# Outdoor Holding Co (POWW)

Informational only - not investment advice.

CIK: 0001015383
SIC: 7389 Services-Business Services, NEC
SIC breadcrumb: [Services](/division/I/) > [Business Services](/major-group/73/) > [SIC 7389 Services-Business Services, NEC](/industry/7389/)
Latest 10-K filed: 2026-06-22
SEC page: https://www.sec.gov/edgar/browse/?CIK=1015383
Filing source: https://www.sec.gov/Archives/edgar/data/1015383/000119312526276653/poww-20260331.htm

## At a glance

FY2026 · period end 2026-03-31 · filed 2026-06-22 · accession 0001193125-26-276653 · source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001015383.json

| Metric | Value | FY | Provenance |
| --- | ---: | ---: | --- |
| Revenue | 51,125,398 USD | 2026 | verified |
| Net income | -3,537,641 USD | 2026 | verified |
| Assets | 267,483,770 USD | 2026 | verified |
| Free cash flow | -1,927,126 USD | 2026 | computed |
| Net margin | -6.92% | 2026 | computed |
| Operating margin | -12.31% | 2026 | computed |
| Revenue YoY | +3.49% | 2026 | computed |
| ROE | -1.51% | 2026 | computed |

Computed values are grepcent-computed from the verified facts above and may differ from ratios the company itself reports. Free cash flow = operating cash flow − capital expenditures. Net margin = net income ÷ revenue. Operating margin = operating income ÷ revenue. Revenue YoY = FY2026 revenue ÷ FY2025 revenue − 1 (consecutive fiscal years only). ROE = net income ÷ period-end stockholders' equity.

No market price, no rating, no forecast on this site. Not investment advice.

### Peer percentile fingerprint

| Ratio | POWW | Peer median | Percentile | N |
| --- | ---: | ---: | ---: | ---: |
| Net margin | -6.9% | 5.8% | 16 | 59 |
| Operating margin | -12.3% | 9.2% | 4 | 56 |
| Revenue growth | 3.5% | 8.4% | 26 | 58 |
| FCF margin | -3.8% | 14.2% | 2 | 58 |
| ROE | -1.5% | 8.7% | 25 | 52 |
| ROA | -1.3% | 2.9% | 24 | 59 |
| Liabilities / equity | 0.14 | 1.52 | 0 | 54 |
| Current ratio | 3.96 | 1.34 | 100 | 57 |

Percentile = share of the N covered peers reporting that ratio whose value is lower (ties counted half); computed among grepcent-covered companies in SIC industry 7389 Services-Business Services, NEC, not the whole market. A higher percentile means a higher value of the ratio, not a better company. Ratios with fewer than 8 reporting peers are omitted. Latest reported values per company; fiscal periods may differ. Descriptive arithmetic - not a score, rating, or ranking.

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 51125398 | USD | 2026 | 2026-06-22 |
| Net income | -3537641 | USD | 2026 | 2026-06-22 |
| Assets | 267483770 | USD | 2026 | 2026-06-22 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-06-22. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001015383.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  |  |  |  |  | 62,482,330 | 240,269,166 | 63,149,673 | 53,942,076 | 49,401,547 | 51,125,398 |
| Net income | -333,488 | -5,788,901 |  | -11,709,412 | -14,556,680 | -7,812,294 | 25,867,178 | -8,766,686 | -16,593,609 | -130,833,600 | -3,537,641 |
| Operating income | -11,040 | -3,976,228 |  | -8,980,658 | -13,837,493 | -5,379,985 | 28,526,053 | 2,367,260 | -6,443,005 | -59,713,278 | -6,292,435 |
| Gross profit |  | -8,725 |  | -229,694 | -3,675,539 | 11,386,651 | 88,716,225 | 54,032,734 | 46,281,535 | 42,933,516 | 44,600,961 |
| Diluted EPS |  |  |  |  |  | -0.14 | 0.20 | -0.11 | -0.17 | -1.14 | -0.05 |
| Operating cash flow |  |  |  |  |  |  |  | 30,304,374 | 17,517,745 | -5,062,244 | 963,847 |
| Capital expenditures |  | 304,188 |  | 2,291,907 | 462,385 | 7,437,265 | 19,218,982 | 1,756,969 | 2,652,611 | 3,407,910 | 2,890,973 |
| Share buybacks |  |  |  | 124,000 |  | 1,500,000 |  | 522,426 | 2,152,080 | 663,488 | 314,088 |
| Assets |  | 4,917,504 | 10,672,711 | 43,587,164 | 41,105,736 | 179,379,341 | 415,840,465 | 403,773,545 | 403,039,335 | 297,329,629 | 267,483,770 |
| Liabilities |  | 2,413,547 | 1,120,582 | 14,058,231 | 21,846,943 | 19,031,812 | 39,982,564 | 40,877,006 | 44,989,484 | 75,303,066 | 32,528,667 |
| Stockholders' equity |  | 2,503,957 | 9,552,129 | 29,528,933 | 19,258,793 | 160,729,013 | 375,857,901 | 374,121,135 | 358,049,851 | 222,026,563 | 234,955,103 |
| Cash and cash equivalents |  |  |  | 2,181,246 | 884,274 | 118,341,471 | 23,281,475 | 54,679,868 | 55,586,441 | 30,227,796 | 68,103,395 |
| Free cash flow |  |  |  |  |  |  |  | 28,547,405 | 14,865,134 | -8,470,154 | -1,927,126 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  |  |  |  |  | -12.50% | 10.77% | -13.88% | -30.76% |  | -6.92% |
| Operating margin |  |  |  |  |  | -8.61% | 11.87% | 3.75% | -11.94% | -120.87% | -12.31% |
| Return on equity |  | -231.19% |  | -39.65% | -75.58% | -4.86% | 6.88% | -2.34% | -4.63% | -58.93% | -1.51% |
| Return on assets |  | -117.72% |  | -26.86% | -35.41% | -4.36% | 6.22% | -2.17% | -4.12% | -44.00% | -1.32% |
| Liabilities / equity |  | 0.96 | 0.12 | 0.48 | 1.13 | 0.12 | 0.11 | 0.11 | 0.13 | 0.34 | 0.14 |
| Current ratio |  | 1.25 | 7.43 | 1.92 | 0.75 | 12.04 | 3.62 | 4.84 | 4.25 | 1.16 | 3.96 |

## As-reported value updates

13 tracked differences above grepcent's stated thresholds were found between the earliest XBRL-filed value and the value currently on file for the same fiscal period.

Ledger: /company/POWW/revisions/


## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-08-10. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001015383.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q3 | 2021-12-31 |  |  | 0.07 | reported discrete quarter |
| 2023-Q1 | 2022-06-30 |  |  | 0.02 | reported discrete quarter |
| 2022-Q2 | 2022-09-30 |  |  | -0.01 | reported discrete quarter |
| 2023-Q3 | 2022-12-31 | 38,711,494 |  | -0.04 | reported discrete quarter |
| 2023-Q4 | 2023-03-31 | 43,683,722 | -2,942,566 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2023-06-30 | 34,254,575 | -1,093,033 | -0.02 | reported discrete quarter |
| 2024-Q2 | 2023-06-30 |  | -1,093,033 |  | reported discrete quarter |
| 2024-Q2 | 2023-09-30 | 34,372,386 |  | -0.07 | reported discrete quarter |
| 2024-Q3 | 2023-09-30 |  | -7,495,297 |  | reported discrete quarter |
| 2024-Q3 | 2023-12-31 | 36,006,464 |  | -0.02 | reported discrete quarter |
| 2024-Q4 | 2024-03-31 | 40,421,147 | -5,332,881 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2024-06-30 | 30,953,550 | -7,061,287 | -0.07 | reported discrete quarter |
| 2025-Q3 | 2024-12-31 | 29,187,502 | -26,128,782 | -0.23 | reported discrete quarter |
| 2025-Q4 | 2025-03-31 |  | -77,516,730 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q2 | 2025-06-30 |  | -6,458,327 |  | reported discrete quarter |
| 2026-Q2 | 2025-09-30 | 11,984,314 |  | 0.01 | reported discrete quarter |
| 2026-Q3 | 2025-09-30 |  | 1,404,828 |  | reported discrete quarter |
| 2026-Q3 | 2025-12-31 | 13,394,465 |  | 0.01 | reported discrete quarter |
| 2026-Q4 | 2026-03-31 | 13,889,393 | -714,392 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-06-30 | 14,480,654 | 3,574,061 | 0.02 | reported discrete quarter |

## Filed narrative (10-K & 10-Q)

## Business

Verbatim Item 1 Business section from POWW's latest 10-K: [/company/POWW/business/](/company/POWW/business/).

## Risk Factors

Verbatim Item 1A Risk Factors from POWW's latest 10-K: [/company/POWW/risk-factors/](/company/POWW/risk-factors/).

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1015383/000119312526341113/poww-20260630.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary.
Confidence: high
Filing date: 2026-08-10
Report date: 2026-06-30

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with management’s perspective on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with (i) the accompanying unaudited condensed consolidated financial statements and notes thereto for the three months ended June 30, 2026, (ii) the audited consolidated financial statements and notes thereto for the year ended March 31, 2026 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on June 22, 2026 (the "Form 10-K") and (iii) the discussion under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Form 10-K. Except for certain information as of March 31, 2026, all amounts herein are unaudited. The following discussion contains forward-looking statements that are subject to risks and uncertainties. See “Special Note Regarding Forward-Looking Statements.” Actual results could differ materially from those discussed in or implied by forward-looking statements as a result of various factors, including those discussed below and elsewhere in this Quarterly Report on Form 10-Q (this “Form 10-Q”), particularly in the section entitled “Risk Factors.” Unless we state otherwise or the context otherwise requires, the terms “we,” “us,” “our” and the “Company” refer to Outdoor Holding Company (formerly AMMO, Inc.) and its consolidated subsidiaries.

Overview

Outdoor Holding Company is the owner of the GunBroker Marketplace ("GunBroker" or the "Marketplace"), a leading online marketplace serving the firearms and shooting sports industries. Through our Marketplace, we allow third party sellers to list items consisting of firearms, hunting gear, fishing equipment, outdoor gear, collectibles, and much more, while facilitating compliance with federal and state laws that govern the sale of firearms and other restricted items. This allows our base of over 8.9 million users to follow ownership policies and regulations through a network of federally licensed firearms dealers ("FFLs") who serve as transfer agents. The nature and operation of the Marketplace as an online auction and sales platform also affords us a unique view into the total domestic market for the purpose of understanding sales trends at a granular level across all elements of the outdoor sports and shooting space. We generate revenue from marketplace fees, which include marketplace revenue, marketplace service fee revenue, advertising campaign revenue, FFL transfer revenue, and shipping revenue. Our key strategic initiatives include: launching universal payment processing to facilitate electronic transactions, decrease transaction friction, increase gross merchandise value ("GMV"), improve the user experience with the use of AI, and accelerate user adoption; deploying capital opportunistically by repurchasing shares; further streamlining the business to increase operational efficiency and reduce operational costs; and implementing further user enhancements to the platform with new tools, analytics, and personalization features to deliver best-in-class buyer and seller experiences. As part of our key strategic initiatives, we invested in a platform integration with Master FFL beginning in November 2025. Master FFL integration allows us to provide platform users access to a larger network of FFL dealers, centralizing FFL dealer verification and compliance, and allowing streamlined firearm transfers through automatic verification of federally-licensed firearm dealers.

Recent Developments

Settlement of SEC Investigation

As previously disclosed, we were subject to an investigation by the SEC relating to certain accounting, disclosure, and internal control issues primarily arising during periods prior to the tenure of our current management team (the "SEC Investigation"). We made an Offer of Settlement to the SEC, and on December 15, 2025, the SEC instituted settled cease-and-desist proceedings that fully resolved the investigation. We consented to the entry of the cease-and-desist order (the “SEC Order”) without admitting or denying the SEC’s findings, except as to jurisdiction.

Under the terms of the settlement, the SEC did not impose any civil penalty or monetary sanction. We agreed to cease and desist from committing or causing any future violations of certain provisions of the federal securities laws and related rules. The SEC’s findings relate primarily to historical disclosure failures, accounting misstatements, non-GAAP financial metric disclosures, and deficiencies in internal accounting controls during the period from August 2020 through July 2023. As part of the SEC settlement, we agreed to undertakings requiring us to engage a third-party compliance consultant to review and make recommendations concerning the remediation of material weaknesses in internal control over financial reporting. We are required to cooperate fully with the consultant, adopt

27

and implement the consultant’s recommendations within two years of the SEC Order, and provide written certifications of compliance to the SEC staff.

We began significant remediation efforts prior to the settlement and continued those efforts following the resolution of the SEC matter. These actions included, among other measures, conducting an independent internal investigation, restating affected historical financial statements, replacing prior senior leadership, expanding and enhancing the accounting and external reporting function, retaining external accounting and internal control advisors, strengthening policies and procedures related to expense classification, capitalization, and stock-based compensation, enhancing period-end close and reconciliation controls, establishing a formal disclosure committee, and implementing a more robust process for identifying and disclosing related-party transactions. In July 2026, we delivered a certification and supporting documentation to the SEC Staff that, in the Company’s opinion, it had fully complied with the undertakings concerning the remediation of material weaknesses in internal control over financial reporting as required by the SEC Order. The SEC Staff is currently evaluating the Company’s certification and supporting documentation.

The settlement with the SEC did not result in any civil penalty or disgorgement and, accordingly, did not have any direct adverse impact on our liquidity or capital resources. However, we incurred, and expect to continue to incur, costs related to compliance with the settlement undertakings and indemnification of three former directors and officers. These costs include fees and expenses associated with the compliance consultant and internal control remediation activities, along with advancement of legal expenses to former directors and officers against whom the SEC has instituted a separate enforcement action. These costs may be material in individual reporting periods but are not expected to impair our ability to meet our obligations or execute our business strategy.

Management believes that the resolution of the SEC Investigation eliminates a significant source of uncertainty and allows us to focus on operating our business, enhancing our control environment, and pursuing our strategic objectives.

Results of Operations

The following table presents summarized financial information taken from our unaudited condensed consolidated statements of operations for the three months ended June 30, 2026, compared with the three months ended June 30, 2025:

[[GREPCENT_TABLE]]
[["","","For the Three Months Ended June 30,"],["","","2026","","","2025"],["","","(unaudited)"],["Net revenues","","$","14,480,654","","","$","11,857,376"],["Cost of revenues","","","2,237,828","","","","1,522,398"],["Gross profit","","","12,242,826","","","","10,334,978"],["Operating expenses","","","8,947,021","","","","16,345,653"],["Income (loss) from operations","","","3,295,805","","","","(6,010,675",")"],["Other income (expense)"],["Other income, net","","","314,971","","","","147,982"],["Income (loss) before provision for income taxes from continuing operations","","","3,610,776","","","","(5,862,693",")"],["Provision for income taxes","","","36,715","","","","\u2014"],["Net income (loss) from continuing operations","","$","3,574,061","","","$","(5,862,693",")"]]
[[/GREPCENT_TABLE]]

Non-GAAP Financial Measures

We analyze operational and financial data to evaluate our business, allocate our resources, and assess our performance. In addition to total net sales, net income (loss), and other results under accounting principles generally accepted in the United States ("GAAP"), the following information includes key operating metrics and non-GAAP financial measures that we use to evaluate our business. We believe that these measures are useful for period-to-period comparisons of our performance. We have included these non-GAAP financial measures in this Form 10-Q because they are key measures management uses to evaluate our operational performance, produce future strategies for our operations, and make strategic decisions, including those relating to operating expenses and the allocation of our

28

resources. Accordingly, we believe that these measures provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors.

Adjusted EBITDA

[[GREPCENT_TABLE]]
[["","","For the Three Months Ended June 30,"],["","","2026","","","2025"],["","","(Unaudited)"],["Reconciliation of GAAP net income (loss) from continuing operations to Adjusted EBITDA"],["Net income (loss) from continuing operations","","$","3,574,061","","","$","(5,862,693",")"],["Provision for income taxes","","","36,715","","","","\u2014"],["Depreciation and amortization","","","3,713,954","","","","3,510,021"],["Interest expense, net","","","244,363","","","","348,330"],["Stock-based compensation","","","300,035","","","","787,826"],["Interest and other income (expense), net","","","(559,334",")","","","(496,312",")"],["Acquisitions and divestitures","","","\u2014","","","","79,398"],["Special Committee Investigation and restatement","","","-","","","","1,304,908"],["SEC Investigation","","","596,368","","","","676,080"],["Delaware Litigation legal and professional fees","","","\u2014","","","","1,354,864"],["Corporate restructuring costs","","","\u2014","","","","1,435,693"],["Adjusted EBITDA","","$","7,906,162","","","$","3,138,115"]]
[[/GREPCENT_TABLE]]

We define Adjusted EBITDA as net income (loss) from continuing operations excluding (i) provision or benefit for income taxes, (ii) depreciation and amortization, (iii) interest expense, net, (iv) stock-based compensation expenses relating to stock awards and common stock purchase options, (v) interest and other income (expense), net, (vi) expenses related to acquisition and divestitures, (vii) gain on extinguishment of debt, (viii) professional service and legal fees related to an investigation conducted by a special committee of the Board of Directors (the “Special Committee Investigation”), the SEC Investigation and the Delaware Litigation (xi) other nonrecurring expenses, such as contingencies associated with litigation or settlements and (x) corporate restructuring costs related to headcount reductions, severance, and expense consolidation.

We believe that it is useful to exclude these expenses because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations.

Non-GAAP financial measures have limi

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A (excerpt)

Latest 10-K Item 7 source: https://www.sec.gov/Archives/edgar/data/1015383/000119312526276653/poww-20260331.htm
Complete FY 2026 MD&A: /company/POWW/mda/fy2026/

Extracted from a substantive MD&A body after the formal Item 7 span was a TOC or reference stub.
Confidence: high
Filing date: 2026-06-22
Report date: 2026-03-31

Overview

Outdoor Holding Company is the owner of the GunBroker Marketplace ("GunBroker" or the "Marketplace"), a leading online marketplace serving the firearms and shooting sports industries. Through our Marketplace, we allow third party sellers to list items consisting of firearms, hunting gear, fishing equipment, outdoor gear, collectibles, and much more, while facilitating compliance with federal and state laws that govern the sale of firearms and other restricted items. This allows our base of over 8.8 million users to follow ownership policies and regulations through our network of approximately 32,000 federally licensed firearms dealers ("FFLs") who serve as transfer agents. The nature and operation of the Marketplace as an online auction and sales platform also affords us a unique view into the total domestic market for the purpose of understanding sales trends at a granular level across all elements of the outdoor sports and shooting space. We generate revenue from marketplace fees, which include marketplace revenue, marketplace service fee revenue, advertising campaign revenue and shipping revenue. Our key strategic initiatives for fiscal year 2027 include: launching universal payment processing to facilitate electronic transactions, decrease transaction friction, increase gross merchandise value ("GMV"), improve the user experience with the use of AI, and accelerate user adoption; deploy capital opportunistically by repurchasing shares; further streamlining the business to increase operational efficiency and reduce operational costs; and implementing further user enhancements to the platform with new tools, analytics, and personalization features to deliver best-in-class buyer and seller experiences. As part of our key strategic initiatives, the Company invested in a platform integration with Master FFL beginning in November 2025. Master FFL integration allows us to provide platform users access to a larger network of FFL dealers, centralizing FFL dealer verification and compliance, and allowing streamlined firearm transfers through automatic verification of federally-licensed firearm dealers.

Recent Developments

Sale of Ammunition Manufacturing Business

We began our operations in 2017 as a producer of high-performance ammunition and premium components. Following the acquisition of the GunBroker.com business in 2021, we conducted operations through two operating and reportable segments, Ammunition and Marketplace. The Ammunition segment engaged in the design, production and marketing of ammunition, ammunition component and related products. The Marketplace segment consists of the GunBroker e-commerce marketplace, which, in its role as an e-commerce marketplace site, supports the lawful sale of firearms, ammunition, and hunting/shooting accessories.

In fiscal year 2025, we initiated a formal review of various strategic alternatives. This review resulted in the decision to sell the Ammunition segment. On January 20, 2025, we entered into an Asset Purchase Agreement, as amended (the “Asset Purchase Agreement”) with Olin Winchester, LLC (the “Buyer”), pursuant to which the Buyer agreed to (i) acquire all assets of our business of designing, manufacturing, marketing, distributing and selling ammunition and ammunition components (collectively, the “Ammunition Manufacturing Business”) along with certain assets related to the Ammunition Manufacturing Business, including the Ammunition Manufacturing Business’ dedicated manufacturing facility in Manitowoc, WI, and (ii) assume certain liabilities related to the Ammunition Manufacturing Business, for a gross purchase price of $75.0 million, subject to adjustments for estimated net working capital and real property costs and pro-rations (the “Transaction”). The Transaction closed on April 18, 2025. The net proceeds after all adjustments totaled approximately $42.9 million. On April 21, 2025, we changed our

29

name from “AMMO, Inc.” to “Outdoor Holding Company”. As of January 20, 2025, the Ammunition segment met the held for sale and discontinued operations accounting criteria. For information on discontinued operations, refer to Note 2 to our consolidated financial statements under the caption “Assets Held for Sale and Discontinued Operations” and Note 4, “Discontinued Operations”.

Settlement of Delaware Litigation

As described in Note 8, “Related Party Transactions” and Note 14, “Contingencies,” in April 2023, Steven F. Urvan filed a lawsuit against the Company and certain of its directors, former directors, employees, former employees, and consultants, related to the Company’s acquisition of GunBroker.com and certain affiliated companies. At the time the lawsuit was filed, Mr. Urvan was a member of the Board of Directors and our largest stockholder. Mr. Urvan now serves as Chairman of the Board of Directors and Chief Executive Officer of the Company. In May 2023, the Board of Directors established a special committee to address the litigation initiated by Mr. Urvan, as well as a separate lawsuit subsequently filed by the Company against Mr. Urvan (the lawsuit filed by Mr. Urvan together with the lawsuit filed by the Company, the “Delaware Litigation”).

On May 21, 2025, the Company entered into a Settlement Agreement (the “Settlement Agreement”), by and among the Company, Speedlight Group I, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Speedlight”), Mr. Urvan, and the following persons, each of whom serves or previously served on the Board of Directors: Richard R. Childress, Jared Smith, Fred W. Wagenhals and Russell Williams Wallace, Jr. (collectively, the “Legacy Directors”). The Settlement Agreement became effective as of 5:00 p.m. Eastern Time on May 30, 2025, pursuant to its terms (the “Settlement Effective Date”). As a result and pursuant to the Settlement Agreement, effective as of the Settlement Effective Date, (i) Jared Smith resigned as a member of the Board of Directors and from his position as the Chief Executive Officer of the Company and as an officer or member of each of the Company’s direct and indirect subsidiaries and (ii) Mr. Urvan was appointed as the Chief Executive Officer of the Company and as the Chairman of the Board of Directors. In addition, in accordance with the Settlement Agreement, on June 3, 2025, the Company, Speedlight, Mr. Urvan and the Legacy Directors filed a Stipulation of Voluntary Dismissal With Prejudice dismissing, with prejudice, all claims asserted in the Delaware Litigation.

As partial consideration for the settlement, on the Settlement Effective Date, the Company issued to an affiliated designee of Mr. Urvan, a warrant to purchase 7.0 million shares of common stock (the “Warrant”). The Warrant has a five-year term and an exercise price of $1.81 per share. Pursuant to the terms of the Warrant, the Warrant is exercisable at the holder’s discretion, in whole or in part, on or after the six-month anniversary of the Settlement Effective Date, subject to certain accelerated vesting in certain circumstances.

In addition to the Warrant, the Company issued to an affiliated designee of Mr. Urvan, (i) an unsecured promissory note in a principal amount of $12.0 million (“Note 1”) and (ii) an unsecured promissory note in a principal amount of $39.0 million (“Note 2” and together with Note 1, the “Notes”). Note 1 bears interest at 6.50% per annum (subject to a 2.00% increase during an event of default), which interest is payable to the holder annually on the anniversary of the Settlement Effective Date, beginning on the first anniversary of the Settlement Effective Date (each interest payment due date, an “Interest Payment Date”). Note 2 bore interest at a rate per annum equal to the applicable federal rate for long-term loans in effect on the Settlement Effective Date (subject to a 2.00% increase during an event of default), which was payable to the holder annually on the Interest Payment Date.

The unpaid principal balance of Note 1 and all accrued and unpaid interest thereon is due on the 12th anniversary of the Settlement Effective Date. Pursuant to the terms of Note 1, the Company is required to make annual prepayments of $1.0 million (inclusive of accrued and unpaid interest then due and payable) to the holder on each Interest Payment Date. The Company has the right to prepay all or any part of the principal or interest of Note 1 without penalty.

With respect to Note 2, the Company also had the option, at any time prior to the first anniversary of the Settlement Effective Date, to prepay all, but not less than all, of the then-outstanding principal amount of Note 2 and accrued and unpaid interest thereon in exchange for the issuance of a warrant (the “Additional Warrant”) to purchase 13.0 million shares of common stock (the “Prepayment Option”). On September 17, 2025, the independent and disinterested members of the Board of Directors approved the exercise of the Prepayment Option, and we issued the Additional Warrant to Mr. Urvan’s affiliated designee. Upon issuance of the Additional Warrant, all remaining obligations under Note 2 were deemed satisfied with the same force and effect as a prepayment of all principal and accrued and unpaid interest under Note 2. The Additional Warrant has a five-year term and an exercise price of $1.00 per share. Pursuant to the terms of the Additional Warrant, the Additional Warrant is exercisable at the holder’s

30

discretion, in whole or in part, on or after September 17, 2026, subject to accelerated vesting in certain circumstances. Except with respect to the exercise price and the vesting date, the terms of the Additional Warrant and the Warrant are substantially similar.

Settlement of SEC Investigation

As previously disclosed, the Company was subject to an investigation by the U.S. Securities and Exchange Commission (the “SEC”) relating to certain accounting, disclosure, and internal control issues primarily arising during periods prior to the tenure of the Company’s current management team. The Company made an Offer of Settlement to the SEC, and on December 15, 2025, the SEC instituted settled cease-and-desist proceedings that fully resolved the investigation. The Company consented to the entry of the cease-and-desist order (the “SEC Order”) without admitting or denying the SEC’s findings, except as to jurisdiction.

Under the terms of the settlement, the SEC did not impose any civil penalty or monetary sanction. The Company agreed to cease and desist from committing or causing any future violations of certain provisions of the federal securities laws and related rules. The SEC’s findings relate primarily to historical disclosure failures, accounting misstatements, non-GAAP financial metric disclosures, and deficiencies in internal accounting controls during the period from August 2020 through July 2023. As part of the SEC settlement, the Company agreed to undertakings requiring it to engage a third-party compliance consultant to review and make recommendations concerning the remediation of material weaknesses in internal control over financial reporting. The Company is required to cooperate fully with the consultant, adopt and implement the consultant’s recommendations within two years of the SEC Order, and provide written certifications of compliance to the SEC staff.

The Company began significant remediation efforts prior to the settlement and has continued those efforts following the resolution of the SEC matter. These actions have included, among other measures, conducting an independent internal investigation, restating affected historical financial statements, replacing prior senior leadership, expanding and enhancing the accounting and external reporting function, retaining external accounting and internal control advisors, strengthening policies and procedures related to expense classification, capitalization, and stock-based compensation, enhancing period-end close and reco

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]

Read the full FY 2026 MD&A: /company/POWW/mda/fy2026/
All MD&A years: /company/POWW/mda/


## MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. Each year's full verbatim text is on its own sub-page.

- [FY 2025 MD&A](/company/POWW/mda/fy2025/): filed 2025-06-16; accession 0000950170-25-086893 (https://www.sec.gov/Archives/edgar/data/1015383/000095017025086893/poww-20250331.htm)
- [FY 2024 MD&A](/company/POWW/mda/fy2024/): filed 2024-06-13; accession 0001493152-24-023731 (https://www.sec.gov/Archives/edgar/data/1015383/000149315224023731/form10-k.htm)
- [FY 2023 MD&A](/company/POWW/mda/fy2023/): filed 2023-06-14; accession 0001493152-23-021280 (https://www.sec.gov/Archives/edgar/data/1015383/000149315223021280/form10-k.htm)
- [FY 2022 MD&A](/company/POWW/mda/fy2022/): filed 2022-06-29; accession 0001493152-22-018107 (https://www.sec.gov/Archives/edgar/data/1015383/000149315222018107/form10-k.htm)




## Macro cross-references

Indicators mapped to this company's SIC classification (industry 7389 Services-Business Services, NEC) by grepcent's deterministic macro-sector crosswalk. A navigational mapping, not a statistical or causal claim.

- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity

Macro-to-micro threads including this sector: [US labor market](/thread/us-labor-market/), [Growth & output](/thread/growth-output/), [Government finances](/thread/government-finances/), [Sector employment](/thread/sector-employment/).

All macro indicators: /indicators/


## For LLMs & downloads

Markdown twin: /company/POWW.md · JSON record: /company/POWW.json · verified financials: /company/POWW/financials.json / /company/POWW/financials.csv · machine TOC for the whole site: /llms.txt
