading symbol “TRAK”. Prior to November 2, 2023, our Common Stock was traded on the Nasdaq Capital Market under the trading symbol “PCYG”.
ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Share Price History Our Common Stock is traded on the New York Stock Exchange (“NYSE”) under the trading symbol “TRAK”.
On May 18, 2021, our Board of Directors resumed its Share Repurchase Program, and increased the number of shares of Common Stock available to repurchase under the Share Repurchase Program by an additional $4 million bringing the total number of Common Stock authorized to repurchase under the Share Repurchase Program to $8.0 million.
On May 18, 2021, our Board of Directors resumed its Share Repurchase Program, and increased the number of shares of Common Stock available to repurchase under the Share Repurchase Program by an additional $4 million. On August 31, 2021, our Board of Directors approved a further increase by an additional $4.0 million.
The following table sets forth the high and low sales prices of our Common Stock for the periods indicated: Quarterly Common Stock Price Ranges 2024 2023 Fiscal Quarter Ended High Low High Low September 30 $ 10.25 $ 8.27 $ 6.60 $ 4.31 December 31 $ 11.27 $ 8.50 $ 5.64 $ 4.57 March 31 $ 17.32 $ 9.66 $ 6.60 $ 4.83 June 30 $ 17.96 $ 14.23 $ 10.50 $ 6.24 13 Table of Contents Dividends Outstanding shares of Series B Preferred and Series B-1 Preferred each accrue dividends at the rate per share of 7% per annum if paid by the Company in cash, and 9% per annum if paid by the Company in additional shares of Series B-1 Preferred.
The following table sets forth the high and low sales prices of our Common Stock for the periods indicated: Quarterly Common Stock Price Ranges 2025 2024 Fiscal Quarter Ended High Low High Low September 30 $ 21.56 $ 15.12 $ 10.25 $ 8.27 December 31 $ 25.01 $ 17.56 $ 11.27 $ 8.50 March 31 $ 22.73 $ 18.50 $ 17.32 $ 9.66 June 30 $ 23.72 $ 15.72 $ 17.96 $ 14.23 12 Table of Contents Dividends Outstanding shares of Series B Preferred accrue dividends at the rate per share of 7% per annum if paid by the Company in cash, or 9% per annum if paid by the Company by the issuance of additional shares of Series B Preferred.
We currently intend to continue to declare and pay a quarterly cash dividend on Common Stock equal to $0.0165 per share ($0.066 per year) following our board of directors' periodic review of our financial condition and results of operations for each fiscal quarter.
We have announced a 10% increase, or a quarterly cash dividend on Common Stock equal to $0.02 per share ($0.08 per year) for the quarter ended September 30, 2025, and expect to continue to declare and pay a quarterly cash dividend following our board of directors' periodic review of our financial condition and results of operations for each fiscal quarter.
Holders of Record At June 30, 2024, there were 613 holders of record of our Common Stock with 18,234,893 shares issued and outstanding, 3 holders of Series B Preferred with 616,470 shares issued and outstanding.
Holders of Record At June 30, 2025, there were 611 holders of record of our Common Stock with 18,282,805 shares issued and outstanding, 3 holders of Series B Preferred with 336,098 shares issued and outstanding.
On May 10, 2022, our Board of Directors approved an increase of $9.0 million in the number of shares of Common Stock available to repurchase under the Share Repurchase Program.
On May 10, 2022, our Board of Directors approved a further increase of $9.0 million, resulting in a total approved for repurchase through the Share Repurchase Program of $21.0 million in shares of Common Stock as of June 30, 2025.
Since inception of the Share Repurchase Program through June 30, 2024, a total of $21,000,000 in shares of Common Stock have been approved under the Share Repurchase Program, and 2,122,703 shares of Common Stock have been repurchased at an average purchase price of $6.13, resulting in $7,992,206 remaining available to repurchase under the current Share Repurchase Program.
Since inception of the Share Repurchase Program through June 30, 2025, 2,131,384 shares of Common Stock have been repurchased at an average purchase price of $6.20, and $7,792,173 remains available to repurchase under the current Share Repurchase Program as of June 30, 2025. From time-to-time, our Board of Directors may authorize further increases to our Share Repurchase Program.
Removed
On August 31, 2021, our Board of Directors approved a further increase to its Share Repurchase program to $12.0 million in shares of our Common Stock which added an additional $4 million to the Share Repurchase Program.
Added
Subsequent to the year ended June 30, 2025, we paid a quarterly cash dividend of $0.01815 per share for the quarter ended June 30, 2025.
Removed
From time-to-time, our Board of Directors may authorize further increases to our Share Repurchase Program.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

36 edited+9 added−7 removed49 unchanged
Biggest changeThe Company’s services are grouped in three application suites: ReposiTrak Compliance Management (“ Compliance ”) solutions, which helps the Company’s customers vet suppliers and reduce a company’s potential regulatory, legal, and criminal risk from its supply chain partners by providing a way for them to ensure these suppliers are compliant with food safety regulations, such as the Food Safety Modernization Act of 2011 (“ FSMA ”); ReposiTrak Traceability Network (“ Traceability ” or “ RTN ”), which helps the Company’s customers comply with federal regulatory requirements of traceability and provides the lowest cost, easiest to use way to manage the capture and sharing of key data elements (“ KDEs ”) now required by Section 204d of FSMA 2011 as designated products move through the supply chain at each ‘event’ known as a ‘critical tracking event’ or “CTE”, which includes tracking from farm to shelf; and ReposiTrak Supply Chain Solutions (“ Supply Chain ”), which help the Company’s customers to more efficiently manage various interactions with their suppliers.
Biggest changeReposiTrak Traceability Network (“ Traceability ” or “ RTN ”), which helps the Company’s customers comply with federal regulatory requirements of traceability and provides the lowest cost, easiest to use way to manage the capture and sharing of key data elements (“ KDEs ”) now required by Section 204d of FSMA 2011 as designated products move through the supply chain at each ‘event’ known as a ‘critical tracking event’ or “CTE”, which includes tracking from farm to shelf; and 3.
This increase is primarily the result of cybersecurity spending and increased offshore developer headcount and support services in effort to support the acceleration and expansion of the FSMA 204 initiative. Given the demand in traceability the Company has also expended additional resources on further upgrading its information security services and confidentiality protocols to increase protection of customer data.
This increase is primarily the result of cybersecurity spending and increased offshore developer support services in effort to support the acceleration and expansion of the FSMA 204 initiative. Given the demand in traceability the Company has also expended additional resources on further upgrading its information security services and confidentiality protocols to increase protection of customer data.
As of March 31, 2024, the balance of the facility was zero. The Company had zero bank debt at June 30, 2024. On March 15, 2024, given its strong financial position, the Company chose not to renew the Revolving Credit Agreement. There were no amounts due at the time of renewal.
As of March 31, 2024, the balance of the facility was zero. The Company had zero bank debt at June 30, 2025. On March 15, 2024, given its strong financial position, the Company chose not to renew the Revolving Credit Agreement. There were no amounts due at the time of renewal.
The largest contributors to the increase in sales and marketing expense has been an increase in commission and FSMA 204 traceability marketing. We believe the uptick in marketing costs will flatten over the next twelve months as awareness of the 2026 traceability regulatory deadline approaches.
The largest contributors to the increase in sales and marketing expense has been an increase in commission and FSMA 204 traceability marketing. We believe the uptick in marketing costs will flatten over the next twelve months as awareness of the traceability regulatory deadline approaches.
The fair value of any options granted are estimated at the date of grant using a Black-Scholes option pricing model with assumptions for the risk-free interest rate, expected life, volatility, dividend yield and forfeiture rate. 17 Table of Contents Capitalization of Software Development Costs The Company accounts for research costs of computer software to be sold, leased or otherwise marketed as expense until technological feasibility has been established for the product.
The fair value of any options granted are estimated at the date of grant using a Black-Scholes option pricing model with assumptions for the risk-free interest rate, expected life, volatility, dividend yield and forfeiture rate. 16 Table of Contents Capitalization of Software Development Costs The Company accounts for research costs of computer software to be sold, leased or otherwise marketed as expense until technological feasibility has been established for the product.
Other income increased due to higher cash balances and an increase in interest income attributable to higher interest rates on fixed income instruments. As the Federal Reserve begins to cut rates in the future, it is unlikely the Company will be able to maintain the same interest income on its existing cash balances without taking additional credit risk.
Other income increased due to higher cash balances and an increase in interest income attributable to fixed income investments. As the Federal Reserve begins to cut rates in the future, it is unlikely the Company will be able to maintain the same interest income on its existing cash balances without taking additional credit risk.
We adopted ASU 2014-09 using a “modified retrospective” approach and, accordingly, revenue and expense totals for all periods before July 1, 2018 reflect those previously reported under the prior accounting model and have not been restated. 16 Table of Contents Other Metrics – Non-GAAP Financial Measures To supplement our financial statements, historically we have provided investors with adjusted EBITDA and non-GAAP income per share, both of which are non-GAAP financial measures.
We adopted ASU 2014-09 using a “modified retrospective” approach and, accordingly, revenue and expense totals for all periods before July 1, 2018 reflect those previously reported under the prior accounting model and have not been restated. 15 Table of Contents To supplement our financial statements, historically we have provided investors with adjusted EBITDA and non-GAAP income per share, both of which are non-GAAP financial measures.
The Company’s fiscal year ends on June 30. References to fiscal 2024 refer to the fiscal year ended June 30, 2024, and references to fiscal 2023 refer to the fiscal year ended June 30, 2023. 15 Table of Contents Sources of Revenue The principal customers for the Company’s products are multi-store retail chains, wholesalers and distributors, and their suppliers.
The Company’s fiscal year ends on June 30. References to fiscal 2025 refer to the fiscal year ended June 30, 2025, and references to fiscal 2024 refer to the fiscal year ended June 30, 2024. 14 Table of Contents Sources of Revenue The principal customers for the Company’s products are multi-store retail chains, wholesalers and distributors, and their suppliers.
This $1,714,826 increase in working capital is primarily due to an increase in accounts receivable and decrease in prepaid and other assets offset by a decrease in contract liabilities and an increase in deferred revenue. Cash and cash equivalents also increased due to cash receipts from customers who have signed up for, among other offerings, the ReposiTrak Traceability Network.
This $3,397,657 increase in working capital is primarily due to an increase in accounts receivable and an increase in prepaid and other assets offset by a decrease in contract liabilities and an increase in deferred revenue. Cash and cash equivalents also increased due to cash receipts from customers who have signed up for, among other offerings, the ReposiTrak Traceability Network.
(the “ Bank ”), which was revised on October 6, 2021, and again in 2022. In March 2024, given our strong financial position, we terminated the credit facility with our bank. Cash was $25,153,862 and $23,990,879 at June 30, 2024 and 2023, respectively. This 5% increase is primarily the result of higher revenue and the corresponding cash receipts from customers.
(the “ Bank ”), which was revised on October 6, 2021, and again in 2022. In March 2024, given our strong financial position, we terminated the credit facility with our bank. Cash was $28,568,805 and $25,153,862 at June 30, 2025 and 2024, respectively. This 14% increase is primarily the result of higher revenue and the corresponding cash receipts from customers.
Nonetheless, we will continue to deemphasize non-recurring transactional revenue when we are able. 18 Table of Contents Cost of Services and Product Support Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Cost of service and product support $ 3,416,450 $ 107,105 3 % $ 3,309,345 Percent of total revenue 17 % 17 % Cost of services and product support was $3,416,450, or 17% of total revenue, and $3,309,345 or 17% of total revenue for the years ended June 30, 2024 and 2023, respectively, an increase of 3%.
Nonetheless, we will continue to deemphasize non-recurring transactional revenue when we are able. 17 Table of Contents Cost of Services and Product Support Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Cost of service and product support $ 3,681,330 $ 264,880 8 % $ 3,416,450 Percent of total revenue 16 % 17 % Cost of services and product support was $3,681,330, or 16% of total revenue, and $3,416,450 or 17% of total revenue for the years ended June 30, 2025 and 2024, respectively, an increase of 8%.
The Company has a hub and spoke business model, whereby the Company is typically engaged by Hubs, which in turn require their Spokes to utilize the Company’s services.
The Company has a hub and spoke business model, whereby the Company is typically engaged by Hubs, which in turn require their Spokes to utilize the Company’s services. The Company’s software and services are designed to address the business problems faced by our customers.
The Company’s increase in anticipated cash flow from operations and working capital position is expected to be offset by the use of cash required to fund the Company’s quarterly cash dividends of $0.015 per share, announced on September 28, 2022, December 30, 2022, February 10, 2023, March 21, 2023, June 20, 2023, September 19, 2023, and of $0.0165 per share, announced on December 12, 2023, March 18, 2024 and June 18, 2024, as well as the redemption and retirement of the Company’s Series B Convertible Preferred Stock and Series B-1 Preferred Stock (together, the “ Preferred Stock ”) for their stated value, or $10.70 for each share of Preferred Stock, resulting in an aggregate purchase price of $8,964,214.
The Company’s increase in anticipated cash flow from operations and working capital position is expected to be offset by the use of cash required to fund the Company’s quarterly cash dividends, including the quarterly dividends of $0.02 per share announced on September 28, 2025, as well as the redemption and retirement of the Company’s Series B Convertible Preferred Stock (the "Preferred Stock") for their stated value, or $10.70 for each share of Preferred Stock, resulting in an aggregate purchase price of $8,964,214.
Off-Balance Sheet Arrangements The Company does not have any off-balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenue and results of operation, liquidity or capital expenditures. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) (“ ASU 2016-02 ”).
Off-Balance Sheet Arrangements The Company does not have any off-balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenue and results of operation, liquidity or capital expenditures. Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09 (ASC Topic 740), Improvements to Income Tax Disclosures .
Noncash expense decreased by $836,111 for the year ended June 30, 2024 compared to the year ended June 30, 2023 as a result of a decrease in bad debt expense and stock compensation expense offset by an increase in depreciation and amortization.
Noncash expense increased by $314,512 for the year ended June 30, 2025 compared to the year ended June 30, 2024 as a result of an increase in depreciation and amortization, an increase in bad debt expense and an increase in stock compensation expense.
Sales and Marketing Expense Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Sales and marketing $ 5,492,719 $ 559,314 11 % $ 4,933,405 Percent of total revenue 27 % 26 % The Company’s sales and marketing expense was $5,492,719, or 27% of total revenue, as compared to $4,933,405, or 26% of total revenue, for the fiscal years ended June 30, 2024 and 2023, respectively, an increase of 11%.
Sales and Marketing Expense Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Sales and marketing $ 5,843,272 $ 350,553 6 % $ 5,492,719 Percent of total revenue 26 % 27 % The Company’s sales and marketing expense was $5,843,272, or 26% of total revenue, as compared to $5,492,719, or 27% of total revenue, for the fiscal years ended June 30, 2025 and 2024, respectively, an increase of 6%.
Liquidity and Working Capital At June 30, 2024, the Company had positive working capital of $24,757,025, as compared with positive working capital of $23,042,199 at June 30, 2023.
Liquidity and Working Capital At June 30, 2025, the Company had positive working capital of $28,154,682, as compared with positive working capital of $24,757,025 at June 30, 2024.
General and Administrative Expense Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 General and administrative $ 5,330,437 $ 644,654 14 % $ 4,685,783 Percent of total revenue 26 % 25 % The Company’s general and administrative expense was $5,330,437, or 26% of total revenue, and $4,685,783 or 25% of total revenue for the years ended June 30, 2024 and 2023, respectively, an increase of 14%.
General and Administrative Expense Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 General and administrative $ 5,602,807 $ 272,370 5 % $ 5,330,437 Percent of total revenue 25 % 26 % The Company’s general and administrative expense was $5,602,807, or 25% of total revenue, and $5,330,437 or 26% of total revenue for the years ended June 30, 2025 and 2024, respectively, an increase of 5%.
The increase in sales and marketing expense was primarily the result of an increase in commission, trade show expense, investment in FSMA 204 traceability marketing, and higher sales travel expense. As the pandemic concerns have been reduced, customers and prospects are returning to in person meetings and participation in large tradeshows.
The increase in sales and marketing expense was primarily the result of an increase in salary expense, commission, trade show expense, investment in FSMA 204 traceability marketing and advertising, and cost of employee benefits. Post pandemic, customers and prospects are returning to in person meetings and participation in large tradeshows.
Preferred Dividends Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Preferred dividends $ 549,645 $ (36,799 ) -6 % $ 586,444 Percent of total revenue 3 % 3 % Dividends accrued on the Company’s Series B Preferred and Series B-1 Preferred was $549,645 and $586,444 for the years ended June 30, 2024 and 2023, respectively, a decrease of 6%.
Preferred Dividends Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Preferred dividends $ 360,306 $ (189,339 ) -34 % $ 549,645 Percent of total revenue 2 % 3 % Dividends accrued on the Company’s Series B Preferred and Series B-1 Preferred was $360,306 and $549,645 for the years ended June 30, 2025 and 2024, respectively, a decrease of 34%.
The increase in current assets is primarily attributable to the increase in cash and accounts receivables offset by a decrease of prepaid expense and other current assets.
The increase in current assets is primarily attributable to the increase in cash, accounts receivable, and prepaid expense and other current assets.
Net Cash Flows from Financing Activities Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Cash used in financing activities $ (5,700,711 ) $ 273,810 5 % $ (5,426,901 ) Net cash used in financing activities totaled $5,700,711 for the year ended June 30, 2024 compared to net cash used in financing activities of $5,426,901 for the year ended June 30, 2023.
Net Cash Flows from Financing Activities Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Cash used in financing activities $ (5,005,358 ) $ (695,353 ) -12 % $ (5,700,711 ) Net cash used in financing activities totaled $5,005,358 for the year ended June 30, 2025 compared to net cash used in financing activities of $5,700,711 for the year ended June 30, 2024.
As of Variance June 30, 2024 June 30, 2023 Dollars Percent Cash and cash equivalents $ 25,153,862 $ 23,990,879 $ 1,162,983 5 % We have historically funded our operations with cash from operations, equity financings, and borrowings from our existing line of credit with U.S. Bank N.A.
As of Variance June 30, 2025 June 30, 2024 Dollars Percent Cash and cash equivalents $ 28,568,805 $ 25,153,862 $ 3,414,943 14 % We have historically funded our operations with cash from operations, equity financings, and borrowings from our existing line of credit with U.S. Bank N.A.
Depreciation and Amortization Expense Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Depreciation and amortization $ 1,189,483 $ 109,684 10 % $ 1,079,799 Percent of total revenue 6 % 6 % 19 Table of Contents The Company’s depreciation and amortization expense was $1,189,483 and $1,079,799 for the years ended June 30, 2024 and 2023, respectively, an increase of 10%.
Depreciation and Amortization Expense Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Depreciation and amortization $ 1,251,514 $ 62,031 5 % $ 1,189,483 Percent of total revenue 6 % 6 % 18 Table of Contents The Company’s depreciation and amortization expense was $1,251,514 and $1,189,483 for the years ended June 30, 2025 and 2024, respectively, an increase of 5%.
Other Income and Expense Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Net other income $ 1,308,550 $ 487,468 59 % $ 821,082 Percent of total revenue 6 % 4 % Net other income was $1,308,550 compared to net other income of $821,082 for the years ended June 30, 2024 and 2023, respectively.
Other Income and Expense Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Net other income $ 1,426,834 $ 118,284 9 % $ 1,308,550 Percent of total revenue 6 % 6 % Net other income was $1,426,834 compared to net other income of $1,308,550 for the years ended June 30, 2025 and 2024, respectively.
Contractual Obligations Total contractual obligations and commercial commitments as of June 30, 2024 are summarized in the following table: Operating Leases Financing Leases Less than 1Year $ 75,491 $ 220,267 1-3 Years 157,842 - 3-5 Years 54,449 - Total lease payments 287,782 220,267 Less imputed interest (24,734 ) (2,296 ) Total $ 263,048 $ 217,971 22 Table of Contents Inflation The impact of inflation has historically not had a material effect on the Company’s financial condition or results from operations; however, higher rates of inflation may cause retailers to slow their spending in the technology area, which could have an impact on the Company’s sales.
Contractual Obligations Total contractual obligations and commercial commitments as of June 30, 2025 are summarized in the following table: Financing Leases Less than 1Year $ 254,936 1-3 Years 289,998 Total lease payments 544,934 Less imputed interest (34,961 ) Total $ 509,973 21 Table of Contents Inflation The impact of inflation has historically not had a material effect on the Company’s financial condition or results from operations; however, higher rates of inflation may cause retailers to slow their spending in the technology area, which could have an impact on the Company’s sales.
Net Cash Flows from Operating Activities Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Cash provided by operating activities $ 6,964,401 $ (1,895,618 ) -21 % $ 8,860,019 20 Table of Contents Net cash provided by operating activities is summarized as follows: Year Ended Year Ended June 30, 2024 June 30, 2023 Net income $ 5,958,290 $ 5,590,289 Noncash expense and income, net 1,992,120 2,828,231 Net changes in operating assets and liabilities (986,009 ) 441,499 $ 6,964,401 $ 8,860,019 Net cash provided by operating activities for the year ended June 30, 2024 was $6,694,401 compared to net cash provided by operating activities of $8,860,019 for the year ended June 30, 2023.
Net Cash Flows from Operating Activities Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Cash provided by operating activities $ 8,420,132 $ 1,455,731 21 % $ 6,964,401 19 Table of Contents Net cash provided by operating activities is summarized as follows: Year Ended Year Ended June 30, 2025 June 30, 2024 Net income $ 6,978,127 $ 5,958,290 Noncash expense and income, net 2,306,632 1,992,120 Net changes in operating assets and liabilities (864,627 ) (986,009 ) $ 8,420,132 $ 6,964,401 Net cash provided by operating activities for the year ended June 30, 2025 was $8,842,132 compared to net cash provided by operating activities of $6,964,401 for the year ended June 30, 2024.
Net Cash Flows Used in Investing Activities Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Cash used in investing activities $ (100,707 ) $ (802,480 ) -89 % $ (903,187 ) Net cash used in investing activities for the year ended June 30, 2024 was $100,007 compared to net cash used in investing activities of $903,187 for the year ended June 30, 2023.
Net Cash Flows Used in Investing Activities Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Cash (used in) provided by investing activities $ 169 $ (100,876 ) -100 % $ (100,707 ) Net cash provided by investing activities for the year ended June 30, 2025 was $169 compared to net cash used in investing activities of $100,707 for the year ended June 30, 2024.
The increase in current liabilities is primarily attributable to the increase in deferred revenue offset by a decrease in accrued liabilities and financing lease liabilities due to capital expenditures on cybersecurity, storage and other information technology services. As of June 30, 2024, the Company had zero bank debt.
The increase in current liabilities is primarily attributable to the increase in deferred revenue and accrued liabilities offset by a decrease in operating lease liabilities due to the termination of our operating lease in March 2025. As of June 30, 2025, the Company had zero bank debt.
Results of Operations – Fiscal Years Ended June 30, 2024 and 2023 Revenue Year Ended $ % Year Ended June 30, 2024 Change Change June 30, 2023 Revenue $ 20,453,320 $ 1,354,410 7 % $ 19,098,910 During the fiscal year ended June 30, 2024, the Company had revenue of $20,453,320 as compared to $19,098,910 for the year ended June 30, 2023, an increase of 7%.
Results of Operations – Fiscal Years Ended June 30, 2025 and 2024 Revenue Year Ended $ % Year Ended June 30, 2025 Change Change June 30, 2024 Revenue $ 22,606,066 $ 2,152,746 11 % $ 20,453,320 During the fiscal year ended June 30, 2025, the Company had revenue of $22,606,066 as compared to $20,453,320 for the year ended June 30, 2024, an increase of 11%.
The increase was due to additional assets acquired in the prior fiscal year. Given the rising global hacks on software companies, banks, and financial institutions, we spent approximately $440,000 on security, backup, storage, and redundancy. The upgrades were financed through a leasing agent with an effective APR rate of 4.78%.
The increase was due to additional assets acquired in the fiscal year. Given the rising cybersecurity threats, we spent approximately $744,000 on security, backup, storage, and redundancy for our new data center in Reno, Nevada. The upgrades were financed through a leasing agent with an effective APR rate of 5.95%.
Net cash provided by operating activities decreased 21% due principally to the receipt of the ERC refund in fiscal 2023, that did not reoccur in fiscal 2024, an increase in accounts receivable due to an increase in subscription sales, and a decrease in accounts payable and other obligations that had become due.
Net cash provided by operating activities increased 21% due principally to increase in net income, an increase in accounts receivable due to an increase in subscription sales, and a decrease in operating lease liability, and other obligations that had become due.
As of As of Variance June 30, 2024 June 30, 2023 Change Percent Current liabilities $ 4,543,142 $ 4,232,421 $ 310,721 7 % Current ratio 6.45 % 6.44 % $ 0.00 0 % Current liabilities totaled $4,543,142 as of June 30, 2024 as compared to $4,232,421 as of June 30, 2023.
As of As of Variance June 30, 2025 June 30, 2024 Change Percent Current liabilities $ 5,531,118 $ 4,543,142 $ 987,976 22 % Current ratio 6.09 6.45 -36 % -6 % Current liabilities totaled $5,531,118 as of June 30, 2025 as compared to $4,543,142 as of June 30, 2024.
Dividends decreased due to the redemption and retirement of Preferred Stock. Although no assurances can be given, the Company announced that it intends to redeem all of the Series B and B-1 Preferred stock over three years which commenced August of 2023.
Dividends decreased due to the redemption and retirement of Preferred Stock. Although no assurances can be given, the Company intends to redeem all of the outstanding remaining Preferred stock on or before December 2026.
The increase in net cash used in financing activities is due to the payment of higher Common Stock dividends, the purchase of Common Stock under the Share Repurchase Program, and the redemption and retirement of shares of Preferred Stock.
The decrease in net cash used in financing activities is due to an decrease in purchases of common stock offset by an increase in payments made on financed capital assets and an increase in the redemption and retirement of shares of Preferred Stock.
As of As of Variance June 30, 2024 June 30, 2023 Dollars Percent Current assets $ 29,300,167 $ 27,274,620 $ 2,025,547 7 % 21 Table of Contents Current assets totaled $29,300,167 as of June 30, 2024, as compared to $27,274,620 as of June 30, 2023.
As of As of Variance June 30, 2025 June 30, 2024 Dollars Percent Current assets $ 33,685,800 $ 29,300,167 $ 4,385,633 15 % 20 Table of Contents Current assets totaled $33,685,800 as of June 30, 2025, as compared to $29,300,167 as of June 30, 2024.
Removed
Under ASU 2016-02, lessees will be required to recognize for all leases (with the exception of short-term leases) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.
Added
These solutions are delivered via a cloud-based infrastructure and grouped in three product application suites that mirror the workflow of the Company’s customers as they manage the activities of their supply chain. The Company’s services are grouped in three application suites: 1.
Removed
Effective July 1, 2019, the Company adopted the requirements of ASU 2016-02.
Added
ReposiTrak Compliance Management (“ Compliance ”) solutions, which helps the Company’s customers vet suppliers and reduce a company’s potential regulatory, legal, and criminal risk from its supply chain partners by providing a way for them to ensure these suppliers are compliant with food safety regulations, such as the Food Safety Modernization Act of 2011 (“ FSMA ”); 2.
Removed
All amounts and disclosures set forth in this Annual Report have been updated to comply with ASU 2016-02, with results for reporting periods beginning after July 1, 2019 presented under ASU 2016-02, while prior period amounts and disclosures are not adjusted and continue to be reported under the accounting standards in effect for the prior period.
Added
ReposiTrak Supply Chain Solutions (“ Supply Chain ”), which help the Company’s customers to more efficiently manage various interactions with their suppliers.
Removed
The increase in general and administrative expense was primarily due to refund of payroll taxes associated with the Employee Retention Credit (“ ERC ”) that occurred in the prior fiscal year that did not reoccur in fiscal 2024.
Added
This ASU requires disaggregated income tax disclosures on the rate reconciliation and income taxes paid. The Company is required to adopt this guidance for its annual reporting in fiscal year 2026 on a prospective basis but has the option to apply it retrospectively. Early adoption is permitted.
Removed
The ERC was a refund of certain payroll taxes for businesses that continued to pay employees while shut down due to the COVID-19 pandemic or had significant declines in gross receipts. During the prior fiscal year, the Company received approximately $1.175 million in payroll tax refunds, net of fees.
Added
This standard is expected to impact the Company's disclosures and will not have an impact on its Consolidated Financial Statements. In November 2024, the FASB issued ASU 2024-03 (ASC Subtopic 220-40), Disaggregation of Income Statement Expenses . The Company is required to disclose, in the notes to the financial statements, specified information about certain costs and expenses.
Removed
The ERC credit was partially offset by increases in bad debt expense and increases in cost of benefits for employees.
Added
The Company is required to adopt this guidance for its annual reporting in fiscal year 2028, and for interim period reporting beginning the first quarter of fiscal year 2029 on either a prospective or retrospective basis. Early adoption is permitted. This standard is expected to impact the Company's disclosures and will not have an impact on its Consolidated Financial Statements.
Removed
This decrease in cash used in investing activities for the for fiscal 2024 was due to capitalization of certain software costs and purchases of property and equipment in the prior fiscal year that did not occur in the current fiscal year.
Added
The increase in general and administrative expense was primarily due to an increase in salary expense, stock compensation expense, increased cost of employee benefits, increased insurance costs, an increase in bad debt expense, and an increase in travel related costs.
Added
Since inception, a total of 501,679 shares of Preferred Stock, Including Series B and Series B-1 Preferred, at the redemption price of $10.70 per share, have been redeemed for a total of $5,367,965. There is a total of $3.2 million of Preferred Stock remaining to be redeemed.
Added
The change was the result of a decrease in the purchase of equipment offset by a sale of certain marketable securities due to timing.

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