Welcome to our dedicated page for EASTERN CO SEC filings (Ticker: EML), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Eastern Company filings document the regulatory record of a Connecticut industrial manufacturer with common stock listed on the Nasdaq Global Market under EML. The disclosures cover operating results and financial condition for its engineered solutions business, including commercial transportation, logistics, and other industrial markets.
Its SEC reports also record governance and capital-structure matters, including annual proxy materials, shareholder voting results, board committee assignments, director elections, executive compensation votes, bylaw amendments, material agreements, and a senior secured revolving credit facility. The filings provide formal exhibits and risk-related context for financing, corporate governance, and public-company reporting obligations.
Eastern Co director Frederick D. DiSanto reported an open-market purchase of 1,000 common shares at $18.39 each. After this transaction, his directly held stake rose to 99,689 common shares. The filing also reports indirect holdings of 43,797 and 11,970 common shares held by Ancora Catalyst and Ancora Merlin entities referenced in the footnotes, where DiSanto may be deemed a beneficial owner for Section 16 purposes but expressly disclaims beneficial ownership except for his pecuniary interest.
The Eastern Company reported weaker results for fiscal 2025, with net sales falling to $249.0 million from $272.8 million in 2024 as demand for truck mirror assemblies and returnable transport packaging softened.
Net income from continuing operations declined to $6.0 million, or $0.98 per diluted share, versus $13.2 million, or $2.13 per diluted share, reflecting lower volume and slimmer gross margins. Fourth-quarter sales were $57.5 million and earnings were $1.2 million, or $0.19 per diluted share. Backlog ended at $81.1 million, down from $89.2 million, mainly on fewer packaging orders.
The company operates a single Engineered Solutions segment serving transportation and industrial markets, continues to invest in new products, and repurchased 35,701 shares under a 400,000-share buyback authorization. It closed and reclassified parts of its Big 3 Mold business, and manages leverage under a credit agreement with $33.9 million of debt outstanding.
The Eastern Company filed an amendment to a prior current report to add the full text of its Second Amended and Restated Bylaws as an exhibit. On February 25, 2026, directors Charles W. Henry and Michael J. Mardy told the Board they will not stand for re‑election at the 2026 annual meeting and will retire when their terms expire, after which the Board will be reduced from eight to six members.
The Board approved amended bylaws effective that same date. The changes let shareholders amend the bylaws with a simple majority instead of a 75% supermajority, lower the ownership needed to call a special meeting from 35% to 25% with added procedural safeguards, and update advance notice, disclosure and nomination rules to align with SEC universal proxy requirements. The bylaws also clarify that the Chairman of the Board is not an officer role and make various technical and conforming updates.
The Eastern Company reported weaker 2025 results as key end-markets softened but remained profitable and strengthened liquidity. Full-year net sales fell to $249.0 million from $272.8 million, with net income from continuing operations down to $6.0 million, or $0.98 per diluted share, from $2.13.
Fourth-quarter 2025 net sales were $57.5 million, down 13.7%, with net income of $1.2 million and EPS of $0.19. Full-year adjusted net income from continuing operations was $8.4 million and adjusted EPS $1.37, while adjusted EBITDA from continuing operations declined to $19.4 million from $26.3 million. Backlog decreased to $81.1 million. The company reduced debt by $8.7 million, paid $2.7 million in dividends, repurchased $3.7 million of stock (about 2.5% of shares), and secured a new $100 million credit facility.
The Eastern Company reported planned Board changes and updates to its corporate bylaws. Directors Charles W. Henry and Michael J. Mardy informed the Board they will not stand for re-election at the 2026 Annual Meeting and will retire at that time. The Board will reduce its size from eight to six directors at the same time.
The Board also approved Second Amended and Restated Bylaws effective February 25, 2026. Key changes include lowering the shareholder vote needed to amend bylaws to a simple majority, reducing the ownership threshold to call a special meeting to 25%, updating advance notice and disclosure requirements for nominations and proposals, and aligning procedures with SEC universal proxy rules.
Minerva Advisors LLC and related entities report a sizable passive stake in The Eastern Company. They disclose beneficial ownership of 529,084 shares of common stock, equal to 8.7% of the company’s outstanding shares. Individual reporting person David P. Cohen reports beneficial ownership of 531,334 shares, or 8.8% of the class.
The filing notes that 6,068,650 shares of The Eastern Company’s common stock were outstanding as of 9/27/2025, based on the company’s Form 10-Q. The reporting persons certify the shares were not acquired and are not held for the purpose of changing or influencing control of the issuer, indicating a passive investment intent under Schedule 13G.
Minerva Advisors LLC and related entities filed an amended Schedule 13G/A reporting a significant passive ownership stake in The Eastern Company’s common stock. Minerva Advisors LLC reports beneficial ownership of 529,084 shares, representing 8.7% of the company’s common stock, based on 6,068,650 shares outstanding as of 9/27/2025. Minerva Group, LP, Minerva GP, LP, and Minerva GP, Inc. each report beneficial ownership of 337,419 shares, or 5.6% of the class, reflecting their interest in shares held by Minerva Group, LP.
Individually, David P. Cohen reports beneficial ownership of 531,334 shares, or 8.8% of the class, including 2,250 shares owned directly, 191,665 shares beneficially owned by Minerva Advisors LLC, and 337,419 shares held by Minerva Group, LP. The filing states that these securities were not acquired and are not held for the purpose of changing or influencing control of The Eastern Company, and are instead being reported on a passive basis.
The Eastern Company director reports new share grant. A director of Eastern Company acquired 1,140 common shares on 12/16/2025 under The Eastern Company Director's Fee Program, at a price of $19.55 per share used to calculate the grant. This was reported as an acquisition transaction and is treated as equity compensation rather than an open-market purchase.
Following this grant, the director now beneficially owns 24,022 Eastern Company common shares in direct ownership. The transaction was reported on a Form 4 filed for a single reporting person in the role of director.
Eastern Company director acquires additional shares through fee program. A director of Eastern Company reported acquiring 1,177 common shares of EASTERN CO (EML) on December 16, 2025 at a price of $19.55 per share under The Eastern Company Director's Fee Program pursuant to Rule 16b-3(d). After this transaction, the director beneficially owned 16,966 common shares, held directly.
Eastern Company director reports stock received as fees. A reporting person who is both a director and 10% owner of Eastern Company (EML) acquired 1,839 common shares on December 16, 2025. The shares were issued under The Eastern Company Director's Fee Program, with the number of shares based on the share price on December 15, 2025 at $19.55 per share.
After this transaction, the reporting person directly holds 42,794 common shares and indirectly has beneficial ownership of 634,933 common shares through Barington Companies Equity Partners L.P. The reporting person states that beneficial ownership of the indirectly held shares is disclaimed except to the extent of any pecuniary interest.