PetMed Express Inc 2024年度报告

FORM10-K xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedMarch 31, 2025 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number000-28827_____________________________________________________________________ PETMED EXPRESS, INC.(Exact name of registrant as specified in its charter) 65-0680967 Florida (IRS EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) 420 South Congress Avenue,Delray Beach,Florida33445(Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (561)526-4444 Securities registered pursuant to Section 12(b) of the Act: Securities registered under Section 12(g) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesoNox 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 ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.YesxNoo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company”,and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated fileroAccelerated filerxNon-accelerated fileroSmaller reporting companyoEmerging growth companyo If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.x Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of the registrant’s Common Stock held by non-affiliates of the registrant as of September 30, 2024, the lastbusiness day of the registrant’s most recently completed second fiscal quarter, was $74.9million based on the closing sales price of theregistrant’s Common Stock on that date, as reported on the NASDAQ Global Select Market. The number of shares of the registrant’s Common Stock outstanding as of September30, 2025 was21,015,559. PETMED EXPRESS, INC. March31, 2025 Annual Report on Form 10-K TABLE OF CONTENTS PART I1Item 1.Business2Item 1A.Risk Factors9Item 1B.Unresolved Staff Comments22Item 1C.Cybersecurity22Item 2Properties24Item 3.Legal Proceedings24Item 4.Mine Safety Disclosures25PART II26Item 5.Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities26Item 6.[Reserved]28Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations29Item 7A.Quantitative and Qualitative Disclosures About Market Risk39Item 8.Financial Statements and Supplementary Data40Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure84Item 9A.Controls and Procedures84Item 9B.Other Information87Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections89PART III90Item 10.Directors, Executive Officers, and Corporate Governance90Item 11.Executive Compensation100Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters121Ite