Frequency Electronics (NASDAQ: FEIM) okays $20M share repurchase program

Rhea-AI Filing Summary

Frequency Electronics, Inc. disclosed that its Board of Directors has approved a new share repurchase authorization of $20 million for its common stock. The company may buy back shares from time to time at its discretion through open market purchases, privately negotiated deals, or other methods, depending on business and market conditions and other investment opportunities.

This new authorization has no expiration date and replaces the prior repurchase authorization, under which about $550,000 remained. The company also issued a press release announcing financial results for the quarter ended July 31, 2025, which is included as an exhibit to this report.

Insights

Equity Capital Allocation Analyst

$20M buyback authorization signals flexible capital return capacity.

Frequency Electronics, Inc. has authorized a new $20 million share repurchase program, replacing a prior authorization that had about $550,000 remaining. This substantially increases the potential scale of buybacks and indicates the Board is comfortable allocating capital toward repurchasing common stock when conditions appear favorable.

The program is highly flexible: purchases are discretionary, can occur through open market or privately negotiated transactions, and the authorization has no expiration date. Actual impact on share count and per-share metrics will depend on future decisions about if and when to repurchase shares, as well as prevailing market and business conditions.

The same report notes that the company issued a press release with results for the quarter ended July 31, 2025. Investors comparing future disclosures can see how management balances this repurchase capacity with other investment opportunities and cash needs.

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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): September 9, 2025

Frequency Electronics, Inc.

(Exact name of registrant as specified in its charter)

Delaware		1-8061		11-1986657
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

55 Charles Lindbergh Blvd.,

Mitchel Field, New York 11553

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (516) 794-4500

(Former name or former address, if changed since last report): Not Applicable

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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock (par value $1.00 per share)		FEIM		NASDAQ Global Market

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. ☐

Item 2.02. Results of Operations and Financial Condition.

On September 11, 2025, Frequency Electronics, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the quarter ended July 31, 2025. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

Item 8.01. Other Events.

On September 9, 2025, the Company’s Board of Directors (the “Board”) approved a new share repurchase authorization in the amount of $20 million. Under this new share repurchase authorization, the Company’s shares of common stock may be purchased on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. This repurchase program may be commenced, suspended or discontinued at any time without notice. This new share repurchase authorization replaces the Company’s existing share repurchase authorization under which approximately $550,000 remained. This new share repurchase authorization does not have an expiration date.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

	99.1	Press release issued on September 11, 2025, by the Company announcing its financial results for the quarter ended July 31, 2025
	104	Cover Page Interactive Data File (formatted in Inline XBRL)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 11, 2025	FREQUENCY ELECTRONICS, INC.
	By:	/s/ Steven L. Bernstein
	Name:	Steven L. Bernstein
	Title:	Chief Financial Officer, Secretary and Treasurer

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FAQ

What did Frequency Electronics (FEIM) announce regarding share repurchases?

The Board of Frequency Electronics, Inc. approved a new $20 million share repurchase authorization for its common stock, allowing discretionary buybacks over time.

How does the new Frequency Electronics (FEIM) buyback authorization compare to the prior one?

The new $20 million authorization replaces a prior repurchase authorization under which approximately $550,000 remained.

Does the new Frequency Electronics (FEIM) share repurchase program have an expiration date?

No. The new $20 million share repurchase authorization does not have an expiration date and may be commenced, suspended, or discontinued at any time without notice.

How can Frequency Electronics (FEIM) execute share repurchases under the new authorization?

The company may repurchase shares through open market purchases, privately negotiated transactions, or other means, subject to business and market conditions and other investment opportunities.

What financial period does Frequency Electronics (FEIM) discuss in its recent results?

Frequency Electronics issued a press release announcing its financial results for the quarter ended July 31, 2025, which is included as an exhibit.

On what date did the Frequency Electronics (FEIM) Board approve the new buyback program?

The Board of Frequency Electronics, Inc. approved the new $20 million share repurchase authorization on September 9, 2025.