Pro-Dex, Inc. filings document financial results, material agreements, governance, executive compensation, equity awards, and the registered status of its no-par-value common stock on the Nasdaq Capital Market. Recent Form 8-K reports include quarterly and annual operating-result announcements, compensation committee actions, restricted share awards under the 2016 Equity Incentive Plan, and material-event disclosure.
The filing record also covers Pro-Dex's completed acquisition of Advanced Precision Machining LLC, which became a wholly owned subsidiary engaged in machined components for medical device and aerospace customers. Proxy materials describe annual meeting matters, board governance, compensation programs, and shareholder voting items for the operating company.
Pro-Dex, Inc. (PDEX) director Katrina Marie Kramer Philp reported an equity grant from the company. On 11/20/2025 she received 1,000 shares of common stock as an award of restricted shares under Pro-Dex’s 2016 Equity Incentive Plan at a stated price of $0.00 per share. After this grant, she beneficially owns 2,000 common shares directly and 14,696 common shares indirectly through her spouse.
The restricted shares vest in equal installments over five years following the grant date, and vesting depends on her continued service to Pro-Dex during that period. The filing is made as a Form 4 for a single reporting person in her capacity as a director of the company.
Pro-Dex, Inc. (PDEX) director David C. Hovda reported receiving a grant of 1,000 shares of Pro-Dex common stock on 11/20/2025. The filing shows these shares were acquired at a stated price of $0, reflecting a restricted stock award rather than an open‑market purchase. Following this grant, Hovda beneficially owns 4,300 Pro-Dex shares in direct ownership.
The 1,000 restricted shares were granted under Pro-Dex’s 2016 Equity Incentive Plan. They vest in equal installments over five years after the grant date, as long as Hovda continues to provide service to Pro-Dex during the vesting period. This Form 4 simply records the equity compensation awarded to a board member and the resulting change in his share ownership.
Pro-Dex, Inc. (PDEX) director received a grant of 1,000 shares of common stock on 11/20/2025. The shares were granted at a price of $0.00 under the company’s 2016 Equity Incentive Plan as restricted stock.
These restricted shares vest in equal installments over the five years following the grant date, and vesting depends on the director’s continued service to Pro-Dex during this period. After this grant, the reporting person beneficially owns 2,000 shares directly and 5,100 shares indirectly through an IRA.
Pro-Dex, Inc. (PDEX) director equity activity shows a small tax-related share forfeiture and a new restricted stock grant. On 11/20/2025, the reporting director forfeited 72 shares of common stock at a price of $30.83 to cover payroll taxes tied to the vesting of 200 restricted shares that were granted on 11/20/2024 under Pro-Dex's 2016 Equity Incentive Plan. On the same date, the director received a grant of 1,000 restricted common shares for no cash payment, also under the 2016 Equity Incentive Plan. These restricted shares vest in equal installments over five years, contingent on continued service with Pro-Dex. After these transactions, the director beneficially owned 15,447 common shares, held directly.
Pro-Dex, Inc. (PDEX) filed a Form 4 showing equity-related transactions by its Chief Financial Officer, Alisha Charlton. On 11/20/2025, 72 shares of common stock were forfeited at a price of $30.83 per share to cover payroll taxes tied to the vesting of 200 restricted shares granted on 11/20/2024 under the company’s 2016 Equity Incentive Plan. On the same date, Charlton received a grant of 1,000 restricted shares at a price of $0, also under the 2016 Equity Incentive Plan. Following these transactions, she beneficially owned 17,267 shares of Pro-Dex common stock directly. The newly granted restricted shares vest in equal installments over five years, as long as she continues her service with Pro-Dex over the vesting period.
Pro-Dex, Inc. (PDEX) reported an insider equity award for director and 10% owner Raymond E. Cabillot. On 11/20/2025 he acquired 1,000 shares of common stock at a price of $0.00, described as a grant of restricted shares under the company’s 2016 Equity Incentive Plan.
Following this grant, he beneficially owns 2,000 common shares directly and 270,846 common shares indirectly through Farnam Street Partners, L.P. This filing is a standard Form 4 disclosure of insider ownership and compensation in stock.
Pro-Dex, Inc. reported compensation actions and shareholder voting results. The Compensation Committee granted restricted common shares under its 2016 Equity Incentive Plan to non-employee directors and select employees, including 1,000 restricted shares to CFO Alisha K. Charlton, vesting in equal installments over five years, generally contingent on continued employment.
The Committee also approved a discretionary cash bonus to CEO Richard L. Van Kirk of $30,830, equal to the value of 1,000 shares based on the Nasdaq Capital Market closing price on November 20, 2025, to be paid in the next bi-weekly pay period. At the 2025 Annual Meeting, all director nominees were elected, shareholders ratified the company’s independent registered public accounting firm, approved on an advisory basis the compensation of Named Executive Officers and chose an annual advisory vote on that pay, and approved an additional proposal.
Pro-Dex, Inc. furnished a Form 8-K announcing it is issuing a press release covering financial performance for its first fiscal quarter ended September 30, 2025. The Item 2.02 information is expressly furnished, not filed for purposes of Section 18 of the Exchange Act. The press release is included as Exhibit 99.1.
Pro-Dex, Inc. reported stronger quarterly results. Net sales were $18.53 million, up 24% year over year, as orthopedic product shipments recovered and CMF drivers grew. Gross margin was 29% versus 35% a year ago, reflecting higher product costs, under‑absorption, and lower repair margins.
Operating income was $3.11 million. Other income rose to $3.11 million, including $3.30 million of unrealized gains on investments. Net income was $4.68 million, with diluted EPS of $1.40. Cash was $0.51 million and investments measured at fair value totaled $10.19 million. Working capital was $37.12 million. Notes payable were $13.28 million, and $2.16 million was drawn on the revolving loan.
Backlog was approximately $46.8 million, with $43.6 million scheduled for delivery during the remainder of fiscal 2026. Customer concentration remained high: one customer represented 78% of revenue and 84% of gross receivables. After quarter‑end, Pro-Dex received $8.9 million in cash from the Monogram sale and expects to record a $6.8 million realized gain in the next quarter; it also received contingent value rights tied to future milestones.
Pro‑Dex, Inc. discloses ownership, governance, compensation and equity-plan details in its definitive proxy. There are 3,280,004 shares outstanding and a group of directors, named executives and related parties hold 1,505,896 shares (45.9%). AO Partners I, L.P. holds 922,204 shares and those shares are pledged as collateral for a bank loan.
Board biographies highlight long tenure and industry experience in finance and medical devices. Executive pay descriptions show base salaries (CEO base noted at $350,000 and another executive at $247,200), year-by-year total compensation figures, and a pay-for-performance approach where bonuses tie to revenues, profit, cash flow and stock price. Outstanding equity awards include 237,250 non-qualified stock options (79,750 vested) and restricted/performance shares; the shareholder‑approved plan caps issuance at 1,500,000 shares.