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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 14, 2026 (October 14, 2026)
EDUCATIONAL DEVELOPMENT CORPORATION
(Exact
name of registrant as specified in its charter)
| Delaware |
|
000-04957 |
|
73-0750007 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(I.R.S
Employer
Identification No.) |
5402 S 122nd E Avenue, Tulsa, Oklahoma 74146
(Address
of principal executive offices and Zip Code)
(918) 622-4522
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Common Stock, $.20 par value |
|
EDUC |
|
NASDAQ |
| (Title
of class) |
|
(Trading
symbol) |
|
(Name of
each exchange on which registered) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
The information disclosed in these Items 2.02,
7.01 and 9.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that section, nor
shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as
expressly set forth by specific reference in such filing.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 14, 2026, Educational Development Corporation
announced, via press release, fiscal 2027 second quarter financial results. A copy of the press release is furnished herewith as Exhibit
99.1 and is incorporated herein by reference.
ITEM 7.01 REGULATION FD DISCLOSURE
On October 14, 2026, Educational Development Corporation
announced, via press release, fiscal 2027 second quarter financial results. Educational Development Corporation’s fiscal 2027 earnings
call will be held on Wednesday, October 14, 2026, at 3:30 PM CT (4:30 PM ET). A copy of the press release is furnished herewith as Exhibit
99.1 and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) EXHIBITS
Exhibit
Number |
|
Description |
| 99.1 |
|
Press release dated as of October 14, 2026 |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
Pursuant to the requirements of the Exchange Act,
the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Educational Development Corporation |
|
| |
|
|
| By: |
/s/ Craig M. White |
|
| |
Craig M. White |
|
| |
President, Chief Executive Officer, and
Chairman of the Board |
|
| |
|
|
| Date: |
October 14, 2026 |
|
Exhibit 99.1
EDUCATIONAL DEVELOPMENT CORPORATION
ANNOUNCES FISCAL 2027 SECOND QUARTER AND YEAR
TO DATE RESULTS
TULSA, OK, October 14, 2026—Educational
Development Corporation (“EDC”, or the “Company”) (NASDAQ: EDUC), a publishing company specializing in books and
educational products for children, today reports financial results for the fiscal second quarter ended August 31, 2026.
Second Quarter Summary Compared to the Prior Year Second Quarter
| |
● |
Net revenues were $4.1 million compared to $4.6 million. |
| |
|
|
| |
● |
Average active PaperPie Brand Partners totaled 5,100 compared to 5,800. |
| |
|
|
| |
● |
Loss before income taxes were $(1.6) million, compared to $(1.8) million. |
| |
|
|
| |
● |
Net loss totaled $(1.6) million, compared to $(1.3) million. |
| |
|
|
| |
● |
Loss per share totaled $(0.19) compared to $(0.15) on a fully diluted basis. |
Year-to-Date Summary Compared to the Prior
Year
| |
● |
Net revenues of $8.8 million, compared to $11.7 million. |
| |
|
|
| |
● |
Average active PaperPie Brand Partners totaled 5,200, compared to 6,800. |
| |
|
|
| |
● |
Loss before income taxes were $(2.9) million, compared to $(3.2) million. |
| |
|
|
| |
● |
Net loss totaled $(3.0) million, compared to $(2.4) million. |
| |
|
|
| |
● |
Loss per share totaled $(0.35), compared to $(0.28) on a fully diluted basis. |
Per Craig White, Chief Executive Officer, “During
the first two quarters we ran several product and recruiting promotions to increase our Brand Partner headcount to increase sales. I am
happy to say that we were successful in both areas, which helped turn excess inventory into cash. Although our cash position decreased
slightly from $1.3 million at the end of February to $1.2 million at the end of August, I am proud that we were able to generate positive
cash flow even during our slowest quarter of the year. I am also pleased to see our Brand Partner numbers starting to trend up. Through
the first half of fiscal 2027 our Active Brand Partners increased by over 19%, from 4,300 to 5,100. This remains our primary focus as
we work diligently to further strengthen and build our Brand Partner levels, which will have a direct impact on sales growth.”
“Our loss before taxes this quarter and
year to date, were better than last year on reduced revenue levels. These results were possible due to our continued focus on reducing
expenses. At the beginning of the year, we implemented a cost reduction plan, which is expected to reduce our overall general and administrative
expenses during the fiscal year by over $1.2 million. In addition, during the first quarter of this fiscal year, we made a $100,000 one-time
write-down on our ‘assets held for sale,’ which includes our legacy pick & pack distribution system that we are marketing
for sale. Even with this adjustment at the beginning of the year, our losses before taxes are less than the previous year.”
“Just like the previous quarter, our earnings per share
were lower this quarter as we were not able to realize the deferred tax asset associated with our pre-tax losses. We are optimistic that
as our Brand Partner levels increase along with increasing sales, we will return to profitability. Once we have affirmation of this direction,
these deferred tax assets will become realizable resulting in a tax gain of approximately $0.28 per share as of August 31, 2026,”
concluded Mr. White.
EDUCATIONAL DEVELOPMENT CORPORATION
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
| |
|
Three Months Ended
August 31, |
|
|
Six Months Ended
August 31, |
|
| |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
| NET REVENUES |
|
$ |
4,070,300 |
|
|
$ |
4,621,100 |
|
|
$ |
8,826,100 |
|
|
$ |
11,727,500 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LOSS BEFORE INCOME TAXES |
|
|
(1,561,600 |
) |
|
|
(1,750,200 |
) |
|
|
(2,940,700 |
) |
|
|
(3,199,500 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| INCOME TAX EXPENSE (BENEFIT) |
|
|
16,500 |
|
|
|
(455,500 |
) |
|
|
33,000 |
|
|
|
(829,600 |
) |
| NET LOSS |
|
$ |
(1,578,100 |
) |
|
$ |
(1,294,700 |
) |
|
$ |
(2,973,700 |
) |
|
$ |
(2,369,900 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LOSS PER SHARE |
|
$ |
(0.19 |
) |
|
$ |
(0.15 |
) |
|
$ |
(0.35 |
) |
|
$ |
(0.28 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| WEIGHTED AVERAGE NUMBER OF COMMON AND EQUIVALENT SHARES OUTSTANDING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
8,520,529 |
|
|
|
8,583,201 |
|
|
|
8,515,947 |
|
|
|
8,583,201 |
|
| Diluted |
|
|
8,520,529 |
|
|
|
8,583,201 |
|
|
|
8,515,947 |
|
|
|
8,583,201 |
|
Fiscal 2027 Second Quarter Earnings Call
Date: Wednesday, October 14, 2026
Time: 3:30 PM CT (4:30 PM ET)
Dial-in number: (800) 717-1738
Conference ID: 19822
The conference call will be broadcast live and
audio replays will be available following the event at www.edcpub.com/investors.
About Educational Development Corporation (EDC)
EDC began as a publishing company specializing
in books for children. EDC is the owner and exclusive publisher of Kane Miller Books (“Kane Miller”); Learning Wrap-Ups, maker
of educational manipulatives; and SmartLab Toys, maker of STEAM-based toys and games. EDC is also the exclusive United States MLM distributor
of Usborne Publishing Limited (“Usborne”) children’s books. EDC-owned products are sold via 4,000 retail outlets and
EDC and Usborne products are offered by independent brand partners who hold book showings through social media, book fairs with schools
and public libraries, in individual homes, as well as other in-person events and internet sales.
Contact:
Educational Development Corporation
Craig White, (918) 622-4522
Cautionary Statement for the Purpose of
the “Safe Harbor” Provision of the Private Securities Litigation Reform Act of 1995.
The information discussed in this Press Release
includes “forward-looking statements.” These forward-looking statements are identified by their use of terms and phrases such
as “may,” “expect,” “estimate,” “project,” “plan,” “believe,”
“intend,” “achievable,” “anticipate,” “continue,” “potential,” “should,”
“could,” and similar terms and phrases. Although we believe that the expectations reflected in these forward-looking statements
are reasonable, they do involve certain assumptions, risks and uncertainties and we can give no assurance that such expectations or assumptions
will be achieved. Known and unknown risks, uncertainties and other factors may cause our actual results, performance, or achievements
to be materially different from any future results, performance or achievements expressed or implied by forward-looking statements. Factors
that could cause or contribute to such differences include, but are not limited to, our success in recruiting and retaining new brand
partners, our ability to locate and procure desired books, our ability to ship the volume of orders that are received without creating
backlogs, our ability to obtain adequate financing for working capital and capital expenditures, economic and competitive conditions,
regulatory changes and other uncertainties, cybersecurity threats and incidents, the COVID-19 pandemic, as well as those factors discussed
in our Annual Report on Form 10-K for the year ended February 28, 2026, all of which are difficult to predict. In light of these risks,
uncertainties and assumptions, the forward-looking events discussed may not occur. All forward-looking statements attributable to us or
persons acting on our behalf are expressly qualified in their entirety by the cautionary statements in this paragraph and elsewhere in
our Annual Report on Form 10-K for the year ended February 28, 2026 and speak only as of the date of this Press Release. Other than as
required under the securities laws, we do not assume a duty to update these forward-looking statements, whether as a result of new information,
subsequent events or circumstances, changes in expectations or otherwise.
