8-K

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)  October 21, 2020

NVE Corporation
(Exact name of registrant as specified in its charter)

Minnesota	000-12196	41-1424202
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11409 Valley View Road, Eden Prairie, Minnesota	55344
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (952) 829-9217

                                                                                                                                
(Former name or former address, if changed since last report.)

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))
 
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.  [  ] 
 
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, $0.01 par value	NVEC	The NASDAQ Stock Market, LLC

Item 2.02. Results of Operations and Financial Condition.
     Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter and six months ended September 30, 2020.


Item 8.01. Other Events.
     NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 30, 2020 to shareholders of record as of November 2, 2020.

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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  October 21, 2020 NVE CORPORATION
(Registrant)

 /s/ CURT A. REYNDERS
Curt A. Reynders
Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit #	Description
99	Press release of NVE Corporation reporting results for the quarter and six months ended September 30, 2020 and announcing a quarterly dividend.

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EX-99

PRESS RELEASE
For immediate release

NVE Corporation Reports Second Quarter Results and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—October 21, 2020—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter and six months ended September 30, 2020.

Total revenue for the second quarter of fiscal 2021 decreased 33% to $4.38 million from $6.50 million for the the prior-year quarter. The decrease was due to a 33% decrease in product sales and a 29% decrease in contract research and development revenue. Net income for the second quarter of fiscal 2021 decreased 42% to $2.22 million, or $0.46 per diluted share, compared to $3.82 million, or $0.79 per share, for the prior-year quarter.

For the first six months of fiscal 2021, total revenue decreased 30% to $8.97 million from $12.8 million for the first six months of the prior year. The decrease was due to a 31% decrease in product sales and a 14% decrease in contract research and development revenue. Net income decreased 38% to $4.63 million, or $0.96 per diluted share, compared to $7.43 million, or $1.53 per share, for the first half of fiscal 2020.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable November 30, 2020 to shareholders of record as of November 2, 2020.

“We are pleased to report a solid profit for the quarter despite a significant impact from COVID-19 pandemic on our revenue,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

NVE is a leader in the practical commercialization of spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store and transmit information. The company manufactures high-performance spintronic products including sensors and couplers that are used to acquire and transmit data.

Statements used in this press release that relate to future plans, events, financial results or performance are forward-looking statements that are subject to certain risks and uncertainties including, among others, such factors as risks and uncertainties related to future sales and revenues, risks related to the COVID-19 pandemic, risks and uncertainties related to future dividend payments and stock repurchases, as well as the risk factors listed from time to time in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2020 as updated in our Quarterly Reports on Form 10-Q for the quarters ended June 30 and September 30, 2020, and other reports filed with the SEC.
 

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NVE CORPORATION STATEMENTS OF INCOME QUARTERS AND SIX MONTHS ENDED SEPTEMBER 30, 2020 AND 2019 (Unaudited)
	Quarter Ended Sept. 30
	2020		2019
Revenue
Product sales	$	4,159,173	$	6,187,708
Contract research and development	221,612		314,237
Total revenue		4,380,785		6,501,945
Cost of sales	941,287		1,346,098
Gross profit		3,439,498		5,155,847
Expenses
Research and development		815,965		926,596
Selling, general, and administrative	358,182		368,450
Total expenses	1,174,147		1,295,046
Income from operations		2,265,351		3,860,801
Interest income	401,392		456,309
Income before taxes		2,666,743		4,317,110
Provision for income taxes	444,403		495,048
Net income	$	2,222,340	$	3,822,062
Net income per share – basic	$	0.46	$	0.79
Net income per share – diluted	$	0.46	$	0.79
Cash dividends declared per common share	$	1.00	$	1.00
Weighted average shares outstanding
Basic		4,834,709		4,846,010
Diluted		4,834,809		4,847,881
	Six Months Ended Sept. 30
	2020		2019
Revenue
Product sales	$	8,517,808	$	12,273,072
Contract research and development	452,239		523,569
Total revenue		8,970,047		12,796,641
Cost of sales	1,777,709		2,438,135
Gross profit		7,192,338		10,358,506
Expenses
Research and development		1,696,948		1,899,663
Selling, general, and administrative	713,193		698,459
Total expenses	2,410,141		2,598,122
Income from operations		4,782,197		7,760,384
Interest income	800,604		915,348
Income before taxes		5,582,801		8,675,732
Provision for income taxes	948,596		1,246,251
Net income	$	4,634,205	$	7,429,481
Net income per share – basic	$	0.96	$	1.53
Net income per share – diluted	$	0.96	$	1.53
Cash dividends declared per common share	$	2.00	$	2.00
Weighted average shares outstanding
Basic		4,834,872		4,846,010
Diluted		4,834,986		4,849,357

NVE CORPORATION BALANCE SHEETS SEPTEMBER 30 AND MARCH 31, 2020
	(Unaudited) Sept. 30, 2020		March 31, 2020
ASSETS
Current assets
Cash and cash equivalents	$	3,845,070	$	8,065,594
Marketable securities, short-term		23,231,981		19,084,814
Accounts receivable, net of allowance for uncollectible accounts of $15,000		1,922,076		2,694,018
Inventories		3,928,524		3,884,450
Prepaid expenses and other assets	610,635		655,835
Total current assets		33,538,286		34,384,711
Fixed assets
Machinery and equipment		9,280,062		9,280,062
Leasehold improvements	1,797,245		1,797,245
		11,077,307		11,077,307
Less accumulated depreciation and amortization	10,648,191		10,494,840
Net fixed assets		429,116		582,467
Deferred tax assets	-		108,119
Marketable securities, long-term	40,777,322		43,606,495
Right-of-use asset – operating lease	752,861		816,358
Total assets	$	75,497,585	$	79,498,150
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	154,566	$	186,993
Accrued payroll and other	424,957		482,074
Operating lease	113,666		127,134
Total current liabilities		693,189		796,201
Deferred tax liabilities		141,990		-
Operating lease	644,987		706,600
Total liabilities	1,480,166		1,502,801
Shareholders’ equity
Common stock		48,332		48,350
Additional paid-in capital		19,329,577		19,383,956
Accumulated other comprehensive income		1,628,861		516,523
Retained earnings	53,010,649		58,046,520
Total shareholders’ equity	74,017,419		77,995,349
Total liabilities and shareholders’ equity	$	75,497,585	$	79,498,150