EVI Amends 10-K, Details Executive Pay Shifts for Nahmad, Marks, Lazar

TL;DR

**EVI's executive compensation details reveal a slight pay cut for top brass in 2025, suggesting a cautious outlook or performance-based adjustments, making the stock a hold until clearer operational results emerge.**

AI Summary

EVI Industries, Inc. filed an Amendment No. 1 to its 2025 Form 10-K, primarily to provide information for Items 10-14 of Part III, focusing on corporate governance, executive compensation, and related party transactions. The filing reveals that Chairman, CEO, and President Henry M. Nahmad's total compensation for fiscal year 2025 was $5,350,835, a decrease from $5,914,510 in fiscal year 2024, primarily due to a reduction in stock awards from $4,500,009 to $3,999,997 and a lower bonus of $650,000 compared to $750,000. His annual base salary was $650,000 for both years, with an increase to $700,000 effective September 29, 2025. Executive Vice President Tom Marks received $1,110,338 in fiscal 2025, down from $1,209,913 in fiscal 2024, with his stock awards decreasing from $500,013 to $399,988. CFO Robert H. Lazar's total compensation increased from $600,363 in fiscal 2024 to $616,485 in fiscal 2025, driven by an increase in his annual base salary from $240,000 to $300,000 in October 2023. The company's aggregate market value of common stock held by non-affiliates was approximately $95,922,785 as of December 31, 2024, with 12,840,637 shares outstanding as of October 17, 2025.

Why It Matters

This 10-K/A filing provides crucial transparency into EVI Industries' executive compensation structures and corporate governance, which directly impacts investor confidence and shareholder value. The detailed breakdown of salaries, bonuses, and stock awards for key executives like Henry M. Nahmad, Tom Marks, and Robert H. Lazar allows investors to assess alignment between executive pay and company performance. Changes in compensation, such as Nahmad's reduced bonus and stock awards in fiscal 2025, could signal shifts in company performance or compensation philosophy, influencing how investors perceive management's incentives and the company's competitive standing in the commercial laundry industry.

Risk Assessment

Risk Level: medium — The risk level is medium because while the filing provides transparency on executive compensation, it does not include updated financial statements or operational performance metrics. The reduction in total compensation for the CEO and Executive VP in fiscal 2025, specifically in bonuses and stock awards, could indicate underlying performance challenges not detailed in this amendment, creating uncertainty for investors regarding future profitability and growth.

Analyst Insight

Investors should scrutinize EVI's upcoming full financial reports to understand the operational context behind the executive compensation adjustments. Focus on revenue growth, net income, and cash flow to determine if the compensation changes reflect broader company performance trends or a strategic shift in executive incentives. This amendment alone is insufficient for a definitive investment decision.

Executive Compensation

Key Numbers

• $5,350,835 — Henry M. Nahmad's Total Compensation (for fiscal year 2025, a decrease from $5,914,510 in fiscal 2024)
• $650,000 — Henry M. Nahmad's Salary (for fiscal year 2025, increased to $700,000 effective September 29, 2025)
• $3,999,997 — Henry M. Nahmad's Stock Awards (for fiscal year 2025, down from $4,500,009 in fiscal 2024)
• $1,110,338 — Tom Marks' Total Compensation (for fiscal year 2025, a decrease from $1,209,913 in fiscal 2024)
• $616,485 — Robert H. Lazar's Total Compensation (for fiscal year 2025, an increase from $600,363 in fiscal 2024)
• $300,000 — Robert H. Lazar's Salary (for fiscal year 2025, increased from $240,000 in October 2023)
• $95,922,785 — Aggregate Market Value of Common Stock (held by non-affiliates as of December 31, 2024)
• 12,840,637 — Outstanding Shares of Common Stock (as of October 17, 2025)
• 248,447 — Shares of Restricted Stock Awarded to Henry M. Nahmad (during September 2024 for fiscal 2025 compensation)
• 24,844 — Restricted Stock Units Granted to Tom Marks (during September 2024 for fiscal 2025 compensation)

Key Players & Entities

• EVI Industries, Inc. (company) — Registrant
• Henry M. Nahmad (person) — Chairman, Chief Executive Officer and President
• Tom Marks (person) — Executive Vice President, Business Development and President of West Region
• Robert H. Lazar (person) — Chief Financial Officer and Chief Accounting Officer
• SEC (regulator) — Securities and Exchange Commission
• BDO USA, P.C. (company) — Auditor Firm
• NYSE American (regulator) — Stock Exchange
• Dennis Mack (person) — Director and Strategic Advisor
• Glen Kruger (person) — Director and Managing Director at Raymond James & Associates
• Timothy P. LaMacchia (person) — Director and Audit Committee Chairman

FAQ

Industry Context

EVI Industries operates within the industrial sector, likely focusing on distribution and services for specific markets. The provided information does not detail specific industry trends or competitive landscapes, but the executive compensation structure suggests a focus on performance-based incentives tied to company growth and stock value.

Regulatory Implications

As a publicly traded company, EVI Industries is subject to SEC regulations, including timely and accurate filing of financial reports like the 10-K/A. The detailed disclosure of executive compensation and corporate governance matters is mandated by these regulations to ensure transparency for investors.

What Investors Should Do

1. Analyze executive compensation trends
2. Monitor stock award valuations
3. Review corporate governance details

Key Dates

• 2025-06-30: Fiscal Year End — Reporting period for the executive compensation data presented.
• 2024-06-30: Fiscal Year End — Prior fiscal year for comparison of executive compensation.
• 2025-09-29: Effective Date of Salary Increase for Henry M. Nahmad — Indicates a future adjustment to the CEO's base salary.
• 2023-10-01: Effective Date of Salary Increase for Robert H. Lazar — Explains the increase in CFO's base salary from $240,000 to $300,000.
• 2024-12-31: Date for Aggregate Market Value Calculation — Provides a snapshot of the company's market capitalization held by non-affiliates.
• 2025-10-17: Date for Outstanding Shares Calculation — Indicates the number of shares outstanding as of a recent date.

Glossary

Form 10-K/A

An amended annual report filed with the SEC, used to correct or supplement information previously filed in a Form 10-K. (This filing is an amendment to EVI Industries' 2025 Form 10-K, indicating updates to previously submitted information.)

Named Executive Officer (NEO)

The top executive officers of a company, typically the CEO, CFO, and the next three highest-paid executive officers, whose compensation is disclosed in detail. (Henry M. Nahmad, Tom Marks, and Robert H. Lazar are identified as NEOs for EVI Industries, with their compensation detailed.)

Summary Compensation Table

A table required in proxy statements and annual reports that summarizes the compensation of a company's NEOs for the last three fiscal years. (This table provides the detailed breakdown of salary, bonus, stock awards, and other compensation for EVI's top executives.)

Equity Incentive Plan

A plan established by a company to grant stock options, restricted stock, or other equity-based awards to employees and executives. (EVI Industries grants equity awards, if any, under its 2015 Equity Incentive Plan, as amended.)

Non-affiliates

Individuals or entities that do not have a controlling relationship with the company. (The aggregate market value of common stock held by non-affiliates is a key metric for determining public float and market capitalization.)

Year-Over-Year Comparison

This amended filing (10-K/A) primarily supplements the original 2025 Form 10-K with information for Part III. Key executive compensation figures show a decrease in total compensation for CEO Henry M. Nahmad ($5,350,835 in FY25 vs. $5,914,510 in FY24) and EVP Tom Marks ($1,110,338 in FY25 vs. $1,209,913 in FY24), largely due to reduced stock awards. Conversely, CFO Robert H. Lazar's total compensation saw a slight increase ($616,485 in FY25 vs. $600,363 in FY24), driven by a salary hike. No new significant risks or financial performance metrics are detailed in this excerpt compared to a prior filing.

Key Financial Figures

• $0.025 — ange on which registered Common Stock, $0.025 par value EVI NYSE American Securitie
• $650,000 — xecutive Officer and President 2025 $650,000 $650,000 $3,999,997 - - - $50,838
• $3,999,997 — nd President 2025 $650,000 $650,000 $3,999,997 - - - $50,838 (5) $5,350,835 202
• $50,838 — 650,000 $650,000 $3,999,997 - - - $50,838 (5) $5,350,835 2024 $650,000 $750,
• $5,350,835 — ,000 $3,999,997 - - - $50,838 (5) $5,350,835 2024 $650,000 $750,000 $4,500,009
• $750,000 — 0,838 (5) $5,350,835 2024 $650,000 $750,000 $4,500,009 - - - $14,501 $5,914,5
• $4,500,009 — $5,350,835 2024 $650,000 $750,000 $4,500,009 - - - $14,501 $5,914,510 Tom Mar
• $14,501 — 650,000 $750,000 $4,500,009 - - - $14,501 $5,914,510 Tom Marks Executive Vic
• $5,914,510 — $750,000 $4,500,009 - - - $14,501 $5,914,510 Tom Marks Executive Vice President,
• $400,000 — t and President of West Region 2025 $400,000 $300,000 $399,988 - - - $10,350
• $300,000 — esident of West Region 2025 $400,000 $300,000 $399,988 - - - $10,350 $1,110,338
• $399,988 — West Region 2025 $400,000 $300,000 $399,988 - - - $10,350 $1,110,338 2024 $
• $10,350 — $400,000 $300,000 $399,988 - - - $10,350 $1,110,338 2024 $400,000 $300,000
• $1,110,338 — $300,000 $399,988 - - - $10,350 $1,110,338 2024 $400,000 $300,000 $500,013 -
• $500,013 — $1,110,338 2024 $400,000 $300,000 $500,013 - - - $9,900 $1,209,913 Robert H

Filing Documents

• evi-20250630v3.htm (10-K/A) — 186KB
• ex31-a.htm (EX-31.B) — 4KB
• ex31-b.htm (EX-31.A) — 4KB
• 0001174947-25-001294.txt ( ) — 508KB
• evi-20250630.xsd (EX-101.SCH) — 3KB
• evi-20250630_lab.xml (EX-101.LAB) — 1KB
• evi-20250630_pre.xml (EX-101.PRE) — 1KB
• evi-20250630v3_htm.xml (XML) — 7KB

Executive Compensation

Executive Compensation 4 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 11 Item 13 Certain Relationships and Related Transactions, and Director Independence 12 Item 14 Principal Accountant Fees and Services 14 PART IV Item 15 Exhibits and Financial Statement Schedules 14

SIGNATURES

SIGNATURES 15 -i- PART III

Directors, Executive

Item 10. Directors, Executive Officers and Corporate Governance. Executive Officers and Directors The following table lists the names and ages of the Company's executive officers and directors, and their respective positions with the Company. Name Age Position Henry M. Nahmad 46 Chairman, Chief Executive Officer and President Tom Marks 66 Executive Vice President, Business Development and President of West Region Robert H. Lazar 61 Chief Financial Officer and Chief Accounting Officer Dennis Mack 81 Director David Blyer 65 Director Glen Kruger 50 Director Timothy P. LaMacchia 63 Director Hal M. Lucas 46 Director Set forth below is certain additional information for each executive officer and director of the Company, including his principal occupation or employment for at least the previous five years and, with respect to each director, his specific experience, qualifications, attributes and/or skills which, in the opinion of the Company's Board of Directors (the "Board"), qualifies him to serve as a director and are likely to enhance the Board's ability to manage and direct the Company's business and affairs. Henry Nahmad has served as a director of the Company and as Chairman, Chief Executive Officer and President of the Company since March 2015. Prior to joining the Company, Mr. Nahmad served as Chief Executive Officer of Chemstar Corp., a provider of food safety and sanitation solutions, from July 2009 to March 2014. From 2001 to 2004 and from 2007 to 2009, Mr. Nahmad worked in various capacities at Watsco, Inc., the largest distributor of HVAC/R products. The Board believes that Mr. Nahmad's knowledge, leadership skills, business relationships, and experience, including with respect to growth from acquisitions and other strategic transactions, make Mr. Nahmad a valuable member of the Board and benefit the Company, including with respect to its business, operations and growth strategy. Tom Marks has served as Executive Vic

Executive Compensation

Item 11. Executive Compensation. Summary Compensation Table The following table sets forth certain summary information concerning compensation which, for the fiscal years ended June 30, 2025 and 2024, the Company paid to, or accrued on behalf of, Henry M. Nahmad, the Company's Chairman, Chief Executive Officer and President, and Tom Marks and Robert H. Lazar, the Company's next two highest paid executive officers during the fiscal year ended June 30, 2025. Messrs. Nahmad, Marks and Lazar are sometimes hereinafter referred to individually as a "Named Executive Officer" and collectively as the "Named Executive Officers." Name and Principal Positions(1) Fiscal Year Salary(2) Bonus(3) Stock Awards(4) Option Awards Non- Equity Incentive Plan Compen- sation Change in Pension Value and Nonqualified Deferred Compensation Earnings All Other Compen- sation Total Henry M. Nahmad Chairman, Chief Executive Officer and President 2025 $650,000 $650,000 $3,999,997 - - - $50,838 (5) $5,350,835 2024 $650,000 $750,000 $4,500,009 - - - $14,501 $5,914,510 Tom Marks Executive Vice President, Business Development and President of West Region 2025 $400,000 $300,000 $399,988 - - - $10,350 $1,110,338 2024 $400,000 $300,000 $500,013 - - - $9,900 $1,209,913 Robert H. Lazar Chief Financial Officer and Chief Accounting Officer 2025 $300,000 $60,000 $249,985 -- -- -- $6,500 $616,485 2024 $283,846 $60,000 $250,017 - - - $6,500 $600,363 (1) The Company does not have an employment agreement with any of the Named Executive Officers. The compensation of the Named Executive Officers is determined by the Compensation Committee of the Board of Directors. Each Named Executive Officer receives an annual base salary and may receive bonuses, in cash and/or equity awards, pursuant to bonus plans which may be established from time to time by the Compensation Committee or otherwise at the di

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