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Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2025

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                   to                  

Commission File Number 2-5916

Chase General Corporation

(Exact name of registrant as specified in its charter)

MISSOURI

36-2667734

(State or other jurisdiction of

 

(IRS Employer Identification No.)

incorporation or organization)

 

 

1307 South 59th, St. Joseph, Missouri 64507

(Address of principal executive offices, Zip Code)

(816) 279-1625

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Ticker symbol(s)

Name of each exchange on which registered

None

Not Applicable

Not Applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a nonaccelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

 

Nonaccelerated filer

Smaller reporting company

 

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. Yes No

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes No

As of February 12, 2026, there were 969,834 shares of common stock, $1.00 par value, outstanding.

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

FOR THE SIX MONTHS ENDED December 31, 2025

PART I

FINANCIAL INFORMATION

ITEM 1.

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS AS OF December 31, 2025 AND JUNE 30, 2025 (UNAUDITED)

1

CONDENSED CONSOLIDATED STATEMENTS OF iNCOME FOR THE THREE MONTHS ENDED December 31, 2025 AND 2024 (UNAUDITED)

3

CONDENSED CONSOLIDATED STATEMENTS OF INcOME FOR THE SIX MONTHS ENDED December 31, 2025 AND 2024 (UNAUDITED)

4

CONDENSED CONSOLIDATED STATEMENTS OF stockholders’ Equity FOR THE Three and SIX MONTHS ENDED December 31, 2025 AND 2024 (UNAUDITED)

5

CONDENSED CONSOLIDATED STATEMENTS OF Cash flows FOR THE SIX MONTHS ENDED December 31, 2025 AND 2024 (UNAUDITED)

6

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

7

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

14

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

20

ITEM 4.

CONTROLS AND PROCEDURES

20

PART II

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

21

ITEM 1A.

RISK FACTORS

21

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

21

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

21

ITEM 4.

MINE SAFETY DISCLOSURES

21

ITEM 5.

OTHER INFORMATION

21

ITEM 6.

EXHIBITS

21

SIGNATURES

22

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

  ​ ​ ​

December 31,

June 30,

2025

  ​ ​ ​

2025

ASSETS

  ​

  ​

  ​

  ​

CURRENT ASSETS

  ​

  ​

Cash and Cash Equivalents

$

162,772

$

47,440

Trade Receivables, Net of Allowance for Credit Losses of $1,896

301,264

212,015

Inventories:

 

  ​

  ​

Finished Goods

 

29,751

180,089

Goods in Process

 

16,185

13,445

Raw Materials

 

50,824

128,763

Packaging Materials

 

138,022

159,857

Prepaid Expenses

 

14,377

6,640

Total Current Assets

 

713,195

748,249

 

  ​

 

  ​

LONG-TERM ASSETS

Property & Equipment

 

  ​

 

  ​

Land

 

35,000

35,000

Buildings

 

77,348

77,348

Machinery and Equipment

 

1,015,028

1,032,381

Trucks and Autos

 

184,200

184,200

Office Equipment

 

32,325

33,025

Leasehold Improvements

 

69,843

72,068

Total

 

1,413,744

1,434,022

Less: Accumulated Depreciation and Amortization

 

(1,123,106)

(1,110,377)

Total Property and Equipment, Net

 

290,638

323,645

Right-of-Use Asset

374,839

411,473

Total Long-Term Assets

665,477

735,118

Total Assets

$

1,378,672

$

1,483,367

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(1)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

(UNAUDITED)

December 31,

June 30, 

  ​ ​ ​

2025

  ​ ​ ​

2025

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts Payable

$

74,718

$

91,169

Current Maturities of Notes Payable

 

44,510

124,388

Current Maturities of Lease Liability

68,860

74,615

Accrued Expenses

 

14,803

26,342

Refund Liability Owed to Customers

17,665

16,288

Total Current Liabilities

 

220,556

 

332,802

LONG-TERM LIABILITIES

Notes Payable, Less Current Maturities

 

93,993

115,893

Lease Liability, Less Current Maturities

297,479

336,858

Total Long-Term Liabilities

 

391,472

 

452,751

Total Liabilities

 

612,028

 

785,553

COMMITMENTS AND CONTINGENCIES (NOTE 8)

STOCKHOLDERS’ EQUITY

Capital Stock Issued and Outstanding:

Prior Cumulative Preferred Stock, $5 Par Value:

Series A (Liquidation Preference $2,535,000 and $2,520,000, Respectively)

 

500,000

 

500,000

Series B (Liquidation Preference $2,490,000 and $2,475,000, Respectively)

 

500,000

 

500,000

Cumulative Preferred Stock, $20 Par Value:

Series A (Liquidation Preference $5,633,794 and $5,604,527, Respectively)

 

1,170,660

 

1,170,660

Series B (Liquidation Preference $918,136 and $913,367, Respectively)

 

190,780

 

190,780

Common Stock, $1 Par Value

 

969,834

 

969,834

Paid-In Capital in Excess of Par

 

3,134,722

 

3,134,722

Accumulated Deficit

 

(5,699,352)

 

(5,768,182)

Total Stockholders’ Equity

 

766,644

 

697,814

Total Liabilities and Stockholders’ Equity

$

1,378,672

$

1,483,367

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(2)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

Three Months Ended

December 31,

2025

  ​ ​ ​

2024

SALES

$

1,089,134

1,455,512

 

 

COST OF SALES

 

718,830

 

980,269

Gross Profit on Sales

 

370,304

 

475,243

 

 

OPERATING EXPENSES

 

 

Selling

 

100,284

 

112,733

General and Administrative

 

154,665

 

179,584

Total Operating Expenses

 

254,949

 

292,317

 

 

Income from Operations

 

115,355

 

182,926

 

 

OTHER INCOME (EXPENSE)

 

 

Miscellaneous Income

 

1,761

 

448

Interest Expense

 

(5,397)

 

(3,764)

Total Other Expense, net

 

(3,636)

 

(3,316)

 

 

Income before Income Taxes

 

111,719

 

179,610

 

 

INCOME TAX PROVISION

 

(2,490)

 

(43,395)

 

 

NET INCOME

$

109,229

$

136,215

 

 

EARNINGS PER SHARE

 

 

Basic

$

0.08

$

0.11

Diluted

$

0.05

$

0.07

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(3)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

Six Months Ended

December 31,

2025

  ​ ​ ​

2024

SALES

$

1,880,271

2,444,533

 

  ​

COST OF SALES

 

1,248,425

1,684,347

Gross Profit on Sales

 

631,846

760,186

 

 

  ​

OPERATING EXPENSES

 

  ​

 

  ​

Selling

 

176,668

209,524

General and Administrative

 

372,960

383,713

Total Operating Expenses

 

549,628

593,237

 

  ​

 

  ​

Income from Operations

 

82,218

166,949

 

  ​

 

  ​

OTHER INCOME (EXPENSE)

 

  ​

 

  ​

Miscellaneous Income

 

1,798

816

Interest Expense

 

(12,696)

(11,378)

Total Other Expenses, net

 

(10,898)

(10,562)

 

  ​

 

  ​

Income before Income Taxes

 

71,320

156,387

 

  ​

 

  ​

INCOME TAX PROVISION

(2,490)

  ​

(37,785)

  ​

 

  ​

 

  ​

NET INCOME

$

68,830

$

118,602

 

  ​

 

  ​

INCOME PER SHARE

 

  ​

 

  ​

Basic and Diluted

$

0.00

$

0.06

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(4)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

Prior Cumulative

Cumulative

  ​

  ​

  ​

  ​

Preferred Stock

Preferred Stock

Common

Paid-In

Accumulated

  ​

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Stock

  ​ ​ ​

Capital

  ​ ​ ​

Deficit

  ​ ​ ​

Total

BALANCE, September 30, 2024

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,679,258)

$

786,738

Net income, three months ended December 31, 2024

 

 

 

 

 

 

 

136,215

 

136,215

BALANCE, December 31, 2024

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,543,043)

$

922,953

Prior Cumulative

Cumulative

  ​

  ​

  ​

  ​

Preferred Stock

Preferred Stock

Common

Paid-In

Accumulated

  ​

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Stock

  ​ ​ ​

Capital

  ​ ​ ​

Deficit

  ​ ​ ​

Total

BALANCE, September 30, 2025

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,808,581)

$

657,415

Net income, three months ended December 31, 2025

 

 

 

 

 

 

 

109,229

 

109,229

BALANCE, December 31, 2025

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,699,352)

$

766,644

Prior Cumulative

Cumulative

  ​

  ​

  ​

  ​

Preferred Stock

Preferred Stock

Common

Paid-In

Accumulated

  ​

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Stock

  ​ ​ ​

Capital

  ​ ​ ​

Deficit

  ​ ​ ​

Total

BALANCE, June 30, 2024

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,661,645)

$

804,351

Net income, six months ended December 31, 2024

 

 

 

 

 

 

 

118,602

 

118,602

BALANCE, December 31, 2024

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,543,043)

$

922,953

Prior Cumulative

Cumulative

  ​

  ​

  ​

  ​

Preferred Stock

Preferred Stock

Common

Paid-In

Accumulated

  ​

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Series A

  ​ ​ ​

Series B

  ​ ​ ​

Stock

  ​ ​ ​

Capital

  ​ ​ ​

Deficit

  ​ ​ ​

Total

BALANCE, June 30, 2025

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,768,182)

$

697,814

Net income, six months ended December 31, 2025

 

 

 

 

 

 

 

68,830

 

68,830

BALANCE, December 31, 2025

$

500,000

$

500,000

$

1,170,660

$

190,780

$

969,834

$

3,134,722

$

(5,699,352)

$

766,644

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(5)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

Six Months Ended

December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

CASH FLOWS FROM OPERATING ACTIVITIES

 

  ​

 

  ​

 

Net Income

$

68,830

$

118,602

Adjustments to Reconcile Net Income to Net Cash Provided by/(Used in) Operating Activities:

 

  ​

 

  ​

Depreciation and Amortization

 

33,007

 

23,362

Deferred Income Amortization

 

 

(648)

Deferred income taxes

29,404

Effects of Changes in Operating Assets and Liabilities:

 

 

Trade Receivables

 

(89,249)

 

(118,148)

Inventories

 

247,372

 

443,137

Prepaid Expenses

 

(7,737)

 

(6,720)

Accounts Payable

 

(16,451)

 

(61,047)

Refund Liability Owed to Customers

1,377

13,617

Accrued Expenses

 

(11,539)

 

(7,183)

Operating Lease Liability

(8,500)

(6,500)

Net Cash Provided by Operating Activities

 

217,110

 

427,876

 

  ​

 

  ​

CASH FLOWS FROM FINANCING ACTIVITIES

 

  ​

 

  ​

Proceeds from Line-of-Credit

 

260,000

 

330,000

Principal Payments on Line-of-Credit

 

(340,000)

 

(470,000)

Principal Payments on Notes Payable

 

(21,778)

 

(10,707)

Net Cash Used in Financing Activities

 

(101,778)

 

(150,707)

 

  ​

 

  ​

INCREASE IN CASH AND CASH EQUIVALENTS

 

115,332

 

277,169

 

  ​

 

  ​

Cash and Cash Equivalents - Beginning of Period

 

47,440

 

41,974

 

  ​

 

  ​

CASH AND CASH EQUIVALENTS - END OF PERIOD

$

162,772

$

319,143

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(6)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 1       SIGNIFICANT ACCOUNTING POLICIES

General

The condensed consolidated balance sheet of Chase General Corporation (hereinafter referred to as Chase, the Company, we, our, and us) at June 30, 2025, has been taken from audited consolidated financial statements at that date and condensed. The condensed consolidated financial statements as of and for the three and six months ended December 31, 2025, and for the three and six months ended December 31, 2024, are unaudited and reflect all normal and recurring accruals and adjustments which are, in the opinion of management, necessary for a fair presentation of the financial position, operating results and cash flows for the interim periods presented in this quarterly report. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management’s discussion and analysis of financial condition and results of operations, contained in our Annual Report on Form 10-K for the year ended June 30, 2025. The results of operations for the three and six months ended December 31, 2025, and cash flows for the six months ended December 31, 2025, are not necessarily indicative of the results for the entire fiscal year ending June 30, 2026. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present financial position, results of operations, and cash flows for the periods have been included.

Revenue Recognition

The majority of our revenue is derived by fulfilling customer orders for the purchase of our products. The Company recognizes revenue at the point in time that control of the ordered product(s) is transferred to the customer, which is typically upon shipment to the customer. Shipping and handling costs incurred to ship product to the customer are recorded within cost of sales. Amounts billed and due from our customers are classified as trade receivables on the consolidated balance sheet and require payment on a short-term basis. Generally, individual orders from customers are accounted for as a single performance obligation.

Revenue is measured as the amount of consideration we expect to receive in exchange for fulfilling product orders. Sales, value added, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. The amount of consideration the Company expects to receive and revenue the Company recognizes includes estimates of variable consideration, including costs for trade promotional programs, customer incentives, and allowances and discounts associated with aged or potentially unsaleable products. These estimates are based upon our analysis of the programs offered, historical trends, and expectations regarding customer and consumer participation, sales and payment trends and our experience with payment patterns associated with similar programs offered in the past. The Company reviews and updates these estimates regularly and the impact of any adjustments are recognized in the period the adjustments are identified.  The adjustments recognized for the six months ended December 31, 2025 and 2024, resulting from updated estimates of revenue for prior year product sales were not significant. The Company has elected a practical expedient to recognize incremental costs incurred to obtain contracts, which primarily represent sales commissions where the amortization period would be less than one year, as a selling expense when incurred in the consolidated financial statement.

(7)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 1       SIGNIFICANT ACCOUNTING POLICIES (cont.)

Revenue Recognition (cont.)

The majority of the Company’s products are confectionery and confectionery-based and, therefore, exhibit similar economic characteristics, such that they are based on similar ingredients and are marketed and sold through the same channels to the same customers. The Company operates two divisions, Chase Candy Products and Seasonal Candy Products. Both divisions share a common labor force and utilize the same basic equipment and raw materials. Management considers these two divisions as one reportable segment. The various divisions of revenue are as follows:

For the three months ended December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

SALES

     Chase Candy

 

$

585,400

 

$

720,907

     Seasonal Candy

 

503,734

 

734,605

Total

 

$

1,089,134

 

$

1,455,512

For the six months ended December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

SALES

     Chase Candy

 

$

940,142

 

$

1,037,875

     Seasonal Candy

 

940,129

 

1,406,658

Total

 

$

1,880,271

 

$

2,444,533

Subsequent Events

Other than what is disclosed in Note 2 and Note 4, no events have occurred subsequent to December 31, 2025, through the date of filing this form, that would require disclosure in this Form 10-Q or would be required to be recognized in the condensed consolidated financial statements as of or for the six month period ended December 31, 2025.

NOTE 2       GOING CONCERN AND MANAGEMENT’S PLAN

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date these consolidated financial statements are available. The Company has incurred significant operating losses since its inception. At December 31, 2025, the Company has an accumulated deficit of $5,699,352 and cash and cash equivalents of $162,772.  Currently there is substantial doubt about the Company’s ability to generate enough cash flow to fund operations for the twelve months following the date these consolidated financial statements are available.

During fiscal year 2026, the Company lost two major customers. Based on historical sales to these customers, management expects a total loss of sales of approximately $575,000 or 17%. The termination of these relationships may negatively impact the Company’s financial condition and operating results. The Company continues to assess its customer concentration risk and is implementing strategic initiatives to broaden its customer base.

(8)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 2       GOING CONCERN AND MANAGEMENT’S PLAN (cont.)

In response, management plans to continue its efforts to expand the present market area and increase sales to its existing customers and seek new customer opportunities. Management also intends to continue tight control over all expenditures with an increased emphasis on inventory and production management. Additionally, due to historical volatility in the regions where raw materials are grown and supplied from, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supply and demand. Management plans to make sales price adjustments in the future as necessary to correspond with changes in raw material prices. Management is also pursuing refinancing its line of credit agreement with its current lender which expired in January 2026. Additionally, the Company is actively evaluating strategic alternatives, including a potential sale of the Company or its assets.  There can be no assurance that this process will result in a transaction, or that any transaction will be completed on terms favorable to the Company or within a time frame sufficient to address the Company's liquidity needs.

Management believes that the successful execution of its business plan and debt refinancing would alleviate the substantial doubt about the Company’s ability to continue as a going concern. However, there can be no assurance that these plans will be successful. Because it is unclear whether the Company will be successful in accomplishing these objectives, there is uncertainty about the Company’s circumstances, which creates substantial doubt about its ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

NOTE 3       EARNINGS PER SHARE

The earnings per share was computed on the weighted average of outstanding common shares during the period. Diluted earnings per share are calculated by including contingently issuable shares with the weighted average shares outstanding.

Three Months Ended

Six Months Ended

December 31,

December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Net Income

$

109,229

$

136,215

$

68,830

$

118,602

Preferred Dividend Requirements:

 

  ​

 

  ​

 

  ​

 

  ​

6% Prior Cumulative Preferred, $5 Par Value

 

15,000

 

15,000

 

30,000

 

30,000

5% Convertible Cumulative Preferred, $20 Par Value

 

17,018

 

17,018

 

34,036

 

34,036

Total Dividend Requirements

 

32,018

 

32,018

 

64,036

 

64,036

Net Income Attributable to Common Stockholders

$

77,211

$

104,197

$

4,794

$

54,566

Weighted Average Shares - Basic

969,834

969,834

969,834

969,834

Effect of Contingently Issuable Shares, if Dilutive

1,033,334

1,033,334

1,033,334

1,033,334

Weighted Average Shares - Diluted

2,003,168

2,003,168

2,003,168

2,003,168

Basic Earnings per Share

$

0.08

$

0.11

$

0.00

$

0.06

Diluted Earnings per Share

$

0.05

$

0.07

$

0.00

$

0.06

(9)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 3       EARNINGS PER SHARE (cont.)

The Company excludes equity instruments from the calculation of diluted earnings per share if the effect of including such instruments is anti-dilutive.  All of the preferred stock, which is convertible into 1,033,334 shares of common stock, was excluded for the six months ended December 31, 2025 and 2024, respectively, as its conversion would have an anti-dilutive effect.  Cumulative Preferred Stock dividends in arrears at December 31, 2025 and 2024 totaled $9,165,490 and $9,037,418, respectively. Total dividends in arrears, on a per share basis, consist of the following:

Six Months Ended

December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

6% Convertible:

Series A

$

20

$

20

Series B

$

20

$

19

5% Convertible:

Series A

$

76

$

75

Series B

$

76

$

75

The 6% convertible prior cumulative preferred stock may, upon thirty days prior notice, be redeemed by the Corporation at $5.25 per share plus unpaid accrued dividends to date of redemption. In the event of voluntary liquidation, holders of this stock are entitled to receive $5.25 per share plus accrued dividends. It may be exchanged for common stock at the option of the shareholders in the ratio of four common shares for one share of Series A and 3.75 common shares for one share of Series B.

The Company has the privilege of redemption of 5% convertible cumulative preferred stock at $21 per share plus unpaid accrued dividends. In the event of voluntary or involuntary liquidation, holders of this stock are entitled to receive $20 per share plus unpaid accrued dividends. It may be exchanged for common stock at the option of the shareholders, in the ratio of 3.795 common shares for one of preferred.

(10)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 4       NOTES PAYABLE AND LINE-OF-CREDIT

The Company’s notes payable consist of:

December 31,

June 30, 

Payee

  ​ ​ ​

Terms

  ​ ​ ​

2025

  ​ ​ ​

2025

Nodaway Valley Bank

$500,000 line-of-credit agreement expiring on January 2, 2026, with a variable interest rate at prime but not less than 5% (6.75% at December 31, 2025). The line of credit is collateralized by substantially all assets of the Company. The line-of-credit was not renewed at expiration on January 2, 2026.

$

-

$

80,000

Nodaway Valley Bank

$885 monthly payments, interest of 7.25%; final payment due April 2027, secured by a vehicle.

13,447

18,159

Ford Motor Credit Company

$1,126 monthly payments, interest of 2.9%; final payment due November 2026, secured by a vehicle.

 

12,196

 

18,718

Nodaway Valley Bank

$2,514 monthly payments, interest of 7.5%; final payment due May 2030, secured by equipment.

112,860

123,404

  ​

 

  ​

 

  ​

Total

 

138,503

 

240,281

Less Current Portion

 

44,510

 

124,388

Long-Term Portion

$

93,993

$

115,893

Future minimum payments for the twelve months ending December 31 are:

December 31,

  ​ ​ ​

Amount

2026

$

44,510

2027

27,600

2028

25,999

2029

28,060

2030

12,334

Total

$

138,503

NOTE 5       INCOME TAXES

The Company follows the provisions for uncertain tax positions as addressed in Financial Accounting Standards Board Accounting Standards Codification 740-10. For both the three and six month periods ended  December 31, 2025, the Company recorded an income tax provision of $2,490, which primarily result from taxable income generated during the period after utilization of available federal net operating loss carryforwards.

As of December 31, 2025, the Company has estimated net operating loss carryovers of $207,427 which do not expire but are limited to 80% of taxable income under current tax law. The Company maintains a valuation allowance against its deferred tax assets. As of December 31, 2025 and 2024, a valuation allowance of $27,456 and $0, respectively, was established.

(11)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 5       INCOME TAXES (cont.)

The Company has no material tax positions at December 31, 2025, for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility.  The Company had no accruals for interest or penalties at December 31, 2025. The Company’s federal income tax returns for fiscal years 2022 through 2025 remain subject to examination by the Internal Revenue Service taxing authority.

NOTE 6       SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Six Months Ended

December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Supplemental Cash Flow Information:

Interest paid

$

13,129

$

11,738

NOTE 7      DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments consist principally of cash and cash equivalents, trade receivables and payables, and notes payable. There are no significant differences between the carrying value and fair value of any of these financial instruments.

NOTE 8       COMMITMENT, CONCENTRATIONS, CONTINGENCIES, AND RELATED PARTY TRANSACTIONS

The Company leases its office and manufacturing facility located in St. Joseph, Missouri under an operating lease from an entity that is owned by the son of the Chief Executive Officer of the Company. The original lease term was from February 1, 2005, through March 31, 2025, with an option to extend for an additional term of five years. The required lease payments through this period were $6,500 per month. During the year ended June 30, 2023, the Company determined the exercise of the renewal option to be reasonably assured and remeasured the right-of-use asset and lease liability to include the additional five years at what was the current rate, so that the new term expires on March 31, 2030. During the year ended June 30, 2025, the Company exercised the renewal option and remeasured the right-of-use asset and lease liability to reflect an increase in the required lease payments to $8,500 per month.

An operating lease right-of-use asset and lease liability was recognized based on the present value of minimum lease payments over the remaining lease term. The Company’s operating lease has a remaining term of 4.25 years and the present value of the lease payments is calculated using the Company’s estimated incremental borrowing rate of 7.25% as of the remeasurement date. Operating lease expense is recognized on a straight-line basis over the lease term.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

NOTE 8       COMMITMENT, CONCENTRATIONS, CONTINGENCIES, AND RELATED PARTY TRANSACTIONS (cont.)

The Company’s lease agreement does not contain any residual value guarantees. Additionally, any other short-term leases are immaterial. The Company elected the practical expedient to not separate lease and nonlease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term practical expedient but instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. Cash paid for operating lease liabilities and operating lease expense was $59,500 for the six months ended December 31, 2025, of which, $46,792 is included in cost of sales, $4,208 is included in general and administrative expenses, and $8,500 was prepaid and used to offset the lease liability at December 31, 2025.

Minimum annual payments required under existing operating lease liabilities that have initial or remaining noncancelable terms in excess of one year as of December 31, 2025, are as follows:

Twelve Months Ending December 31,

  ​ ​ ​

Amount

2026

$

93,500

2027

 

102,000

2028

 

102,000

2029

102,000

2030

29,203

Total Lease Payments

428,703

Less: Imputed Interest

(62,364)

Total Lease Liabilities

$

366,339

(13)

Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I Financial information

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I     financial INFORMATION

item 2. management’s discussion and analysis of

financial condition and results of operations

OVERVIEW

Chase General Corporation (Chase) is a holding company for its wholly-owned subsidiary, Dye Candy Company. This subsidiary is the main operating company that is engaged in the manufacture of confectionery products which are sold primarily to wholesale houses, grocery accounts, vendors, and repackers. The subsidiary (Company) operates two divisions, Chase Candy division and Seasonal Candy division, which share a common labor force and utilize the same basic equipment and raw materials. Therefore, segment reporting for the two divisions is not maintained by management.

The Company’s business, like that of many other confectionary product manufacturers, is seasonal. Historically, the Company has realized more of its sales and earnings in the second fiscal quarter, which includes the majority of the holiday shopping season, than in any other fiscal quarter.

RESULTS OF OPERATIONS - Three Months Ended December 31, 2025 Compared to Three Months Ended December 31, 2024, and Six Months Ended December 31, 2025 Compared to Six Months Ended December 31, 2024

The following management comments regarding Chase’s results of operations and outlook should be read in conjunction with the condensed consolidated financial statements included pursuant to Item 1 of the quarterly report.

The following table sets forth certain items as a percentage of sales for the periods presented:

  ​ ​ ​

Three Months Ended

 

  ​ ​ ​

Six Months Ended

 

  ​ ​ ​

December 31,

 

December 31,

 

  ​ ​ ​

2025

  ​ ​ ​

2024

 

  ​ ​ ​

2025

  ​ ​ ​

2024

 

  ​ ​ ​

Sales

 

100

%  

100

%

 

100

%  

100

%

 

Cost of Sales

 

66

%  

67

%

 

66

%  

69

%

 

Gross Profit on Sales

 

34

%  

33

%

 

34

%  

31

%

 

Operating Expenses

 

23

%  

20

%

 

29

%  

24

%

 

Income from Operations

 

11

%  

13

%

 

5

%  

7

%

 

Other Expenses, Net

 

%  

(1)

%

 

(1)

%  

%

 

Income before Income Taxes

 

11

%  

12

%

 

4

%  

7

%

 

Income Tax Provision

 

%  

(3)

%

 

%  

(2)

%

 

Net Income

 

11

%  

9

%

 

4

%  

5

%

 

SALES

During fiscal year 2026, the Company lost two major customers. Based on historical sales to these customers, management expects a total loss of sales of approximately $575,000. Sales decreased $366,378 or 25% for the three months ended December 31, 2025 to $1,089,134 compared to $1,445,512 for the three months ended December 31, 2024. Sales for Chase Candy decreased $135,507 to $585,400 for the three months ended December 31, 2025, compared to $720,907 for the three months ended December 31, 2024. Sales for Seasonal Candy decreased $230,871 to $503,734 for the three months ended December 31, 2025, compared to $734,605 for the three months ended December 31, 2024.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

SALES (cont.)

The 19% decrease in sales of Chase Candy of $135,507 for the three months ended December 31, 2025 over the same period ended December 31, 2024, is primarily due to the effect of the following: 1) decreased net sales of approximately $28,100 for the Cherry Mash Bar L276/L277 segments due to a decrease in orders to existing customers; 2) decreased sales of the Mini Mash L278/L212 segment by approximately $78,100 versus the same period a year ago primarily due to decreased orders from existing customers; 3) decreased net sales of the L279/L299 Bulk Mini Mash segment by approximately $14,400 versus the same period a year ago primarily due to decreased orders from existing customers; 4) decreased sales of the Changemaker Jar L260 and Mini Mash Keg L264 segments by approximately $7,800 due to a decrease in orders to existing customers; and 5) decreased net sales of the L100/L200 Cherry Mash Merchandisers segment by approximately $26,400 due to a decrease in orders to existing customers; offset by 6) increased sales of the new L252/L258 Mini Mash Stand Up Bag segment of approximately $11,200 and 7) increased sales revenues attributable to changes in sales allowances and discounts, promotions, billbacks, and miscellaneous sales of approximately $8,000.

The 31% decrease in sales of Seasonal Candy of $230,871 for the three months ended December 31, 2025 over the same period ended December 31, 2024 is primarily due to the effect of: 1) decreased sales in the clamshell division by approximately $234,600 versus the same period a year ago, primarily due to decreased sales to existing customers; 2) decreased sales in the bulk seasonal division by approximately $116,300 versus the same period a year ago; offset by 3) increased sales to existing customers in the regular produce category by approximately $106,400 versus the same period a year ago, and 4) increased sales revenue attributable to changes in sales allowances and discounts, promotions, and billbacks related to these category of products of approximately $16,600.

Sales decreased $564,262 or 23% for the six months ended December 31, 2025 to $1,880,271 compared to $2,444,533 for the six months ended December 31, 2024. Sales for Chase Candy decreased $97,733 to $940,142 for the six months ended December 31, 2025, compared to $1,037,875 for the six months ended December 31, 2024. Sales for Seasonal Candy decreased $466,529 to $940,129 for the six months ended December 31, 2025, compared to $1,406,658 for the six months ended December 31, 2024.

The 9% decrease in sales of Chase Candy of $97,733 for the six months ended
December 31, 2025 over the same period ended December 31, 2024, is primarily due to the effect of the following: 1) decreased sales of the Mini Mash L278/L212 segment by approximately $94,500 versus the same period a year ago primarily due to decreased orders from existing customers; 2) decreased sales of the Changemaker Jar L260 and Mini Mash Keg L264 segments by approximately $6,100 due to an decrease in orders to existing customers; 3) decreased net sales of the L100/L200 Cherry Mash Merchandisers segment by approximately $35,000 due to a decrease in orders to existing customers; offset by 4) increased sales of the new L252/L258 Mini Mash Stand Up Bag segment of approximately $11,200; 5) increased sales of the L276/277 Cherry Mash Bar segment of approximately $15,700 due to an increase in sales to existing customers; 6) increased sales of the L279/L299 Bulk Mini Mash segment of approximately $1,500; and 7) increased sales revenue attributable to changes in sales allowances and discounts, promotions, billbacks, and miscellaneous sales of approximately $11,800.

The 33% decrease in sales of Seasonal Candy of $466,529 for the six months ended December 31, 2025 over the same period ended December 31, 2024, is primarily due to decreases in orders in the first and second quarters, including: 1) decreased sales in the clamshell division by approximately $90,600 versus the same period a year ago, primarily due to decreased sales to existing customers; 2) decreased sales in the bulk seasonal division by approximately $66,300 versus the same period a year ago; and 3) decreased sales to existing customers in the regular produce category by approximately $340,600 versus the same period a year ago; offset by 4) increased sales revenue attributable to changes in sales allowances and discounts, promotions, and billbacks related to these category of products of approximately $29,600.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

SALES (cont.)

Despite the overall decrease in quantities sold for both divisions, the Company was able to implement a price increase in July 2025 of approximately 6% for the bulk and clamshell products. No price increase occurred for Chase Candy products during the six months ended December 31, 2025. The Seasonal Candy price increase has helped to contribute to an increase in margins for the six months ended December 31, 2025.

COST OF SALES

The cost of sales decreased $261,439 to $718,830 or 66% of related sales for the three months ended December 31, 2025, compared to $980,269 or 67% of related sales for the three months ended December 31, 2024.

The cost of sales decreased $435,922 to $1,248,425 or 66% of related sales for the six months ended December 31, 2025, compared to $1,684,347 or 69% of related sales for the six months ended December 31, 2024.

The slight decrease in cost of sales as a percentage of sales for both the quarter and the six months ended December 31, 2025, is primarily related to labor efficiencies implemented by management in response to the loss of major customers. Labor costs, including wages, vacation pay, and payroll taxes of $358,790 for the six months ended December 31, 2025, decreased 17% or $74,190 as compared to $432,980 for the six months ended December 31, 2024, primarily due to decreased wages as a result of intentional pay reductions for certain salaried employees as well as decreased production hours compared to the same period ended December 31, 2024.

SELLING EXPENSES

Selling expenses for the three months ended December 31, 2025 decreased $12,449 to $100,284, which is 9% of sales, compared to $112,733, or 8% of sales for the three months ended December 31, 2024.

Selling expenses for the six months ended December 31, 2025 decreased $32,856 to $176,668, which is 9% of sales, compared to $209,524, or 9% of sales for the six months ended December 31, 2024.

The decrease in selling expenses for both the quarter and the six months ending December 31, 2025, is primarily due to decreases in commission costs, which is attributable to sales negatively being impacted due to loss of major customers. Commission expense of $74,644 for the six months ended December 31, 2025, decreased 27% or $27,783 as compared to $102,427 for the six months ended December 31, 2024.  Management continues to make efforts to minimize selling expenses in an attempt to recover costs not passed along with price increases.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the three months ended December 31, 2025 decreased $24,919 to $154,665 and 14% of sales, compared to $179,584 or 12% of sales for the three months ended December 31, 2024.

The decrease of $24,919 in general and administrative expenses for the three months ended December 31, 2025 is primarily due to a decrease in professional fees of approximately $16,800 compared to the three months ended December 31, 2024. Additionally, in the three-month period ended December 31, 2025, insurance expense decreased by approximately $3,100 and office salaries decreased by approximately $3,100 from the prior period.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

GENERAL AND ADMINISTRATIVE EXPENSES (cont.)

General and administrative expenses for the six months ended December 31, 2025 decreased $10,753 to $372,960 and 20% of sales, compared to $383,713 or 16% of sales for the six months ended December 31, 2024.

The decrease of $10,753 in general and administrative expenses for the six months ended December 31, 2025 is primarily due to decreases in insurance expense of approximately $6,400, dues and subscriptions expense of approximately $5,300 and office salaries expense by approximately $5,200 compared to the six months ended December 31, 2024. These decreases are offset by an increase in professional fees of approximately $7,600 and increases in various other general and administrative expense items.

OTHER EXPENSE

Other expense increased by $320 for the three months ended December 31, 2025 to $3,636, compared to $3,316 for the three months ended December 31, 2024.

Other expense increased by $336 for the six months ended December 31, 2025 to $10,898 compared to $10,562 for the six months ended December 31, 2024.

The majority of this change can be attributed to an increase in interest expense, specifically due to larger line of credit borrowings in the first six months of the fiscal year compared to the same six months in the prior period.  Interest expense also increased due to the financing of the new machinery.

PROVISION FOR INCOME TAXES

The Company recorded an income tax provision of $2,490 for both the three and six months ended December 31, 2025. The provision reflects federal income tax on taxable income generated during the period after utilization of available net operating loss carryforwards. The income tax expense relates to the establishment of the current federal income tax payable as well as the related deferred tax impacts.

For the three and six months ended December 31, 2024, the Company recorded an income tax provision of approximately $43,000 and $38,000, respectively, due to net income earned.

NET INCOME

The Company reported a net income for the three months ended December 31, 2025 of $109,229, compared to a net income of $136,215 for the three months ended December 31, 2024. This decrease of $26,986 is explained above.  

The Company reported net income for the six months ended December 31, 2025 of $68,830, compared to a net income of $118,602 for the six months ended December 31, 2024. This decrease of $49,772 is explained above.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

PREFERRED DIVIDENDS

Preferred dividends were $32,018 for the three months ended December 31, 2025 and December 31, 2024, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

Preferred dividends were $64,036 for the six months ended December 31, 2025 and December 31, 2024, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

NET INCOME APPLICABLE TO COMMON STOCKHOLDERS

Net income applicable to common stockholders for the three months ended December 31, 2025 was $77,211 which is a decrease of $26,986 as compared to the net income applicable to common stockholders for the three months ended December 31, 2024 of $104,197.

Net income applicable to common stockholders for the six months ended December 31, 2025 was $4,794 which is a decrease of $49,772 as compared to the net income applicable to common stockholders for the six months ended December 31, 2024 of $54,566.

LIQUIDITY AND CAPITAL RESOURCES

The table below presents the summary of cash flows for the fiscal period indicated.

  ​ ​ ​

Six Months Ended

  ​ ​ ​

December 31,

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Net Cash Provided by Operating Activities

$

217,110

$

427,876

Net Cash Used In Financing Activities

$

(101,778)

$

(150,707)

Management has made no material commitments for capital expenditures during the remainder of fiscal year 2026. The $217,110 of cash provided by operating activities for the six months ended December 31, 2025 is fully detailed in the condensed consolidated statement of cash flows. The $101,778 of cash used in financing activities for the six months ended December 31, 2025 is fully detailed in the condensed consolidated statement of cash flows.

Overall cash and cash equivalents increased $115,332 to $162,772 at December 31, 2025, from $47,440 at June 30, 2025.

At December 31, 2025, the Company’s accumulated deficit was $5,699,352, compared to an accumulated deficit of $5,768,182 as of June 30, 2025. Working capital for the six months ended December 31, 2025, increased $77,192 to $492,639 from $415,447 at June 30, 2025.

The Company’s lease on its office and plant facility has a lease term through March 31, 2030. The required lease payments through this period are $8,500 per rmonth. The facility is leased from an entity that is owned by the son of the Chief Executive Officer of the Company.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

LIQUIDITY AND CAPITAL RESOURCES (cont.)

During the six months ended December 31, 2025, the Company experienced the loss of two major customers, which previously represented a significant portion of consolidated revenues. This change is expected to impact future sales volumes and may reduce operating cash flows in subsequent periods. In order to maintain funds to finance operations and meet debt obligations, it is the intention of management to continue its efforts to expand the present market area and increase sales to its customers. Also, the line of credit agreement expired in January 2026 and the Company is pursuing an extension of the line of credit.  Additionally, the Company is actively evaluating strategic alternatives, including a potential sale of the Company or its assets.  There can be no assurance that this process will result in a transaction, or that any transaction will be completed on terms favorable to the Company or within a time frame sufficient to address the Company's liquidity needs.

Management will continue tight control over all expenditures. For example, certain salaried employees have agreed to a pay reduction, and management is also scaling back overall production levels. This will lead to decreased labor needs, particularly affecting overtime hours and the use of temporary employees. Due to volatility in the regions where raw materials are grown, management anticipates the prices of raw materials to continue to fluctuate primarily based on supply and demand. Management intends to make sales price adjustments in the future to correspond with changes in raw material prices. Without the successful implementation of management’s plans, there is substantial doubt about the Company’s ability to generate enough cash flow to fund operations for the twelve months following the date these consolidated financial statements are available.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART I.     FINANCIAL INFORMATION

Item 1. Condensed Consolidated financial statements

notes to condensed consolidated financial statements

(unaudited)

CRITICAL ACCOUNTING POLICIES

Forward-Looking Information

This report, as well as our other reports filed with the Securities and Exchange Commission (SEC), contains forward-looking statements made pursuant to the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. The words “believe,” “estimate,” “anticipate,” “project,” “intend,” “expect,” “plan,” “outlook,” “forecast,” “may,” “will,” “should,” “continue,” “predict,” and similar expressions are intended to identify forward-looking statements. This report contains forward-looking statements regarding, among other topics, our expected financial position, results of operations, cash flows, strategy, and management’s plans and objectives. Accordingly, these forward-looking statements are based on assumptions about a number of important factors. While we believe that our assumptions about such factors are reasonable, such factors involve risks, and uncertainties that could cause actual results to be different from what appear here. These risk factors include: the estimation process for the retail inventory method of accounting, the ability to adequately pass through customers unanticipated future increases in raw material costs, decreased demand for products, expected orders that do not occur, loss of key customers, the impact of competition and price erosion as well as supply and manufacturing constraints, and other risks and uncertainties. In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this report will prove accurate, and our actual results may differ materially from these forward-looking statements. We assume no obligation to update any forward-looking statements made herein.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a smaller reporting company.

ITEM 4.CONTROLS AND PROCEDURES

(a)Evaluation of Disclosure Controls and Procedures

Chase’s management, with the participation of the Chief Executive Officer, has evaluated the effectiveness of Chase’s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act), as of the end of the period covered by this report. Based on such evaluation, such officer has concluded that the Company’s disclosure controls and procedures are not effective as a result of a weakness in the design of internal control over financial reporting identified below.

Disclosure controls and procedures include controls and procedures designed to provide reasonable assurance that information required to be disclosed in periodic filings under the Exchange Act is accumulated and communicated to Management, including those officers, and to members of the board of directors, to allow timely decisions regarding required disclosure.

A material weakness was identified in our internal control over financial reporting due to a lack of accounting personnel with the appropriate level of knowledge, experience and training to perform an assessment of its internal controls. This has also resulted in a failure to maintain appropriate segregation of duties over system access. Management believes that this material weakness did not have an adverse effect on the Company’s financial results reported herein.  

(b)Changes in Internal Control over Financial Reporting

There were no significant changes in Chase’s internal control over financial reporting or in other factors that management’s estimates are reasonably likely to materially affect Chase’s internal control over financial reporting subsequent to the date of evaluation.

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART Ii other information

ITEM 1.LEGAL PROCEEDINGS

None.

ITEM 1A.RISK FACTORS

Not applicable to a smaller reporting company.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

a.None.

b.The total cumulative preferred stock dividends contingency at December 31, 2025 is $9,165,490.

ITEM 4.MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.OTHER INFORMATION

None.

ITEM 6.EXHIBITS

a.Exhibits.

Exhibit 31.1

Certification of Chief Executive Officer and Treasurer pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

Exhibit 32.1

Certification of President and Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 101

The following financial statements for the quarter ended December 31, 2025, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of December 31, 2025 and June 30, 2025, (ii) Condensed Consolidated Statements of Income for the Three months Ended December 31, 2025 and 2024, (iii) Condensed Consolidated Statements of Income for the Six months Ended December 31, 2025 and 2024, (iv)  Consolidated Statements of Stockholders’ Equity for the Three and Six months Ended December 31, 2025 and 2024, (v) Condensed Consolidated Statements of Cash Flows for the Six months Ended December 31, 2025 and 2024, and (vi) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.

Exhibit 104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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Table of Contents

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART Ii other information

SIGNATURES

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, thereunto duly authorized.

  ​ ​

Chase General Corporation and Subsidiary

(Registrant)

February 12, 2026

/s/ Barry M. Yantis

Date

Barry M. Yantis

Chairman of the Board, Chief Executive Officer and

Chief Financial Officer, President, and Treasurer

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