Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2025
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File No. 001-14124
MILLER INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Tennessee
62-1566286
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
8503 Hilltop Drive, Ooltewah, Tennessee
37363
(Address of principal executive offices)
(Zip Code)
(423) 238-4171
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share
MLR
New York Stock Exchange
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒
The number of shares outstanding of the registrant’s common stock, par value $0.01 per share, as of July 31, 2025 was 11,458,123.
TABLE
TABLE OF CONTENTS
PART I.
FINANCIAL INFORMATION
4
Item 1.
Financial Statements
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Income
5
Condensed Consolidated Statements of Comprehensive Income
6
Condensed Consolidated Statements of Shareholders’ Equity
7
Condensed Consolidated Statements of Cash Flows
8
Notes to the Condensed Consolidated Financial Statements
9
Note 1. Basis of Presentation and Significant Accounting Policies
Note 2. Inventory
11
Note 3. Property, Plant and Equipment
Note 4. Long-Term Obligations
Note 5. Income Taxes
12
Note 6. Leases
Note 7. Commitments and Contingencies
13
Note 8. Shareholders’ Equity
14
Note 9. Revenue
15
Note 10. Earnings Per Share
16
Note 11. Subsequent Events
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
17
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
23
Item 4.
Controls and Procedures
PART II.
OTHER INFORMATION
24
Legal Proceedings
Item 1A.
Risk Factors
Unregistered Sales of Equity Securities and Use of Proceeds
Defaults Upon Senior Securities
Mine Safety Disclosures
Item 5.
Other Information
Item 6.
Exhibits
25
SIGNATURES
26
2 | Q2 FY 2025 FORM 10-Q
FORWARD-LOOKING STATEMENTS
Certain statements in this Quarterly Report on Form 10-Q, including but not limited to statements made in Part I, Item 2 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, statements about anticipated effects of adopting certain accounting standards, statements made with respect to future operating results, and statements about trends, events, or developments that we expect or anticipate will occur in the future are forward-looking statements. Forward-looking statements can be identified by the use of words such as “may”, “will”, “should”, “could”, “continue”, “future”, “potential”, “believe”, “project”, “plan”, “intend”, “seek”, “estimate”, “predict”, “expect”, “anticipate”, and similar expressions, or the negative of such terms, or other comparable terminology. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Forward-looking statements also include the assumptions underlying or relating to any of the foregoing statements. Such forward-looking statements are made based on our management’s beliefs as well as assumptions made by, and information currently available to, our management. Our actual results may differ materially from the results anticipated in these forward-looking statements due to, among other things, the risks set forth in Part I, Item 1A – “Risk Factors” in our most recent Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and in our other filings with the Securities and Exchange Commission.
Given these uncertainties, you should not place undue reliance on these forward-looking statements. You should read this Quarterly Report and the documents that we reference in this Quarterly Report and documents we have filed as exhibits to this Quarterly Report completely and with the understanding that our actual future results may be materially different from what we expect. Also, forward-looking statements represent our management’s beliefs and assumptions only as of the date of this Quarterly Report. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.
3
FINANCIAL STATEMENTS
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MILLER INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
June 30, 2025
December 31, 2024
(in thousands, except share and per share amounts)
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and temporary investments
$
31,821
24,337
Accounts receivable, net of allowance for credit losses of $1,966 and $1,850 as of June 30, 2025 and December 31, 2024, respectively
270,419
313,413
Inventories, net
165,458
186,169
Prepaid expenses
17,711
5,847
Total current assets
485,409
529,766
NON-CURRENT ASSETS:
Property, plant and equipment, net
115,970
115,979
Right-of-use assets – operating leases
448
545
Goodwill
19,998
Other assets
1,108
727
TOTAL ASSETS
622,933
667,015
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable
98,035
145,853
Accrued liabilities
46,614
50,620
Income taxes payable
1,390
1,082
Current portion of operating lease obligation
307
318
Total current liabilities
146,346
197,873
NON-CURRENT LIABILITIES:
Long-term obligations
55,000
65,000
Non-current portion of operating lease obligation
141
227
Deferred income tax liabilities
2,852
2,885
TOTAL LIABILITIES
204,339
265,985
COMMITMENTS AND CONTINGENCIES (Note 7)
SHAREHOLDERS’ EQUITY:
Preferred stock, $0.01 par value per share:
Authorized – 5,000,000 shares, Issued – none
—
Common stock, $0.01 par value per share:
Authorized – 100,000,000 shares, Issued – 11,458,123 and 11,439,292 shares as of June 30, 2025 and December 31, 2024, respectively
115
114
Additional paid-in capital
154,176
153,704
Retained earnings
266,879
254,938
Accumulated other comprehensive loss
(2,576)
(7,726)
TOTAL SHAREHOLDERS’ EQUITY
418,594
401,030
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
See notes to condensed consolidated financial statements.
4 | Q2 FY 2025 FORM 10-Q
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended
Six Months Ended
June 30
2025
2024
NET SALES
214,032
371,451
439,682
721,322
COST OF OPERATIONS
179,446
320,373
371,153
626,001
GROSS PROFIT
34,586
51,078
68,529
95,321
OPERATING EXPENSES:
Selling, general and administrative expenses
23,404
22,773
46,664
44,316
NON-OPERATING (INCOME) EXPENSES:
Interest expense, net
294
2,048
389
3,293
Other (income) expense, net
(479)
(682)
(20)
Total expense, net
23,219
24,834
46,371
47,589
INCOME BEFORE INCOME TAXES
11,367
26,244
22,158
47,732
INCOME TAX PROVISION
2,909
5,730
5,635
10,195
NET INCOME
8,458
20,514
16,523
37,537
INCOME PER SHARE OF COMMON STOCK:
Basic
0.74
1.79
1.44
3.28
Diluted
0.73
1.78
1.42
3.26
CASH DIVIDENDS DECLARED PER SHARE OF COMMON STOCK
0.20
0.19
0.40
0.38
WEIGHTED-AVERAGE SHARES OUTSTANDING:
11,459
11,461
11,454
11,457
11,600
11,550
11,611
11,531
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
OTHER COMPREHENSIVE INCOME (LOSS):
Foreign currency translation adjustment
5,271
(63)
5,150
(638)
Total other comprehensive income (loss)
TOTAL COMPREHENSIVE INCOME
13,729
20,451
21,673
36,899
6 | Q2 FY 2025 FORM 10-Q
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
Common Stock
Additional
Accumulated Other
Shares
Amount
Paid-in Capital
Retained Earnings
Comprehensive Gain (Loss)
Total Equity
BALANCE, December 31, 2023
11,445,640
153,574
200,165
(5,933)
347,920
Issuance of common stock, net of shares withheld for employee taxes
24,320
1
(214)
(213)
Stock-based compensation
383
Dividends paid ($0.19)
(2,179)
Foreign currency translation gain (loss)
(575)
Net income
17,023
BALANCE, March 31, 2024
11,469,960
153,743
215,009
(6,508)
362,359
18,832
1,302
Repurchases of common stock
(35,000)
(2,047)
(2,193)
BALANCE, June 30, 2024
11,453,792
153,014
233,330
(6,571)
379,888
BALANCE, December 31, 2024
11,439,292
66,803
1,921
(46,817)
(2,102)
Dividends paid ($0.20)
(2,288)
(121)
8,065
BALANCE, March 31, 2025
11,459,278
153,523
260,715
(7,847)
406,506
10,003
1,153
(11,158)
(500)
(2,294)
BALANCE, June 30, 2025
11,458,123
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30
CASH FLOWS FROM OPERATING ACTIVITIES:
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization
7,378
6,971
Gain (loss) on disposal of property, plant and equipment
(1)
(7)
Provision for credit losses
108
106
(198)
3,074
1,685
Deferred tax provision
(82)
85
Changes in operating assets and liabilities:
Accounts receivable
44,550
(105,873)
Inventories
24,385
2,022
(11,798)
(3,482)
(240)
237
(49,173)
51,533
(4,657)
8,726
(112)
(1,049)
Net cash flows provided by (used in) operating activities
29,956
(1,707)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment
(6,804)
(7,794)
Proceeds from sale of property, plant and equipment
77
Acquisition of business
Net cash flows provided by (used in) investing activities
(7,693)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of common stock
(2,602)
Net borrowings (payments) under credit facility
(10,000)
10,000
Payments of cash dividends
(4,582)
(4,372)
Net cash flows provided by (used in) financing activities
(17,184)
3,581
EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND TEMPORARY INVESTMENTS
1,516
(274)
NET CHANGE IN CASH AND TEMPORARY INVESTMENTS
7,484
(6,093)
CASH AND TEMPORARY INVESTMENTS, beginning of period
29,909
CASH AND TEMPORARY INVESTMENTS, end of period
23,816
SUPPLEMENTAL INFORMATION:
Cash payments for interest
4,457
4,890
Cash payments for income taxes, net of refunds
3,480
11,212
8 | Q2 FY 2025 FORM 10-Q
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The condensed consolidated financial statements of Miller Industries, Inc. include the accounts of all consolidated subsidiaries (the “Company”). All significant intercompany transactions and amounts have been eliminated. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of the acquisition or up to the date of disposal, respectively.
References to “we”, “our”, and similar pronouns in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 (this “Form 10-Q”) are to Miller Industries, Inc. and its consolidated subsidiaries unless the context requires otherwise.
Our condensed consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission (“SEC”) instructions to Quarterly Reports on Form 10-Q and include the information and disclosures required by accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments, and assumptions that affect amounts reported in the condensed consolidated financial statements and the accompanying notes. Actual amounts may differ from these estimated amounts.
In the opinion of management, all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included. Except as disclosed elsewhere in this Form 10-Q, all such adjustments are of a normal and recurring nature. Financial results presented for this fiscal 2025 interim period are not necessarily indicative of the results that may be expected for the full fiscal year ending December 31, 2025. These condensed consolidated financial statements are unaudited and, accordingly, should be read in conjunction with the audited consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
The condensed consolidated financial statements include accounts of certain subsidiaries whose fiscal closing dates differ from the applicable period end (December 31st or June 30th) by 31 days (or less) to facilitate timely reporting.
Significant Accounting Policies
A description of the Company’s significant accounting policies is included in the notes to the audited consolidated financial statements within its Annual Report on Form 10-K for the fiscal year ended December 31, 2024. There have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2025.
Recently Adopted Accounting Standards
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires an entity to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. ASU 2023-07 also requires entities with a single reportable segment to provide all segment disclosures under Accounting Standards Codification (ASC) 280, including the new disclosures under this ASU. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted the guidance in the fiscal year beginning January 1, 2024, and included additional disclosures as required in Note 1 of the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. There was no impact on the Company’s reportable segments identified.
There were no new material accounting standards adopted in the six months ended June 30, 2025.
Recently Issued Accounting Standards
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires enhanced annual disclosures for specific categories in the rate reconciliation and income taxes paid disaggregated by federal, state, and foreign taxes. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted for annual financial statements that have not been issued or made available for issuance. The Company is currently evaluating the impact this standard will have on its disclosures including the method and timing of adoption.
Segment Disclosures
The Company has one reportable segment identified as towing and recovery equipment, which is manufactured in the United States, United Kingdom, and France. The Company designs and manufactures bodies of car carriers and wreckers, which are installed on chassis (manufactured by third parties) and sold to our customers. Net sales is primarily derived from the sale of towing and recovery equipment through our distributor network or directly to end-user customers.
The Company’s chief operating decision maker (the “CODM”) is the President and Chief Executive Officer of the Company. The CODM assesses performance for the segment and decides how to allocate resources based on consolidated net income as reported on the consolidated statements of income. The CODM also uses current market conditions to evaluate income generated from segment assets in deciding whether to recommend reinvesting profits into the segment or into other parts of the entity, such as for acquisitions or to pay dividends. Net income is used to monitor budget versus actual results. The CODM also uses net income in competitive analysis by benchmarking to the Company’s competitors. The competitive analysis and the monitoring of budgeted versus actual results are used in assessing the segment’s performance.
The accounting policies of the segment are the same as those described in the summary of significant accounting policies included in Note 1 of the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The measure of segment assets is reported on the consolidated balance sheet as total consolidated assets.
The following tables contain information reviewed by the CODM:
Three Months Ended June 30
CONSOLIDATED STATEMENT OF INCOME
Net Sales by Geographic Region:
North America
175,942
340,699
362,280
659,236
Foreign
38,090
30,752
77,402
62,086
Net Sales
Cost of operations
Income before taxes
Tax expense
CONSOLIDATED NET INCOME
Accounts receivable, net of allowance for credit losses
Long-lived assets:
128,265
129,181
8,151
7,341
Net long-lived assets
136,416
136,522
CONSOLIDATED TOTAL ASSETS
10 | Q2 FY 2025 FORM 10-Q
2. INVENTORY
Inventory costs include materials, labor, and factory overhead. Inventories are stated at the lower of cost or net realizable value, primarily determined on a moving average unit cost basis. Appropriate consideration is given to obsolescence, valuation, and other factors in determining net realizable value. Revisions of these estimates could result in the need for adjustments.
Inventories, net of reserves, consisted of the following:
June 30,
December 31,
Chassis
31,813
36,930
Raw materials
64,769
77,358
Work in process
42,291
48,251
Finished goods
26,585
23,630
TOTAL INVENTORY
For the three and six month periods ended June 30, 2025 and 2024, the Company did not recognize impairment of inventory.
As of June 30, 2025 and December 31, 2024, the Company’s balances are presented net of inventory reserves of $8.2 million and $5.2 million, respectively.
3. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consisted of the following:
Land and improvements
22,662
22,580
Buildings and improvements
91,242
85,993
Machinery and equipment
93,803
93,275
Furniture and fixtures
14,238
14,732
Software costs
15,459
15,845
TOTAL PROPERTY, PLANT AND EQUIPMENT, gross
237,404
232,425
Less accumulated depreciation
(121,434)
(116,446)
TOTAL PROPERTY, PLANT AND EQUIPMENT, net
For the three months ended June 30, 2025 and 2024, depreciation expense related to property, plant and equipment was $3.7 million and $3.5 million, respectively. For the six months ended June 30, 2025 and 2024, depreciation expense related to property, plant and equipment was $7.4 million and $7.0 million, respectively.
4. LONG-TERM OBLIGATIONS
Credit Facility
The Company’s loan agreement with First Horizon Bank, which governs its $100.0 million amended unsecured revolving credit facility with a maturity date of May 31, 2027, contains customary representations and warranties, events of default, and financial, affirmative, and negative covenants for loan agreements of this kind. The credit facility restricts the payment of cash dividends if the payment would cause the Company to be in violation of the minimum tangible net worth test or the leverage ratio test in the loan agreement, among various other customary covenants. In the absence of default, all borrowings under the credit facility bear interest at the one-month Term Secured Overnight Financing Rate (SOFR) plus 1.00% or 1.25% per annum.
We were in compliance with all covenants under the credit facility throughout 2024 and during the first half of 2025. The Company pays a quarterly non-usage fee under the current loan agreement at a rate per annum equal to between 0.15% and 0.35% of the unused amount of the credit facility.
For the three months ended June 30, 2025 and 2024, interest expense on the credit facility was $1.0 million and $1.1 million, respectively. For the six months ended June 30, 2025 and 2024, interest expense on the credit facility was $1.9 million and $2.1 million, respectively. The
Company had outstanding borrowings of $55.0 million and $65.0 million under the credit facility as of June 30, 2025 and December 31, 2024, respectively.
5. INCOME TAXES
As of June 30, 2025, the Company had no federal net operating loss carryforwards. As of June 30, 2025 and December 31, 2024, state net operating loss carryforwards were $8.9 million.
6. LEASES
We have lease agreements for equipment and facilities under long-term, non-cancellable leases. We determine if an arrangement is a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether we obtain substantially all of the economic benefits from, and have the ability to direct, the use of the asset. Our lease agreements generally do not contain any material residual value guarantees or material restrictive covenants.
Operating leases are included in operating lease right-of-use assets, current operating lease liabilities, and long-term operating lease liabilities in our condensed consolidated balance sheets. Operating lease right-of-use assets and corresponding operating lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term, plus payments made prior to lease commencement and any initial direct costs. Operating lease expense for operating lease assets is recognized on a straight-line basis over the lease term. As most of our leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments.
We also have elected to apply a practical expedient for short-term leases whereby we do not recognize a lease liability or a right-of-use asset for leases with a term of 12 months or less. The Company recognizes short-term leases on a straight-line basis and does not record a related right-of-use asset or lease obligation for such contracts.
Our leases have remaining lease terms that expire at various dates through 2029. Some of our lease terms may include options to extend or terminate the lease, and the Company includes those leases when it is reasonably certain we will exercise that option.
The following table summarizes the components of lease cost:
LEASE COST
OPERATING LEASE COST:
Total long-term operating lease cost
91
178
186
Total short-term operating lease cost
234
190
375
TOTAL LEASE COST
325
281
553
569
The following table summarizes supplemental cash flow information related to leases:
OTHER INFORMATION:
Cash paid for amounts included in the measurement of lease obligation:
Operating cash flows used in operating leases
12 | Q2 FY 2025 FORM 10-Q
The following table presents other lease information related to the Company’s leases:
WEIGHTED-AVERAGE REMAINING LEASE TERM (YEARS):
Operating leases
1.7
2.0
WEIGHTED-AVERAGE DISCOUNT RATE:
3.5
%
Future lease payments under non-cancellable leases as of June 30, 2025 were as follows:
Operating Lease Obligations
REMAINING FISCAL 2025
179
2026
166
2027
55
2028
39
2029
TOTAL LEASE PAYMENTS
451
Less imputed interest
(3)
LEASE OBLIGATION AS OF JUNE 30, 2025
Related Party Leases
The Company’s subsidiary in the United Kingdom leased facilities used for manufacturing and office space from a related party with related lease costs. During the three months and the six months ended June 30, 2025 and 2024, the related party lease cost was $0.1 million, respectively. The Company’s French subsidiary leased a fleet of vehicles from a related party with related lease costs of $0.2 million and $0.1 million during the three months ended June 30, 2025 and 2024, respectively, and related lease costs of $0.3 million and $0.1 million during the six months ended June 30, 2025 and 2024, respectively.
7. COMMITMENTS AND CONTINGENCIES
Commitments
As of June 30, 2025 and December 31, 2024, the Company had commitments of approximately $9.0 million and $14.2 million, respectively, for construction and acquisition of property, plant and equipment. During the second quarter of 2025, the Company continued its investments in automation and the use of robotics in its production processes to streamline efficiency.
In addition to these commitments, in March 2025, the Company’s Board of Directors authorized approximately $9.1 million (€8.0 million) for an expansion at one of our facilities in France, which is expected to begin in the third quarter of 2025.
Contingencies
The Company has entered into arrangements with third-party lenders where it has agreed to repurchase products that are repossessed from the independent distributor customer in the event of default. These arrangements are typically subject to a maximum repurchase amount. As of June 30, 2025 and year ended December 31, 2024, the maximum amount of collateral the Company could be required to purchase was $147.7 million and $154.9 million, respectively. The Company’s financial exposure under these arrangements is limited to the difference between the amount paid to third-party lenders for repurchases of inventory and the amount received upon subsequent resale of the repossessed product. The Company had no repurchases of inventory during the six months ended June 30, 2025 and year ended December 31, 2024 and concluded the liability associated with potential repurchase obligations was neither probable, nor material.
Litigation
We are subject to a variety of claims and lawsuits that arise from time to time in the ordinary course of business. The Company has established accruals for matters that are probable and reasonably estimable, and maintains product liability and other insurance that management believes to be adequate. Although management believes that any pending claims and lawsuits will not have a significant impact on the Company’s
consolidated financial position or results of operations, the adjudication of such matters is subject to inherent uncertainties and management’s assessment may change depending on future events.
8. SHAREHOLDERS’ EQUITY
2023 Non-Employee Director Stock Plan
Effective May 2023, the Company adopted the Miller Industries, Inc. 2023 Non-Employee Director Stock Plan (the “2023 Plan”). Pursuant to the 2023 Plan, the Board of Directors may grant up to 125,000 shares under share-based awards to non-employee directors of the Company. The 2023 Plan provides for the issuance of restricted stock, restricted stock units, unrestricted shares of common stock and non-statutory stock options, or any combination thereof on the first business day after each annual meeting of shareholders of the Company. The 2023 Plan will terminate on May 26, 2033.
2025 Stock Incentive Plan
Effective May 2025, the Company adopted the Miller Industries, Inc. 2025 Stock Incentive Plan (the “2025 Plan”). Pursuant to the 2025 Plan, the Board of Directors may grant up to 500,000 shares of common stock under share-based awards to employees, directors, consultants, advisors, and other persons who perform services for the Company or a subsidiary. The 2025 Plan provides for the issuance of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance share units, other awards or any combination thereof. The 2025 Plan will terminate on March 31, 2035. The 2025 Plan replaces the Miller Industries, Inc. 2016 Stock Incentive Plan (the “2016 Plan”). While previously-granted awards remain outstanding under the 2016 Plan, no new awards can be granted under that plan.
Restricted Stock Units
Restricted stock units, once granted, are subject only to time-based service conditions. Executive officer awards vest ratably over three to five years (depending on award granted) and non-employee director awards cliff-vest after one year.
The following table summarizes all transactions related to restricted stock units granted under the 2016 Plan, the 2023 Plan, and the 2025 Plan for the six months ended June 30, 2025:
(in thousands, except share amounts)
Number of Shares of Common Stock/Restricted Stock Units
Weighted Average Grant Date Fair Value
Non-vested as of December 31, 2024
214,493
38.81
Granted
133,369
44.68
Vested (1)
(97,900)
49.29
Forfeited
Non-vested as of June 30, 2025
249,962
41.24
The following table provides additional data related to restricted stock unit grants under the 2016 Plan, the 2023 Plan, and the 2025 Plan:
(in thousands, except weighted-average period in years)
Total compensation cost, net of estimated forfeitures, related to non-vested restricted stock unit awards not yet recognized, pre-tax
5,564
Weighted-average period in years over which restricted stock unit cost is expected to be recognized (in years)
1.8
Total grant date fair value of shares of common stock vested during the year
4,825
Stock-based compensation expense is included as a component of selling, general and administrative expenses in the condensed consolidated statements of income, using the graded attribution method over the requisite service period.
14 | Q2 FY 2025 FORM 10-Q
Stock Repurchase Program
On April 2, 2024, the Company’s Board of Directors approved a stock repurchase program authorizing the Company to purchase up to $25.0 million of the Company’s common stock with no expiration date (the “Repurchase Program”). Repurchases under the Repurchase Program may be made on the open market, in privately negotiated transactions, block purchases, or otherwise as permitted by the federal securities laws and other legal and contractual requirements and are expected to comply with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The number of shares to be repurchased and the timing of any repurchases will depend on a number of factors, including share price, economic and market conditions, and corporate requirements, among others. The Company may choose to suspend or discontinue the Repurchase Program at any time. The cost of the shares repurchased will be funded from our available cash and temporary investments and borrowings under our credit facility.
For accounting purposes, common stock repurchased under the Repurchase Program is recorded based upon the settlement date of the applicable trade. During the six months ended June 30, 2025 the Company repurchased 57,975 shares of common stock pursuant to the Repurchase Program. The total cost of the shares repurchased was $2.6 million with an average price of $44.88 per share.
9. REVENUE
All of our operating revenue is generated from contracts with customers. Our primary source of revenue is generated from sales of towing and recovery equipment. Because our product lines have substantially similar characteristics, the Company has identified one operating segment regularly reviewed to assess performance and allocate resources. Alternatively, the Company uses a geographic approach to track revenues by geographic regions.
Net revenues by geographic region are as follows:
Change
Geographic regions:
(48.4)%
(45.0)%
23.9%
24.7%
TOTAL NET REVENUE
(42.4)%
(39.0)%
Concentrations of Credit Risk
Financial instruments that potentially expose us to concentrations of credit risk consist primarily of cash and temporary investments and trade accounts receivable. As of June 30, 2025 and December 31, 2024, the Company had cash deposited net of outstanding checks of $31.8 million and $24.3 million, respectively, held in multiple high-credit quality financial institutions. We attempt to limit our credit risk associated with accounts receivable by performing ongoing credit evaluations of our customers and maintaining adequate allowances for potential credit losses.
No single customer accounted for more than 10% of total revenues for the three or six months ended June 30, 2025 or the comparable periods in 2024.
As of June 30, 2025, there was one customer with a trade accounts receivable of 10.5% of the Company’s total trade receivable. As of December 31, 2024 there was one customer with a trade accounts receivable of 14.9% of the Company’s total trade receivable.
10. EARNINGS PER SHARE
The following table reconciles the number of shares of common stock used to compute basic and diluted earnings per share of common stock:
BASIC EARNINGS PER SHARE OF COMMON STOCK:
Net income - basic
Weighted shares outstanding
11,458,754
11,461,141
11,454,348
11,456,597
Basic earnings per share of common stock
DILUTED EARNINGS PER SHARE OF COMMON STOCK:
Weighted shares outstanding - basic
Effect of dilutive securities
141,210
88,744
157,092
74,494
Weighted shares outstanding - diluted
11,599,964
11,549,885
11,611,440
11,531,091
Diluted earnings per share of common stock
11. SUBSEQUENT EVENTS
Dividends
On August 4, 2025, the Board of Directors of the Company declared a quarterly cash dividend of $0.20 per share. The dividend is payable September 15, 2025, to shareholders of record as of September 8, 2025.
16 | Q2 FY 2025 FORM 10-Q
MD&A
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide a summary from the perspective of management on our consolidated operating results, financial condition, liquidity, and cash flows of our Company as of and for the periods presented.
The MD&A should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and the unaudited condensed consolidated financial statements and the accompanying notes thereto included herein.
To facilitate timely reporting, the condensed consolidated financial statements include accounts of certain subsidiaries whose closing dates differ from the applicable period end (December 31st or June 30th) by 31 days (or less).
References to “the Company”, “we”, “us”, and “our” are intended to mean the business and operations of Miller Industries, Inc., and its consolidated subsidiaries unless the context requires otherwise.
ABOUT MILLER INDUSTRIES, INC.
Miller Industries, Inc. is The World’s Largest Manufacturer of Towing and Recovery Equipment®, with domestic manufacturing operations in Tennessee and Pennsylvania, and foreign manufacturing operations in France and the United Kingdom.
We develop and manufacture innovative high-quality towing and recovery equipment worldwide. We design and manufacture bodies of car carriers and wreckers, which are installed on chassis manufactured by third parties and then sold to our customers under our Century®, Vulcan®, Chevron™, Holmes®, Challenger®, Champion®, Jige™, Boniface™, Titan®, and Eagle® brand names.
Our products are primarily marketed and sold through a network of distributors that serve all 50 states, Canada, Mexico and other foreign markets, and through prime contractors to governmental entities. Furthermore, we have substantial distribution capabilities in Europe as a result of our ownership of Jige International S.A. and Boniface Engineering, Ltd. While most of our distributor agreements do not generally contain exclusivity provisions, management believes our independent distributors do not offer products of any other towing and recovery equipment manufacturer. We believe this is a testament of their loyalty to our brands.
In addition to selling our products, our independent distributors provide end-users with parts and service. We also utilize sales representatives to inform prospective end-users about our current product lines in an effort to drive sales to independent distributors. Management believes the strength of our distribution network and the breadth and quality of our product offerings are two key advantages over our competitors.
We focus on a variety of key indicators to monitor our overall operating and financial performance. These indicators include measurements of revenue, operating income, gross margin, net income, earnings per share, capital expenditures, and cash flow.
Our history of innovation in the towing and recovery industry has been an important factor behind our growth over the last decade and we believe that our continued emphasis on research and development will be a key factor in our future growth. We opened a free-standing research and development facility in Chattanooga in 2019, where we pursue various innovations in our products and manufacturing processes, some of which are intended to enhance the safety of our employees and reduce our environmental impact. Our investments in strategic and planned projects have contributed to our increased production capacity and optimized our manufacturing processes, including investing in component re-design capabilities that allow for more flexibility in our manufacturing and sourcing. In addition, our strategic investment in Southern Hydraulic Cylinder, Inc. in May 2023, allowed us to strengthen our efforts to enhance the stability of our supply chain. Our recent domestic plant expansion and modernization projects have installed sophisticated robotics systems and other advanced technologies to complement our talented workforce. The projects completed during the period from 2017 to 2021 were at a cost of over $82 million. As we continue to focus on modernization and operational excellence, we expect to continue to invest in robotics and automated material handling equipment across all our domestic manufacturing facilities.
TRENDS AND OTHER FACTORS AFFECTING OUR BUSINESS
Based on the productivity enhancements that we have implemented and improved supply chain conditions, our gross profit as a percentage of sales improved for the six months ended June 30, 2025, despite net sales and earnings being lower for the period. During the second quarter of 2025, our results continued to be affected by the high levels of chassis inventory in our distribution channel, as our distributors worked through the inventory buildup stemming primarily from inconsistent supplier delivery schedules throughout 2024. We continue to believe that chassis and body inventory levels are moving closer to optimal levels and that the flow of manufactured equipment and chassis deliveries will become more synchronized during the second half of 2025. However, at the end of the second quarter, and continuing into the third quarter, we experienced unexpected demand headwinds, which we believe are attributable to the continued high cost of equipment ownership in the current interest rate environment, escalating insurance costs for our customers, and the imposition of and ongoing
uncertainty involving tariffs. As we assess these trends, we are closely monitoring production schedules and costs, and continue to work towards optimizing our channel inventory levels.
Our future performance will continue to be heavily influenced by, among other things, the high cost of equipment ownership, the potential impacts of new or increased tariffs, timing of supply chain deliveries and global supply chain pressures, the continuing impact of geopolitical factors, general economic factors, and regulations regarding emissions standards.
The impact of these factors remains largely out of our control, and we currently anticipate that these factors are having, and could continue to have, an adverse impact on our production capabilities, financial results, and cash flows through the remainder of 2025.
CRITICAL ACCOUNTING POLICIES
Our condensed consolidated financial statements are prepared in accordance with GAAP, which require us to make estimates. Certain accounting policies are deemed “critical”, as they require management’s highest degree of judgment, estimations, and assumptions. The accounting policies deemed to be most critical to our financial position and results of operations are those related to accounts receivable, inventory, long-lived assets, warranty reserves, revenues, and income taxes. There have been no significant changes in our critical accounting policies during the six months ended June 30, 2025, from the information provided under the heading “Critical Accounting Policies and Sensitive Accounting Estimates” in Part II, Item 7 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024
(44.0)%
(32.3)%
Selling, general and administrative
2.8%
(85.6)%
(3787.7)%
Total expenses, net
(6.5)%
(56.7)%
(49.2)%
(58.8)%
18 | Q2 FY 2025 FORM 10-Q
Net sales for the three months ended June 30, 2025 were $214.0 million compared to $371.5 million for the corresponding period in fiscal 2024, a decrease of 42.4%. The decrease in net sales was primarily due to a reduction of chassis deliveries to mitigate inventory buildup in our distribution channel.
Net foreign sales for the three months ended June 30, 2025 were $38.1 million compared to $30.8 million for the corresponding period in fiscal 2024, an increase of 23.9%.
Cost of Operations
Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the three months ended June 30, 2025 was $179.4 million compared to $320.4 million for the corresponding period in fiscal 2024, a decrease of 44.0%. The decrease in cost of operations was consistent with the decrease in sales.
Gross Profit
Gross profit is equal to net sales less cost of operations. Gross profit for the three months ended June 30, 2025 was $34.6 million compared to $51.1 million for the corresponding period in fiscal 2024, a decrease of 32.3%. This decrease was primarily due to the anticipated decrease in sales. As a percentage of sales, gross profit was 16.2% for the three months ended June 30, 2025, compared to 13.8% in the corresponding period in fiscal 2024, an increase of 17.5%. The year over year increase was primarily due to a favorable product mix, which shifted from a higher percentage of chassis deliveries in the second quarter of 2024 to a higher percentage of bodies in the second quarter of 2025.
Selling, General and Administrative
Selling, general and administrative expenses for the three months ended June 30, 2025 were $23.4 million compared to $22.8 million for the corresponding period in fiscal 2024, an increase of 2.8%. As a percentage of net sales, selling, general and administrative expenses increased to 10.9% for the three months ended June 30, 2025, from 6.1% for the comparable period in fiscal 2024. The increase for the second quarter of 2025 was primarily due to higher stock-based compensation expense relating to prior period restricted stock unit grants and higher employee compensation and training costs.
Interest Expense, Net
Interest expense, net for the three months ended June 30, 2025 was $0.3 million compared to $2.0 million for the corresponding period in fiscal 2024, a decrease of 85.6%. Interest expense as of June 30, 2025 of $2.1 million was consistent with the interest expense of $2.7 million for the comparable period in 2024, offset by increased interest income of $1.8 million for the three months ended June 30, 2025, compared to interest income of $0.7 million for the comparable period in 2024. The increase in interest income is due to increased billings on open accounts receivable balances.
Other (Income) Expense
The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange gain of $0.5 million and loss of $0.1 million for the three months ended June 30, 2025 and 2024, respectively. Other (income) expense for the three months ended June 30, 2025 was de minimis.
Provision for Income Taxes
The provision for income taxes for the three months ended June 30, 2025 and 2024 reflects a combined federal, state, and foreign tax rate of 25.6% and 21.8%, respectively. The increase was primarily due to non-deductible executive compensation. The principal differences between the federal statutory tax rate and the effective tax rate consist primarily of state taxes, domestic tax credits, and tax differences on foreign earnings.
19
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
(40.7)%
(28.1)%
5.3%
(88.2)%
(3307.6)%
(2.6)%
(53.6)%
(44.7)%
(56.0)%
Net sales for the six months ended June 30, 2025 were $439.7 million compared to $721.3 million for the corresponding period in fiscal 2024, a decrease of 39.0%. The decrease in net sales was primarily due to a reduction of chassis deliveries to mitigate inventory buildup in our distribution channel.
Net foreign sales for the six months ended June 30, 2025 were $77.4 million compared to $62.1 million for the corresponding period in fiscal 2024, an increase of 24.7%.
Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the six months ended June 30, 2025 was $371.2 million compared to $626.0 million for the corresponding period in fiscal 2024, a decrease of 40.7%. The decrease in cost of operations was consistent with the decrease in sales.
Gross profit is equal to net sales less cost of operations. Gross profit for the six months ended June 30, 2025 was $68.5 million compared to $95.3 million for the corresponding period in fiscal 2024, a decrease of 28.1%. This decrease was primarily due to the anticipated decrease in sales. As a percentage of sales, gross profit was 15.6% for the six months ended June 30, 2025, compared to 13.2% in the corresponding period in fiscal 2024, an increase of 17.9%. The year over year increase was primarily due to a favorable product mix, which shifted from a higher percentage of chassis deliveries in the first half of 2024 to a higher percentage of bodies in the first half of 2025.
Selling, general and administrative expenses for the six months ended June 30, 2025 were $46.7 million compared to $44.3 million for the corresponding period in fiscal 2024, an increase of 5.3%. As a percentage of net sales, selling, general and administrative expenses increased to 10.6% for the six months ended June 30, 2025, from 6.1% for the comparable period in fiscal 2024. The increase for the first half of 2025 was primarily due to higher stock-based compensation expense relating to prior period restricted stock unit grants and higher employee compensation and training costs.
Interest expense, net for the six months ended June 30, 2025 was $0.4 million compared to $3.3 million for the corresponding period in fiscal 2024, a decrease of 88.2%. Interest expense for the six months ended June 30, 2025 of $4.5 million was consistent with the interest expense of $4.9 million for the comparable period in 2024, offset by increased interest income of $4.1 million for the six months ended June 30, 2025, compared to interest income of $1.6 million for the comparable period in 2024. The increase in interest income is due to increased interest billings on open accounts receivable balances from customers.
20 | Q2 FY 2025 FORM 10-Q
The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange gain of $0.7 million and loss of $0.2 million for the six months ended June 30, 2025 and 2024, respectively. Other (income) expense for the six months ended June 30, 2025 was de minimis.
The provision for income taxes for the six months ended June 30, 2025 and 2024 reflects a combined federal, state, and foreign tax rate of 25.4% and 21.4%, respectively. The increase was primarily due to non-deductible executive compensation. The principal differences between the federal statutory tax rate and the effective tax rate consist primarily of state taxes, domestic tax credits, and tax differences on foreign earnings.
LIQUIDITY AND CAPITAL RESOURCES
We currently believe that, based on available capital resources and projected operating cash flows, we have adequate capital resources to fund our operations and expected future cash needs over the next 12 months. However, our ability to satisfy our cash needs will substantially depend upon a number of factors, including our future operating performance, and the economic, regulatory, and other factors discussed elsewhere in this Quarterly Report, many of which are beyond our control.
Cash and Temporary Investments
As of June 30, 2025, we had cash and temporary investments of $31.8 million, and $45.0 million in availability for borrowing under our credit facility. Our primary cash requirements include working capital, capital expenditures, the funding of any declared cash dividends, purchases pursuant to our stock repurchase program, and principal and interest payments on indebtedness.
The cash and temporary investments balance as of June 30, 2025 included $23.1 million of cash held by subsidiaries outside of the United States.
Cash Flows
The following table summarizes our cash flows for the period:
Operating activities
29,958
1,855.0
Investing activities
(6,806)
11.5
Financing activities
(579.9)
Effect of exchange rate changes on cash and temporary investments
653.4
Net increase (decrease) in cash and temporary investments
7,485
222.8
Changes in working capital, which impact operating cash flows, can vary significantly depending on factors such as the timing of customer payments, inventory purchases and payments to vendors, and tax payments in the regular course of business.
Cash Flows Provided by (Used in) Operating Activities
During the six months ended June 30, 2025, net cash provided by operating activities was $30.0 million compared to net cash used in operating activities of $1.7 million in the comparable period in fiscal 2024. Cash provided by operating activities is generally attributable to the receipt of payments from our customers as settlement of their contractual obligation, once we have fulfilled all performance obligations related to our contracts with them. These cash receipts are netted with payments for purchases of inventory, payments for materials used in manufacturing, and other payments that are necessary in the ordinary course of our operations, such as those for utilities and taxes. The cash provided by operating activities was primarily driven by net income, non-cash expenses, and net positive change in working capital.
21
Cash Flows Provided by (Used in) Investing Activities
During the six months ended June 30, 2025, cash used in investing activities was $6.8 million compared to cash used in investing activities of $7.7 million for the comparable period in fiscal 2024. The cash used in investing activities was primarily for purchases of property, plant and equipment, as well as our continued investment in manufacturing automation and ERP system enhancements.
Cash Flows Provided by (Used in) Financing Activities
During the six months ended June 30, 2025, cash used in financing activities was $17.2 million compared to cash provided by financing activities of $3.6 million for the comparable period in fiscal 2024. The cash used in financing activities was primarily due to payments on the credit facility, cash payments for dividends, and repurchases of common stock.
Contractual Obligations
As of June 30, 2025 and December 31, 2024, we had commitments of approximately $9.0 million and $14.2 million, respectively, for the acquisition of property, plant and equipment. This decrease in commitments for acquisition of property, plant and equipment was due to our continued investments in automation and the use of robotics in our production processes to streamline efficiency. There have been no other material changes to our contractual obligations from what was previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
The Company had outstanding borrowings of $55.0 million and $65.0 million under the credit facility as of June 30, 2025 and December 31, 2024, respectively. See the disclosure under the heading “Credit Facility” in Note 4 of the Notes to Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for additional information regarding the Company’s credit facility.
As of July 31, 2025, the outstanding balance on our credit facility was $50.0 million.
Other Long-Term Obligations
Prior to applying a discount rate to our lease liabilities, we had approximately $0.5 million and $0.6 million in non-cancellable operating lease obligations as of June 30, 2025 and December 31, 2024, respectively. We had no non-cancellable finance lease obligations as of June 30, 2025 and December 31, 2024.
Capital Expenditures
Capital expenditures during the six months ended June 30, 2025 and 2024 were $6.8 million and $7.8 million, respectively. We make ongoing capital investments in our property, plant and equipment to increase our production capacity and the efficiencies, as well as the sustainability and safety of our operations. This includes capital investments during the six months ended June 30, 2025 in the use of robotics and automation in our production processes to streamline efficiency.
22 | Q2 FY 2025 FORM 10-Q
OTHER KEY INFORMATION
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes to our quantitative and qualitative disclosures about market risk from what was previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
We evaluated, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of June 30, 2025. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of June 30, 2025, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Controls over Financial Reporting
There were no significant changes in our internal controls over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
Table of Contes
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The disclosures under the heading “Litigation” in Note 7 of the Notes to Condensed Consolidated Financial Statements are incorporated herein by reference.
ITEM 1A. RISK FACTORS
There have been no material changes to the risk factors described in Part I, Item 1A – “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
The following table provides information about repurchases of our common stock during the quarter ended June 30, 2025:
Total number of shares purchased
Average price paid per share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs(in thousands)
April 1, 2025 - April 30, 2025
20,000
May 1, 2025 - May 31, 2025
11,158
44.81
19,500
June 1, 2025 - June 30, 2025
TOTAL
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
Securities Trading Plans of Directors and Executive Officers
During the quarter ended June 30, 2025, no director or officer of the Company adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K.
24 | Q2 FY 2025 FORM 10-Q
EXHIBITS
ITEM 6. EXHIBITS
10.1
Miller Industries, Inc. 2025 Stock Incentive Plan (incorporated by reference to Annex A on the Company’s Schedule 14A, filed with the SEC on April 11, 2025)
31.1
Certification Pursuant to Rules 13a-14(a)/15d-14(a) by Chief Executive Officer*
31.2
Certification Pursuant to Rule 13a-14(a)/15d-14(a) by Chief Financial Officer*
32.1
Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of United States Code by Chief Executive Officer±
32.2
Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of United States Code by Chief Financial Officer±
101.INS
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, has been formatted in Inline XBRL.
* Filed herewith
± Exhibit is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subjected to the liabilities of that Section. This exhibit shall not be incorporated by reference into any given registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Miller Industries, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By:
/s/ Deborah L. Whitmire
Deborah L. Whitmire
Executive Vice President, Chief Financial Officer and Treasurer
Date: August 6, 2025
26 | Q2 FY 2025 FORM 10-Q