Chicago Rivet SEC Filings

Chicago Rivet & Machine Co. reported results of its Annual Meeting of Shareholders and a major change in capital allocation. Seven director nominees were elected to terms ending at the 2027 annual meeting, with votes for individual directors generally around 376,000 to 417,000 and broker non-votes of 276,507 for each. Shareholders also ratified Cherry Bekaert LLP as independent registered public accounting firm for 2026 with 727,269 votes for, 5,655 against and 18,806 abstentions.

Separately, the Board of Directors approved a temporary suspension of the quarterly cash dividend. The company explains this as a deliberate step to redirect cash toward meeting current and future production requirements, launching newly awarded products, strengthening business development, and scaling operations for long-term growth. The Board states it will revisit dividend policy as business conditions and growth objectives evolve.

Chicago Rivet & Machine Co. reported Q1 2026 net sales of $6.85 million, down 5.4% from $7.25 million a year earlier, and a net loss of $362,015, or $0.37 per share, versus prior-year net income of $401,022, or $0.42 per share.

Cash from operations was negative $649,487, with cash and equivalents of $1.45 million and $1.0 million drawn on a revolving credit line. The company discloses substantial doubt about its ability to continue as a going concern and notes an ongoing material weakness in inventory controls.

Chicago Rivet & Machine Co. has called its 2026 Annual Meeting for May 12 in Lisle, Illinois, asking shareholders to elect seven directors and ratify Cherry Bekaert LLP as independent auditor for 2026. Holders of 966,132 common shares as of March 13, 2026 may vote.

The proxy details a largely independent board, committee structure, and an executive pay program focused on salary and annual cash bonuses. It also discloses that former auditor Crowe LLP issued a 2024 going concern paragraph and that a material weakness in inventory valuation controls, first identified in 2023, has not yet been remediated.

Chicago Rivet & Machine Co. reported a 2025 net loss of $1.1 million ($1.12 per share), a substantial improvement from the $5.6 million loss in 2024, as gross profit rose to $4.1 million and selling and administrative expenses declined.

Fastener segment sales were $24.1 million and Assembly Equipment sales were $3.8 million, with notable margin expansion in both businesses. However, recurring operating losses, negative operating cash flow and reduced liquidity led management and auditors to conclude there is substantial doubt about the company’s ability to continue as a going concern.

The company entered a $3.0 million credit agreement in March 2025 and had $500,000 outstanding on the revolving line at year-end, later receiving a waiver of a minimum profitability covenant and an extension to August 2026. Working capital was $9.9 million, cash and marketable securities totaled $1.7 million, and inventory stood at $6.2 million as of December 31, 2025.

Chicago Rivet & Machine Co. attracted a new significant shareholder as Galloway Capital Partners, Galloway Capital, LP and Bruce Galloway disclosed beneficial ownership of 62,300 shares of common stock, representing about 6.45% of the company as of December 26, 2025. The group accumulated 61,300 of these shares in open-market purchases from June 2024 through December 2025 at an aggregate purchase price of approximately $11.66 per share using their investment capital.

The investors state they acquired the stake for investment purposes but plan to review it on an ongoing basis and may buy more shares, hold, or sell in various types of transactions. They indicate they may consider proposals relating to performance, operations, management, governance (including potential Board changes), capital allocation and strategy, and they have sent a letter to management. The group believes the company’s share price is undervalued and trading at a significant discount and that management should take steps to increase shareholder value.

Chicago Rivet & Machine Co reported an insider share acquisition by one of its directors. Director John A. Morrissey acquired 2,537 shares of the company’s common stock on 12/12/2025, recorded as an acquisition in the Form 4 filing.

The shares were acquired at a price of $14.36 per share. Following this transaction, Morrissey beneficially owns 100,000 shares of Chicago Rivet & Machine Co common stock, held in direct form.

Chicago Rivet & Machine Co. director John A. Morrissey filed an initial insider ownership report as of 12/11/2025. The filing shows that he beneficially owns 97,463 shares of the company’s common stock, all held in direct ownership. The report lists no options, warrants, or other derivative securities.

Chicago Rivet & Machine Co investor John A. Morrissey reports beneficial ownership of 97,463 common shares, representing about 10.1% of the company’s outstanding stock. He holds sole voting and dispositive power over all of these shares, which were acquired using personal funds for investment purposes. The filing notes that he and the late Walter W. Morrissey previously may have been deemed a group, but he now disclaims any current group with that estate or any other person.

Morrissey states he has no present plans for corporate actions such as mergers, reorganizations, or control changes, but he may buy or sell shares in the future depending on price, market conditions, and the issuer’s prospects. Recent activity includes open-market purchases of 500 shares at $10.76 and 5,500 shares at $10.99 on December 10, 2025, and 17 shares at $12.75 and 1,000 shares at $13.86 on December 11, 2025.