RF Industries Ltd 2025年度报告

FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2025 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to ________________. Commission File Number 0-13301 RF INDUSTRIES, LTD.(Name of registrant as specified in its charter) Nevada88-0168936(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐Yes☒No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.☐Yes☒No Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act 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.☒Yes☐No 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 was requiredto submit such files).☒Yes☐No 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 the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and“emerging growth company” in Rule 12b-2 of the Exchange Act. AcceleratedFiler☐Smallerreportingcompany☒ LargeAcceleratedFiler☐Non-accelerated Filer☒Emerging Growth Company☐ 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.☐ 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.☐ 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.☐ 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).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐Yes☒No The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price atwhich the common equity was last sold as of the last business day of the registrant’s most recently completed second fiscal quarter wasapproximately $34.6 million. OnJanuary 14, 2026 the Registrant had 10,713,801 outstanding shares of Common Stock, $0.01 par value. Forward-Looking Statements: Certain statements in this Annual Report on Form 10-K (this “Annual Report”), and other oral and written statements made by theCompany from time to time are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, asamended, including those that discuss strategies, goals, outlook or other non-historical matters, or projected revenues, income, returns or otherfinancial measures. In some cases forward-looking statements can be identified by terminology such as “may,” “will,” “should,” “except,” “plan,”“anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” the negative of such terms or other comparable terminology. Theseforward-looking statements are subject to numerous risks and uncertainties that may cause actual results to differ materially from those containedin such statements. Among the most important of these risks and uncertainties are the ability of the Company to meet customer demand throughpricing and product offerings and efficient inventory and distribution channel management, to continue to source our raw materials and productsfrom our suppliers and manufacturers, particularly those in Asia, the market demand for our products, which market demand is dependent in largepart on the state of the telecommunications industry, the Company’s ability to continue as a going