Miller Industries Inc 2024年度报告

FY 2024 FORM 10-K UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM10-K (Mark One) OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.☐Yes☒No Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 duringthe preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirementsfor the past 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit and post suchfiles).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or anemerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company”in Rule12b-2 of the Exchange Act: Large accelerated filer☐Accelerated filer☒Non-accelerated 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 Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issuedits audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received byany of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).☐Yes☒No The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2024, the last business day of the registrant’s mostrecently completed second fiscal quarter, was $604,324,990(based on 10,983,733 shares held by non-affiliates at $55.02 per share, the last sale price reportedon the New York Stock Exchange on June 30, 2024).As of February 28, 2025, there were11,439,292shares of the registrant’s common stock, par value $0.01 per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCEThe information required by PartIII is incorporated herein by reference to the Registrant’s definitiveproxy statement for its 2024 Annual Meeting of Shareholders which is to be filed pursuant to Regulation 14A within 120 days of the close of its fiscal yearended December 31, 2024. Table of Contents TABLE OF CONTENTS PARTI Item1.Business4Item 1A.Risk Factors13Item1B.Unresolved Staff Comments21Item 1C.Cybersecurity21Item2.Properties21Item3.Legal Proceedings22Item4.Mine Safety Disclosures22 PARTII Item5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities23Item 6.[Reserved]24Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations25Item7A.Quantitativeand Qualitative Disclosures About Market Risk34Item8.Financial Statements and Supplementary Data35Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure59Item9A.Controls and Procedures59Item9B.Other Information59Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections59 PARTIII Item10.Directors, Executive Officers and Corporate Governance60Item11.Executive Compensation60Item12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters60Item13.Certain Relationships and Related Transactions, and Director Independence60Item14.Principal Accounting Fees and Services60 PARTIV Item15.Exhibits and Financial Statement Schedules61Item16.Form 10-K Summary63 CERTAIN FACTORS AFFECTING FORWARD-LOOKING STATEMENTS Certain statements in this Annual Report on Form10-K (the “Annual Report”), including but not limited to statements made inPartII, Item7 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, statements madewith respe