PowerFleet, Inc. SEC Filings

Disciplined Growth Investors, Inc. filed an amended Schedule 13G reporting beneficial ownership of 8,049,058 shares of Powerfleet, Inc. common stock, representing 6.0% of the class. The filing states these shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The reporting person is organized in Minnesota and lists its principal business address in Minneapolis. The document includes a certification signed by Peter G. Rieke, Chief Operating & Compliance Officer, dated 08/14/2025.

Form 4: PowerFleet, Inc. reporting person Steven Mark Towe (Chief Executive Officer and Director) purchased 23,157 shares of the company's common stock on 08/14/2025. The reported per-share price is $4.42, converted from GBP 3.27 using a rate of GBP1 = USD1.35. Following the transaction, Mr. Towe beneficially owns 2,457,923 shares. The report is signed by the reporting person and indicates the Form 4 was filed by one reporting person.

Powerfleet, Inc. reported consolidated results for the quarter ended June 30, 2025 showing revenue of $104.1 million, up from $75.4 million a year earlier, driven by a rise in services revenue to $86.5 million from $56.7 million. Gross profit increased to $56.5 million and loss from operations narrowed to $2.0 million from $18.2 million, reflecting higher service sales partially offset by rising cost of services and R&D.

Net loss attributable to common stockholders improved to $10.2 million, or $(0.08) per share, versus a $22.3 million loss, $(0.21) per share, in the prior year quarter. Cash and cash equivalents declined to $31.2 million while total assets rose to $930.8 million, including goodwill of $394.7 million and net intangible assets of $263.7 million related to recent acquisitions. Total debt (including current maturities) and long-term borrowings remain substantial at approximately $270.4 million carrying value, with interest expense increasing materially in the period. The company completed the Fleet Complete acquisition with an aggregate purchase price of $189.95 million and a provisional allocation that includes $82.2 million of goodwill and $99.0 million of identifiable intangible assets.

PowerFleet, Inc. reported that it furnished a press release and slide presentation with its financial results for the fiscal quarter ended June 30, 2025 and scheduled a conference call to discuss those results. The filing itself does not include detailed financial statements; instead, the press release is furnished as Exhibit 99.1 and the investor slide deck as Exhibit 99.2. The company reiterates that its materials contain forward-looking statements and lists specific risk factors that could affect future performance, including challenges integrating the business combination with MiX Telematics and the acquisition of Fleet Complete, global economic and geopolitical risks, supply chain and component constraints, technological change, cybersecurity and intellectual property protection, competitive pressures, and changes in laws or accounting standards. The company states these forward-looking statements speak only as of this report and are subject to the risks detailed in its SEC filings.

Powerfleet, Inc. (PWFL) has released its 2025 Definitive Proxy Statement. The virtual annual meeting will be held 16-Sep-2025, 10:00 a.m. ET, with a record date of 25-Jul-2025. Stockholders will vote on: (1) election of five directors (Steve Towe, Michael Brodsky, Ian Jacobs, Andrew Martin, Michael McConnell); (2) ratification of Deloitte & Touche as auditor for FY26; (3) an advisory “say-on-pay” approval of executive compensation; and (4) other routine business.

The Board has five members, four of whom are deemed independent under Nasdaq rules. Chairman and CEO roles remain separated. All committees (Audit, Compensation, Nominating) are fully independent; the Audit Committee identifies Michael McConnell as the financial expert.

FY25 operating highlights (pro forma, year ended 31-Mar-2025): revenue $362.5 m (+26%), with SaaS representing ~75%; adjusted EBITDA $71 m (+65%) and ~20% margin; $41.9 m adjusted liquidity and ~$16 m annualized cost synergies following the MiX Telematics and Fleet Complete integrations.

Compensation matters: Non-employee directors receive ~$175 k in annual value (50% cash/50% stock); additional retainers for committee chairs. Named Executive Officers (CEO Steve Towe, CFO David Wilson, CDO Melissa Ingram) are compensated via salary, a global bonus plan (50% EBITDA, 30% revenue, 20% cash flow) and a new LTIP—66.7% performance-based stock tied to EBITDA, organic revenue growth and margin, 33.3% time-based. Towe also received a one-time equity grant, 75% vesting on share-price hurdles up to $10.

No related-party transactions above $120 k were reported, other than a warrant issued to a PCM affiliate in lieu of director equity for Andrew Martin.

PowerFleet (Nasdaq:PWFL) filed its FY25 Annual Report (10-K) for the period 1 Apr 2024 – 31 Mar 2025. XBRL exhibits confirm completion of the MiX Telematics combination and the Fleet Complete acquisition, leading to recognition of multiple intangible asset classes (trade names, developed technology, customer relationships). The filing references new Senior Notes issued via a private placement and a new Facilities Agreement, signalling added liquidity but higher leverage. Equity schedules outline replacement awards and expanded grants under the 2018 Incentive Plan. Segment tags continue to differentiate Product and Service revenues, while detailed fair-value, lease and debt tables address valuation and covenant compliance. Investors should examine pro-forma results, purchase-price allocations and debt covenants in the full report.