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Daktronics, Inc.

dakt · NASDAQ Technology
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FY2022 Annual Report · Daktronics, Inc.
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20(cid:21)2 ANNUAL REPORT 

Dear Shareholders,

2022 LETTER TO SHAREHOLDERS 

Founded in 1968 as a USA-based manufacturing and engineering company, Daktronics has grown into a world leader in 
audiovisual systems and implementation with offices around the globe. Today, we believe Daktronics offers the industry’s 
broadest range of products, deepest level of experience, highest level of performance and unmatched customer service. We 
help our customers to impact their audiences with large-format LED video displays, message displays, scoreboards, digital 
billboards, audio systems and control systems in sport, business and transportation applications. 

Every  day,  our  values  are  reflected  in  the  way  we  build  our  products  and  our  relationships.  We  deliver  value  to  our 
shareholders  by: 

•
•
•
•
•

Engaging our employees through challenging and rewarding opportunities 
Developing strategic partnerships with our suppliers 
Leveraging our strengths in product innovation, manufacturing, and service 
Contributing to the betterment of our communities 
Generating an attractive return for our investors, many of whom are our employees.

Last year at this time, lockdowns were ending, and people began gathering, renewing our customers' confidence in their 
business outlook. Our order volume rebounded from the pandemic year lows. Daktronics products and solutions are chosen 
for our industry-leading value as highlighted by our all-time order record of $846 million for the year. Part of this record 
was attributed to being selected as the dynamic video system provider for the LA Clippers and Real Madrid Soccer Club 
stadiums. Customers also placed orders for future deliveries to secure our manufacturing capacity.

Responding to Macro-Economic Challenges
We believe owning and operating our manufacturing processes provides us a competitive advantage and helps us deliver 
greater  quality,  reliability,  and  flexibility.  This  flexibility  has  been  essential  during  this  unprecedented  time  of  order 
recovery and supply chain challenges. During the pandemic contraction, FY2021, our revenue dropped to $482 million, a 
decline  of  $127  million  from  FY2020.  Then,  sales  rebounded  back  to  $611  million  or  $129  million  in  growth  in  Fiscal 
2022.  For  a  manufacturer,  this  stressed  our  capacity  and  operational  planning.  In  addition,  our  production  levels  were 
frequently  disrupted  by  varying  supply  chain  challenges.  Semiconductor  parts,  including  integrated  circuits  and  other 
components  needed  for  production,  have  had  sporadic  availability  because  of  allocations,  slowed  transportation,  and 
continued  Covid  restrictions  in  certain  geographies.  To  combat  these  disruptions  and  support  timely  deliveries,  we  have 
increased  our  investment  in  inventories,  adjusted  delivery  expectations,  redesigned  product  lines  for  other  available 
material, and increased investment in automated manufacturing machinery. We expect dynamic and volatile supply chain 
and  labor  conditions  to  persist  at  least  through  the  calendar  year,  so  we  will  continue  to  work  to  maximize  productivity 
while  balancing  constraints.  As  the  environment  evolves,  we  plan  to  adjust  and  adapt  our  pricing  and  our  production 
schedules to best serve our customers.

We  responded  to  inflationary  pressures  by  increasing  pricing  and  implementing  additional  pricing  controls.  Pricing 
increases have been an infrequent activity over the past 54 years. Normally, electronic components and processing improve 
in  pricing  and  efficiency  and  prices  tend  to  fall  over  time,  however,  this  past  year  we  have  seen  historic  price  increases 
across the varying inventory and commodities we use as well as have experienced inflationary pressures in personnel costs. 
We continue to monitor our supply chains and marketplaces and adapt our pricing methodologies accordingly. 

While it has been a challenging few years, our focus remains on profitable long-term growth and creating shareholder value 
through  strategically  investing  in    technologies  and  solutions,  resilient  supply  chains,  efficient  production  capacity,  and 
growing and serving our customers. 

Over the long-term, we believe the fundamentals of the audiovisual industry are resilient and are poised for growth. Our 
brand  and  reputation  are  strong  and  we  will  continue  to  focus  on  serving  our  core  businesses  –  sports,  commercial,  and 
transportation – and developing new markets as we continue to invest in new technologies and solutions. We see demand 
growing  through  new  display  purchases,  as  well  as  through  replacement  of  existing  equipment  as  systems  age  and 
customers are attracted to new products and uses. As we invest in technologies, we will optimize the value of solutions we 
provide, for customers in emerging markets and applications.

We  would  like  to  thank  our  teams  across  Daktronics,  our  customers  and  our  shareholders  for  their  support  during  this 
challenging environment - and we look forward to continuing to deliver the great products our company is known for.

Reece A. Kurtenbach 
Chairman of the Board 
President and Chief Executive Officer 

(This page has been left blank intentionally.)

FINANCIAL HIGHLIGHTS 

Daktronics,  Inc.  and  its  subsidiaries  are  an  industry  leader  in  designing  and  manufacturing  electronic  scoreboards, 
programmable  display  systems  and  large  screen  video  displays  for  sporting,  commercial  and  transportation  applications. 
We  serve  our  customers  by  providing  the  highest  quality  standard  display  products  as  well  as  custom-designed  and 
integrated  systems.  We  offer  a  complete  line  of  products,  from  small  scoreboards  and  electronic  displays  to  large 
multimillion-dollar  video  display  systems  as  well  as  related  control,  timing,  and  sound  systems.  We  are  recognized  as  a 
technical  leader  with  the  capabilities  to  design,  market,  manufacture,  install  and  service  complete  integrated  systems 
displaying  real-time  data,  graphics,  animation  and  video.  We  engage  in  a  full  range  of  activities:  marketing  and  sales, 
engineering and product design and development, manufacturing, technical contracting, professional services and customer 
service and support. Our business is organized into five business units: Commercial, Live Events, High School Park and 
Recreation, Transportation, and International. Our customers value our products for their customer and fan experience, and 
the ability to generate revenues and inform their audiences. Our products have been installed in venues from grade school 
gyms to premier sports facilities, destination sites and in over 100 countries throughout the world. We serve our customers 
through a network of offices in the United States, Canada, Europe, and the Asia-Pacific Region. 

We employ 2,477 full-time and part-time employees. Our engineering capabilities are second to none in the industry and 
we are committed to on-going product development to find new applications for our products and expand the markets we 
serve. Daktronics stock is traded on The Nasdaq Global Select Market under the symbol DAKT. 

(Dollars in thousands, except per share and share price data.) 

Net sales
Gross profit
Operating expenses
Operating income (loss)
Net income (loss)
Gross profit percentage
Operating margin percentage
Weighted average diluted shares 
Diluted earnings (loss) per share
Cash dividend per share

Working capital
Total assets
Shareholders' equity
Product Backlog

Product design and development 
Capital expenditures
Depreciation and amortization expense
Cash flow from operations
Regular dividend per share

Employees as of year-end:
Full-time
Part-time and students

Stock price during fiscal year: 
High
Low
Stock price at fiscal year-end

$ 

$ 

$ 

FY2018
610,530 
145,669 
133,209 
12,460 
5,562 
 23.9 %
 2.0 %

44,873 
0.12 
0.28 

132,825 
358,800 
197,616 
171,000 

35,530 
18,127 
17,784 
30,361 
0.28 

$ 

$ 

$ 

$ 

$ 

$ 

FY2019
569,704 
130,294 
135,022 
(4,728) 
(958) 
 22.9 %
 (0.8) %

44,926 
(0.02) 
0.28 

119,601 
349,216 
187,663 
202,000 

35,557 
17,268 
18,635 
29,546 
0.28 

FY2020
608,932 
138,700 
138,867 
(167) 
491 
 22.8 %
 — %

$ 

FY2021
482,033 
120,583 
103,475 
17,108 
10,926 

 25.0 %
 3.5 %

45,316 
0.01 
0.20 

106,037 
372,651 
176,980 
212,000 

37,772 
18,091 
17,718 
10,808 
0.20 

$ 

$ 

45,202 
0.24 
— 

118,383 
375,164 
193,554 
251,000 

26,846 
7,891 
17,077 
66,212 
— 

$ 

$ 

$ 

FY2022
610,970 
116,697 
112,651 
4,046 
592 
 19.1 %
 0.7 %

45,326 
0.01 
— 

103,876 
440,876 
191,564 
472,000 

29,013 
20,376 
15,394 
(27,035) 
— 

2,405 
308 

2,412 
310 

2,395 
276 

1,981 
136 

$ 

$ 

10.76 
8.55 
9.01 

$ 

10.05 
7.21 
7.30 

$ 

7.91 
4.16 
4.45 

$ 

7.22 
3.79 
6.17 

2,246 
231 

7.20 
3.35 
3.35 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 
1934

For the Fiscal Year Ended April 30, 2022
OR

o 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: 0-23246

Daktronics, Inc.
(Exact Name of Registrant as Specified in Its Charter)

South Dakota
(State or Other Jurisdiction of Incorporation or Organization)

46-0306862
(I.R.S. Employer Identification No.)

201 Daktronics Drive
Brookings, SD
(Address of Principal Executive Offices)

57006
(Zip Code)

(605) 692-0200
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Common Stock, No Par Value

Preferred Stock Purchase Rights

Trading Symbol(s)
DAKT

Name of each exchange on which registered
Nasdaq Global Select Market

DAKT

Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

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  Securities 
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), 
and (2) has been 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 
to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 
was required to 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 reporting 
company,  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.

Large accelerated filer ☐
Non-accelerated filer ☐

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 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 of 
its internal control over 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 issued its audit report. ☒ 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes o  	No ☒

The aggregate market value of the registrant's common stock held by non-affiliates at October 30, 2021 (which is the last business day of 
the Registrant’s most recently completed second quarter), computed by reference to the closing sales price of the Registrant’s common 
stock on The Nasdaq Global Select Market on such date, was approximately $258,641,294. For purposes of determining this number, 
individual  shareholders  holding  more  than  10  percent  of  the  Registrant’s  outstanding  Common  Stock  are  considered  affiliates.  This 
number  is  provided  only  for  the  purpose  of  this  Annual  Report  on  Form  10-K  and  does  not  represent  an  admission  by  either  the 
Registrant or any such person as to the status of such person.

The number of shares of the Registrant’s Common Stock outstanding as of June 2, 2022 was 45,033,839.

DOCUMENTS INCORPORATED BY REFERENCE

Portions  of  the  Registrant’s  Proxy  Statement  for  its  Annual  Meeting  of  Shareholders  to  be  held August  31,  2022  are  incorporated  by 
reference in Part III of the Form 10-K, as indicated in Items 10 through 14 of Part III.

Auditor Name: Deloitte & Touche LLP

Location: Minneapolis, Minnesota

Auditor Firm ID: PCAOB No. 34

DAKTRONICS, INC. AND SUBSIDIARIES
FORM 10-K
FOR THE FISCAL YEAR ENDED April 30, 2022

Table of Contents

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

PART I

ITEM 1.

BUSINESS

ITEM 1A. RISK FACTORS

ITEM 1B. UNRESOLVED STAFF COMMENTS

ITEM 2.

PROPERTIES

ITEM 3.

LEGAL PROCEEDINGS

ITEM 4. MINE SAFETY DISCLOSURES

PART II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS 
AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 6.

[Reserved.]

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
RESULTS OF OPERATIONS

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
FINANCIAL DISCLOSURE

ITEM 9A. CONTROLS AND PROCEDURES

ITEM 9B. OTHER INFORMATION

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
ITEM 11. EXECUTIVE COMPENSATION

ITEM 12.

ITEM 13.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND 
RELATED STOCKHOLDER MATTERS

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR 
INDEPENDENCE

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

ITEM 16

FORM 10-K SUMMARY

SIGNATURES

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SPECIAL NOTE REGARDING FORWARD–LOOKING STATEMENTS

This Annual Report on Form 10-K (including exhibits and any information incorporated by reference herein) (the "Form 
10-K"  or  the  "Report")  contains  both  historical  and  forward-looking  statements  that  involve  risks,  uncertainties  and 
assumptions. The statements contained in this Report that are not purely historical are forward-looking statements within 
the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21B of the Securities Exchange Act of 
1934, as amended, including statements regarding our expectations, beliefs, intentions and strategies for the future. These 
statements appear in a number of places in this Report and include all statements that are not historical statements of fact 
regarding  the  intent,  belief  or  current  expectations  with  respect  to,  among  other  things:  (i.)  our  competition;  (ii.)  our 
financing  plans  and  ability  to  maintain  adequate  liquidity;  (iii.)  trends  affecting  our  financial  condition  or  results  of 
operations; (iv.) our growth and operating strategies; (v.) the declaration and payment of dividends; (vi.) the timing and 
magnitude  of  future  contracts;  (vii.)  raw  material  shortages  and  lead  times  and  supply  chain  disruptions;  (viii.) 
fluctuations in margins; (ix.) the seasonality of our business; (x.) the introduction of new products and technology; (xi.) the 
amount and frequency of warranty claims; (xii.) our ability to manage the impact that new or adjusted tariffs may have on 
the cost of raw materials and components and our ability to sell product internationally; (xiii.) the resolution of litigation 
contingencies; (xiv.) the timing and magnitude of any acquisitions or dispositions; (xv.) the impact of governmental laws, 
regulations, and orders, including as a result of the COVID-19 pandemic caused by the coronavirus; and (xvi) disruptions 
to our business caused by geopolitical events, military actions, work stoppages, natural disasters, or international health 
emergencies,  such  as  the  COVID-19  pandemic.  The  words  “may,”  “would,”  “could,”  “should,”  “will,”  “expect,” 
“estimate,”  “anticipate,”  “believe,”  “intend,”  “plan”  and  similar  expressions  and  variations  thereof  are  intended  to 
identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees 
of future performance and involve risks and uncertainties, many of which are beyond our ability to control, and that actual 
results may differ materially from those projected in the forward-looking statements as a result of various factors discussed 
herein, including those discussed in the section of this Form 10-K entitled “Part I, Item 1A. Risk Factors” and “Part II, 
Item  7.  Management’s  Discussion  and  Analysis  of  Financial  Condition  and  Results  of  Operations,”  and  those  factors 
discussed in detail in our other filings with the Securities and Exchange Commission.

PART I.

Item 1. BUSINESS

Business Overview

Daktronics,  Inc.  and  its  subsidiaries  (the  “Company”,  “Daktronics”,  “we”,  “our”,  or  “us”)  are  an  industry  leader  in 
designing  and  manufacturing  electronic  scoreboards,  programmable  display  systems  and  large  screen  video  displays  for 
sporting, commercial and transportation applications. We serve our customers by providing high quality standard display 
products as well as custom-designed and integrated systems. We offer a complete line of products, from small scoreboards 
and  electronic  displays  to  large  multimillion-dollar  video  display  systems  as  well  as  related  control,  timing,  and  sound 
systems. We are recognized as a technical leader with the capabilities to design, market, manufacture, install and service 
complete  integrated  systems  displaying  real-time  data,  graphics,  animation  and  video.  We  engage  in  a  full  range  of 
activities:  marketing  and  sales,  engineering  and  product  design  and  development,  manufacturing,  technical  contracting, 
professional services and customer service and support.

We  were  founded  in  1968  by  Drs.  Aelred  Kurtenbach  and  Duane  Sander,  professors  of  electrical  engineering  at  South 
Dakota State University in Brookings, South Dakota. The Company began with the design and manufacture of electronic 
voting systems for state legislatures. In 1971, Daktronics developed the patented Matside® wrestling scoreboard, the first 
product in the Company's growing and evolving line. In 1994, Daktronics became a publicly traded company and invested 
in display technologies and new markets. We have continued these investments and have supported our long-term customer 
relationships  to  grow  from  a  small  company  operating  out  of  a  garage  to  a  world  leader  in  the  display  industry.  We 
currently  employ  2,477  people  globally.  We  are  headquartered  at  201  Daktronics  Dr.,  Brookings,  SD  57006  telephone 
605-692-4200. Our Internet address is https://www.daktronics.com.

Our  annual,  quarterly  and  current  reports  and  any  amendments  to  those  reports  are  freely  available  in  the  "Investor 
Relations" section of our website. We post each of these documents on our website as soon as reasonably practicable after 
it is electronically filed with the Securities and Exchange Commission (the "SEC"). These reports and other reports, proxy 
statements,  and  electronic  filings  are  also  found  on  the  SEC’s  website  at  www.sec.gov.  Information  contained  on  our 
website is not deemed to be incorporated by reference into this Report or filed with the SEC.

1

We  focus  our  sales  and  marketing  efforts  on  markets,  geographical  regions  and  products.  Our  five  business  segments 
consist  of  four  domestic  business  units  and  the  International  business  unit.  The  four  domestic  business  units  consist  of 
Commercial,  Live  Events,  High  School  Park  and  Recreation,  and  Transportation,  all  of  which  include  the  geographic 
territories of the United States and Canada. Financial information concerning these segments is set forth in this Form 10-K 
in "Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" and "Note 3. 
Segment Reporting" of the Notes to our Consolidated Financial Statements included in this Form 10-K.

Industry Background

Over  the  years,  our  products  have  evolved  significantly  from  scoreboards  and  matrix  displays  with  related  software 
applications to complex, integrated visual display systems which include full color video with text and graphics displays 
located on a local or remote network that are tied together through sophisticated control systems. In the mid-1990's, as light 
emitting  diodes  (“LEDs”)  became  available  in  red,  blue  and  green  colors  with  outdoor  brightness,  we  pioneered  the 
development  of  full  color  LED  video  displays  capable  of  replicating  trillions  of  colors,  thereby  producing  large  format 
video systems with excellent color, brightness, energy efficiency and lifetime. Due to our foundation of developing scoring 
and  graphics  display  systems,  we  were  able  to  add  video  capabilities  so  we  could  meet  all  our  customers'  large  format 
display needs in a complete, integrated system. This has proven to be a key factor in Daktronics becoming a leader in large 
electronic  displays.  LED  technologies  continue  to  evolve  and  advance,  creating  new  high-resolution  and  micro-LED 
display options of all shapes and sizes. Today, the industry continues development in both the construct of the micro-LED 
and production methods of micro-LED display panels using mass-transfer technology.

Integrated  visual  display  systems  are  increasingly  used  across  a  variety  of  vertical  markets  including:  media/advertising, 
stadiums/venues,  hospitality/leisure,  transportation,  military  and  government,  broadcast,  control  room,  corporate  and 
education, and retail. Generally, these vertical markets use systems to collaboratively communicate, inform, entertain, and 
advertise to various sized audiences. Advances in technologies and the decrease in costs of systems have opened up and 
increased the market's size.

Description of Business

We  are  engaged  in  a  full  range  of  activities:  marketing  and  sales,  engineering  and  product  design  and  development, 
manufacturing,  technical  contracting,  professional  services  and  customer  service  and  support.  Each  of  those  activities  is 
described below:

Marketing  and  Sales.  Our  sales  force  is  comprised  of  direct  sales  staff  and  resellers  located  throughout  the  world 
supporting all customer types in both sales and service. We primarily use a direct sales force for large integrated display 
system sales in professional sports, colleges and universities, and commercial spectacular projects. We also use our direct 
sales  force  to  sell  third-party  advertising  and  transportation  applications.  We  utilize  resellers  outside  North  America  for 
large integrated system sales where we do not have a direct sales presence. The majority of our products sold by resellers in 
North America are standard catalog products. We support our resellers through direct mail/email advertising, social media 
campaigns,  trade  journal  advertising,  product  and  installation  training,  trade  show  exhibitions  and  accessibility  to  our 
regional sales or service teams and demonstration equipment.

Engineering  and  Product  Design  and  Development.  The  large  format  electronic  display  industry  is  characterized  by 
ongoing  product  innovations  and  developments  in  technology  and  complementary  services.  To  remain  competitive,  we 
have a tradition of applying engineering resources throughout our business to anticipate and respond rapidly to the system 
needs in the marketplace. We employ and contract with engineers and technicians in the areas of mechanical and electrical 
design;  applications  engineering;  software  design;  quality  design;  and  customer  and  product  support.  Product  managers 
assigned to each product family assist our sales staff in training and implementing product improvements which ensures 
each  product  is  designed  for  maximum  reliability  and  serviceability.  We  employ  and  contract  with  process  engineers  to 
assist in quality and reliability processing in our product design testing and manufacturing areas. We also make selected 
investments in and contract with affiliated companies to support and advance technologies and capabilities for our product 
lines and solutions.

Manufacturing.  The  majority  of  our  products  are  manufactured  in  the  United  States,  specifically  in  South  Dakota  and 
Minnesota.  We  also  have  manufacturing  facilities  in  China  and  Ireland.  We  perform  component  manufacturing,  system 
manufacturing (metal fabrication, electronic assembly, sub-assembly and final assembly) and testing in-house for most of 
our products to control quality, improve response time and maximize cost-effectiveness. Given the cyclical nature of some 
parts of our business and dispersed sales geography, we balance and maintain our ability to manufacture the same products 

2

across  our  plants  so  we  can  efficiently  utilize  our  capacity  and  reduce  costs.  A  key  strategy  of  ours  is  to  increase 
standardization  and  commonality  of  parts  and  manufacturing  processes  across  product  lines  through  the  use  of  product 
platforms  to  increase  efficiencies.  Other  strategies  include  supplier  management  programs  and  lean  manufacturing 
techniques. For more details on our facilities, see "Part II, Item 2. Properties".

Technical Contracting. We serve as a technical contractor for larger display system installations requiring custom designs 
and innovative product solutions. The purchase of display systems typically involves competitive proposals. As part of our 
response  to  a  proposal  request,  we  may  suggest  additional  products  or  features  to  assist  the  prospective  customer  in 
analyzing the optimal type of display system. We usually include site preparation and installation services related to the 
display system in our proposal. In these cases, we serve as a contractor and may retain subcontractors for electrical, steel 
and  installation  labor.  We  have  developed  relationships  with  many  subcontractors  throughout  the  United  States  and  the 
world, which is an advantage for us in bidding and delivering on these projects. We are licensed as a general contractor in 
many jurisdictions.

Professional Services. To assist our clients' ability to engage, inform and entertain their audiences, we provide professional 
services  including  event  support,  content  creation,  product  maintenance,  marketing  assistance,  training  on  hardware  and 
software, control room design, and continuing technical support training for operators.

Customer Service and Support. We offer limited warranties on our products, ranging from one to 10 years, against failure 
due to defective parts or workmanship. In addition, we offer service agreements of various scopes. To serve our customers, 
we provide help-desk access, parts repair and replacement, display monitoring and on-site support. Our technical help desk 
has  experienced  technicians  who  are  on-call  24  hours  a  day  to  support  events  and  sites.  Our  field  service  personnel  and 
third-party service partners are trained to provide on-site support. We use third-party service partners to allow us to respond 
to the changes in volume of service requests during our seasonal peaks.

Products and Technologies

The  two  principal  components  of  our  systems  are  the  display  and  the  controller,  which  manages  the  operation  of  the 
display. We produce displays varying in complexity, size and resolution. The physical dimensions of a display depend on 
the  size  of  the  viewing  area,  the  distance  from  the  viewer  to  the  display,  and  the  amount  and  type  of  information  to  be 
displayed.  The  controller  is  comprised  of  computer  hardware  and  software  products  designed  to  compile  information 
provided by the operator and other integrated sources to display information, graphics or animation on the displays. We 
customize  our  products  according  to  the  design  specifications  of  the  customer  and  the  conditions  of  the  environment  in 
which our products function.

Our products are comprised of the following product families:

ITS (intelligent transportation systems) dynamic message signs

Video displays/video walls
Scoreboards and timing systems

•
•
• Message displays
•
• Mass Transit displays
Sound systems
•
Digital billboards
•
Digital street furniture
•
Digit and price displays
•
Indoor dynamic messaging systems and indoor liquid crystal display ("LCD") signs
•
Software and controllers including Venus® Control Suite
•

Each of these product families is described below:

Video  Displays/Video  Walls.  These  displays  are  comprised  of  a  large  number  of  full-color  pixels  capable  of  showing 
various  levels  of  video,  graphics  and  animation.  These  displays  include  red,  green  and  blue  LEDs  arranged  in  various 
combinations  to  form  pixels.  The  electronic  circuitry,  which  controls  the  pixels,  allows  for  variances  in  the  relative 
brightness  of  each  LED  to  provide  a  full  color  spectrum,  thereby  displaying  video  images  in  striking,  vibrant  colors. 
Variables in video displays include the spacing of the pixels (pixel pitch), the resolution of the displays (number of pixels), 
the brightness of the displays (nits), the number of discrete colors the display is able to produce (color depth), the viewing 
angles, and the LED technology.

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We  offer  a  broad  range  of  indoor  and  outdoor  LED  video  displays  with  these  varying  features.  Examples  of  indoor 
offerings include centerhung displays, landmark displays, video walls, ribbon board displays, hanging banners, corporate 
office  entrance  displays,  conference  room  displays,  and  video  displays  designed  for  retail  stores,  restaurants,  malls, 
transportation hubs and other similar indoor facilities.

Video  displays  provide  content  to  serve  as  a  revenue  generation  source  through  advertising  or  as  an  information  and 
communication  medium  (such  as  scoring,  statistics,  wayfinding,  advertising,  control  center  information),  or  to  provide 
interior design elements to create luxurious space to feature digital art.

Our mobile and modular display systems are transportable and are comprised of lightweight individual LED video panels 
less than a square meter in size and are assembled together to form a display in a customizable size. These displays are 
used for both indoor and outdoor touring shows and for other live events.

Our  display  technology  may  be  integrated  with  architectural  mesh  to  deliver  a  dynamic  communication  medium  that 
provides a semi-transparent viewing experience within a building. These displays can be mounted over a solid facade or in 
front  of  windows,  resulting  in  a  finished  solution  that  is  free  from  visible  cabling  and  delivers  a  clean,  semi-transparent 
view. These displays are less than one inch in depth and provide an elegant, refined structural appearance.

Our  line  of  freeform  LED  displays  is  architectural  lighting  and  display  products.  The  ProPixel®  freeform  products  use 
mountable  LED  elements  to  transform  ordinary  structures  into  stunning  visual  landmarks.  A  flexible  mounting  platform 
allows designers to transform any structure into a full-motion video display.

The control components for video displays in live event applications include our Show Control Software Suite, proprietary 
digital media players and video processors. These control components provide advanced capabilities for the display of live 
video and real-time content on our displays. The Show Control Software Suite can operate an entire network of displays 
within a venue from a single, intuitive control interface. Its features allow users to instantly deliver media clips, camera 
feeds, and streaming information to any display in a network.

Scoreboards and Timing Systems. Our line of scoreboards and timing products include indoor and outdoor scoreboards for 
many different sports, digit displays, scoring and timing controllers, statistics software and other related products. Indoor 
and outdoor systems range in complexity from small scoreboards to larger systems incorporating scoring, timing, video, 
message centers, advertising panels and control software.

We offer a variety of controllers complementing our scoreboards and displays. These controllers vary in complexity from 
the All Sport® 100, a handheld controller for portable scoreboards, to the All Sport® Pro, designed for more sophisticated 
scoring systems and allowing for more user-defined options.

We also offer timing systems for sports events, primarily aquatics and track competitions. A component of these systems is 
our OmniSport® timing console. The system has the capability to time and rank the competitors and to interface with event 
management software to facilitate the sporting event. Other timing system components include swimming touchpads, race 
start systems, and relay take-off platforms.

As  a  key  component  of  an  integrated  system,  we  market  sports  statistics  and  results  software  under  the  DakStats® 
trademark.  The  software  allows  the  entry  and  display  of  sports  statistics  and  other  information.  It  is  one  of  the  leading 
applications of its type in collegiate and high school sports.

Message  Displays.  The  Galaxy®  product  line  is  a  family  of  full-matrix  displays,  available  in  both  indoor  and  outdoor 
models and controlled with the Venus® Control Suite. Galaxy® displays are full color or monochrome with varying pixel 
spacing depending on color, size and viewing distance. Galaxy® displays can display text, graphics and animation, as well 
as prerecorded video clips. They are used primarily to convey information and on-premises advertising to consumers.

The Venus® Control Suite software is used to control the creation of messages and graphic sequences for uploading to the 
Galaxy®  displays.  This  software  is  designed  to  be  user  friendly  and  applicable  to  all  general  advertising  or  message 
applications. It can be used to control a single message display or can scale up to provide a secure, cloud-based control 
center for large networks of message displays.

ITS  Dynamic  Message  Signs  ("DMS").  DMS  products  include  a  wide  range  of  LED  displays  for  road  management 
applications. The Vanguard® family of dynamic message displays is typically used to direct traffic and inform motorists. 

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These displays are used over freeways, on arterial roads, near bridges, at toll booths and in other locations. We have also 
developed  a  Vanguard®  control  system  for  these  displays  to  help  transportation  agencies  manage  large  networks  of 
displays.

Mass  Transit  Displays.  Our  Mass  Transit  products  include  a  wide  range  of  LCD  and  LED  display  solutions  for  public 
transportation applications. Installations often involve a network of displays located on railway platforms, at bus stations, 
or on concourses within a transportation hub to guide travelers to their intended destination.

Sound Systems. Our sound systems include both standard and custom options. Standard systems are designed to meet the 
needs of a variety of indoor and outdoor sports venues based on the size and configuration of the facility. Custom indoor 
and outdoor systems are tailored for larger venues and venues with unique seating configurations and are often integrated 
into  an  overall  venue  solution  for  scoring,  timing,  message  display  and/or  video  capability.  Our  audio  systems  also 
complement our video display systems used in mall applications.

Digital Billboards. Our line of digital billboards offers a unique display solution for the Out-of-Home (“OOH”) advertising 
industry. The products are used to display images which change at regular intervals. These systems include many features 
unique  to  the  outdoor  advertising  market,  such  as  our  patented  mounting  system,  self-adjusting  brightness,  improved 
energy consumption, and enhanced network security.

Digital  street  furniture.  Our  LED  street  furniture  features  some  of  the  brightest  imagery  in  the  industry  and  is  built  to 
withstand  full-sun  conditions.  Our  line  of  digital  street  furniture  engages  people  with  advertising  content  at  eye  level  as 
they  walk  through  campuses,  cityscapes,  and  malls.  This  design  enhances  the  message  and  complements  surrounding 
architecture. These street furniture displays are our most flexible solution for digital OOH campaigns.

Digit and Price Displays. This product line includes our DataTime® and Fuelight™ displays. The DataTime® product line 
consists of outdoor time and temperature displays which use a remote sensor for temperature data. Fuelight™ digit displays 
are  specifically  designed  for  the  petroleum  industry,  offering  high  visibility  and  quick  fuel  price  updates  using  the 
Fuelink™ control software.

Indoor  Dynamic  Messaging  Systems  and  LCD  screens.  Our  ADFLOW  DMS™  systems  include  indoor  networked 
solutions for retailers, convenience stores and other businesses. These solutions, either using LED or LCD technologies, 
allow customers to broadcast advertising campaigns and other information through the software, media players and visual 
hardware.

Software & Controllers including Venus® Control Suite. The Venus® Control Suite is our platform for scheduled control 
capability. It can be used in any application where the intended message is created in advance and scheduled to play at a 
predetermined  time.  It  is  available  in  an  on-premise  or  hosted  cloud-based  configuration  and  is  capable  of  supporting  a 
single display or scaling to support many displays. For applications that require both scheduled content and live video or 
real time content, a control solution can combine the capabilities of Venus® Control Suite with the capabilities of the Show 
Control  Software  Suite  to  create  a  powerful  solution  that  enables  customers  to  easily  manage  content  on  their  displays. 
Content includes media, scoring, timing, statistics, advertising, way-finding information, playback loops and entertainment 
type visualizations. 

Raw Materials

Materials used in the production of our video display and control systems are sourced from around the world. Examples of 
the  materials  we  use  in  production  include  LEDs,  integrated  circuits,  printed  circuit  boards,  power  supplies,  plastics, 
aluminum, and steel. We source some of our materials from a single-source or a limited number of suppliers due to the 
proprietary  nature  of  the  materials.  The  loss  of  a  key  supplier,  part  unavailability,  tariff  changes,  price  changes,  war  or 
other  geopolitical  impacts  to  trade  or  transport,  or  defects  in  the  supplied  material  or  component  could  have  an  adverse 
impact  on  our  business  and  operations.  Our  sourcing  group  works  to  implement  strategies  to  mitigate  these  risks. 
Periodically,  we  enter  into  pricing  agreements  or  purchasing  contracts  under  which  we  agree  to  purchase  a  minimum 
amount of product in exchange for guaranteed price terms over the length of the contract, which generally does not exceed 
one year. We also periodically prepay for future supply.

Since  late  fiscal  2021,  we  have  been  affected  by  supply  chain  disruptions  and  inflationary  pressures  stemming  from  the 
coronavirus  pandemic  ("COVID-19"),  shipping  container  shortages,  weather  events,  and  the  changes  in  global  demand. 
Specifically, we are impacted by the global inflation and shortage of semiconductors and related electronic components, 

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other materials needed for production, and freight. We are unable to predict the supply chain recovery or the impact to our 
business.

Intellectual Property

We own or hold licenses to use numerous patents, copyrights, and trademarks on a global basis. Our policy is to protect our 
competitive position by filing U.S. and international patent applications to protect technology and improvements that we 
consider  important  to  the  development  of  our  business.  This  will  allow  us  to  pursue  infringement  claims  against 
competitors for protection due to patent violations. Although we own a number of patents and possess rights under others 
to  which  we  attach  importance,  we  do  not  believe  that  our  business  as  a  whole  is  materially  dependent  upon  any  such 
patents or rights. We also own a number of trademarks that we believe are important in connection with the identification 
of  our  products  and  associated  goodwill  with  customers,  but  no  part  of  our  business  materially  depends  on  such 
trademarks. We also rely on nondisclosure agreements with our employees and agents to protect our intellectual property. 
Despite  these  intellectual  property  protections,  there  can  be  no  assurance  a  competitor  will  not  copy  the  functions  or 
features of our products.

Seasonality

Our net sales and profitability historically have fluctuated due to the impact of uniquely configured orders, such as display 
systems for professional sports facilities, colleges and universities, and spectacular projects in the commercial area, as well 
as  the  seasonality  of  the  sports  market.  Uniquely  configured  orders  can  include  several  displays,  controllers,  and 
subcontracted  structure  builds,  each  of  which  can  occur  on  varied  schedules  per  the  customer's  needs.  Our  third  fiscal 
quarter  sales  and  profit  levels  are  lighter  than  other  quarters  due  to  the  seasonality  of  our  sports  business,  construction 
cycles, and the reduced number of production days due to holidays in the quarter.

Our  gross  margins  tend  to  fluctuate  more  on  uniquely  configured  orders  than  on  limited  configured  orders.  Uniquely 
configured  orders  involving  competitive  bidding  and  substantial  subcontracting  work  for  product  installation  generally 
have  lower  gross  margins.  Although  we  follow  the  over  time  method  of  recognizing  revenues  for  uniquely  configured 
orders, we nevertheless have experienced fluctuations in operating results and expect our future results of operations will 
be subject to similar fluctuations.

Because of the seasonality and volatility in business demand and variety of product types, we may not be able to utilize our 
capacity efficiently or accurately plan our capacity requirements, which may negatively affect our business and operating 
results.

Working Capital

For information regarding working capital items, see “Part II, Item 7. Management’s Discussion and Analysis of Financial 
Condition and Results of Operations-Liquidity and Capital Resources” in this Form 10-K.

Customers

We have a large and diverse worldwide customer base, ranging from local main street business owners and out-of-home 
companies to the owners and operators of premier professional sports arenas. Our customers are important to us, and we 
strive  to  serve  them  over  the  long-term  to  earn  their  future  business.  The  loss  of  one  or  more  customers  could  have  an 
adverse effect on us. See "Note 3. Segment Reporting" of the Notes to our Consolidated Financial Statements included in 
this Form 10-K for our primary markets and customers of each business unit.

Product Order Backlog

Backlog  represents  the  dollar  value  of  orders  for  integrated  electronic  display  systems  and  related  products  and  services 
which  are  expected  to  be  recognized  in  net  sales  in  the  future.  Orders  are  contractually  binding  purchase  commitments 
from customers. Orders are included in backlog when we are in receipt of an executed contract and any required deposits or 
security and have not yet been recognized into net sales. Certain orders for which we have received binding letters of intent 
or contracts will not be included in backlog until all required contractual documents and deposits are received. Orders and 
backlog are not measures defined by accounting principles generally accepted in the United States of America ("GAAP"), 
and  our  methodology  for  determining  orders  and  backlog  may  vary  from  the  methodology  used  by  other  companies  in 
determining their orders and backlog amounts.

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Order  and  backlog  levels  provide  management  and  investors  additional  details  surrounding  the  results  of  our  business 
activities in the marketplace and highlight fluctuations caused by seasonality and our large project business. Management 
uses  orders  to  evaluate  market  share  and  performance  in  the  competitive  environment.  Management  uses  backlog 
information for capacity and resource planning. We believe order information is useful to investors because it provides an 
indication  of  our  market  share.  We  believe  backlog  information  is  useful  to  investors  to  provide  an  indication  of  future 
revenues. 

Our product order backlog as of April 30, 2022 was $471.6 million as compared to $250.7 million as of May 1, 2021. This 
increase in backlog is driven by record order volume and muted conversion to sales due to supply chain challenges. Our 
customers have also placed orders for future deliveries to secure our manufacturing capacity.

We expect to fulfill the backlog as of April 30, 2022 within the next 24 months. The timing of backlog may be impacted by 
project delays resulting from parts availability and other constraints stemming from the supply chain disruptions.

Government and Other Regulation

In the United States and other countries, various laws, regulations and ordinances related to our products and controllers 
restrict the installation of outdoor signs and displays, particularly in the commercial and transportation markets. These laws 
and  regulations  impose  greater  restrictions  on  electronic  displays  versus  non-electronic  displays  due  to  alleged  concerns 
over  aesthetics  or  driver  safety.  Globally,  our  products  are  also  subject  to  various  regulations  and  standards  including 
electromagnetic interference, electromagnetic compatibility, electrical safety, and flammability standards. We design and 
have our products tested for these regulations; however, these factors may prevent or inhibit us from selling products to 
some prospective customers in certain geographies.

Our manufacturing facilities and products comply with industry specific requirements, including environmental rules and 
regulations  and  safety  standards.  These  requirements  include  quality,  manufacturing  process  controls,  manufacturing 
documentation,  supplier  certification  of  raw  materials,  and  various  safety  tests.  Our  production  processes  require  the 
storage, use and disposal of a variety of hazardous chemicals under applicable laws.

Our  global  supply  chain  and  sales  distribution  channels  subject  us  to  various  trade  compliance  regulations.  These 
requirements  can  include  certification  of  country  of  origin,  classification  within  the  various  tariff  codes  and  trade 
agreements, compliance with other specific product or country import/export regulations, and payment of certain import or 
export tariffs, duties, or taxes.

Our global operations subject us to various laws and regulations, including laws and regulations relating to tax compliance, 
anti-corruption, data privacy, cybersecurity, governance, and disclosure reporting. These requirements vary and can involve 
matters and processes such as using resources for related expertise and information systems, records management, policy 
creation and maintenance, data protection programs, compliance filings, control design and testing, and continued training 
of employees.

We  are  subject  to  regulations  restricting  the  movement  and  interaction  of  people  and  business  operations.  During 
unprecedented  times,  such  as  during  the  duration  of  the  COVID-19  pandemic,  countries  and  the  U.S.  states  and/or  its 
localities  can  issue  lock  down  orders  impacting  availability  of  employees,  third  parties,  suppliers,  customers,  and  other 
services we need to operate our business.

We believe we are in material compliance with government and other regulatory requirements.

Competition

We  encounter  a  wide  variety  of  competitors  that  vary  by  product,  geographic  area,  and  business  unit.  Our  competitors 
include both United States and foreign companies which range in size and product offerings. Our competitors may develop 
lower-cost  or  lower-featured  products,  may  be  willing  to  charge  lower  prices  to  increase  their  market  share,  or  include 
different  service  and  controller  offerings.  Some  competitors  have  more  capital,  governmental  funding,  supply  change 
access, and other resources, which may allow them to take advantage of acquisition opportunities or adapt more quickly to 
changes in customer requirements. Other competitors use sponsorships as a way to win business at a particular location or 
market. In addition, our products compete with other forms of advertising, such as television, print media and fixed display 
signs.

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We believe that our ability to compete depends upon customer centric product and service quality and features, technical 
expertise, service breadth, and cost-effective solutions.

Research and Development

Our  experience  in  engineering,  process  design,  and  product  and  service  design  and  development  capabilities,  and 
investments made in affiliates are very important factors in continuing to develop, produce, and offer the most up-to-date 
digital displays and control system solutions desired by the market.

Over the past years, we have invested in our development and our affiliates to increase our differentiated product platforms, 
advance  our  software  architecture  and  offerings,  support  customer  requirements,  and  advance  new  competitive  narrow 
pixel and micro-electronic technologies.

Product  design  and  development  investments  in  the  near  term  are  focused  on  developing  or  improving  our  video 
technology  over  a  wide  range  of  pixel  pitches  for  both  indoor  and  outdoor  applications.  These  new  or  improved 
technologies are focused on varied pixel density for image quality and use, expanded product line offerings for our various 
markets and geographies, improved quality and reliability, and improved cost points.

Employees and Human Capital Resource Management

Our core values of Honest, Helpful and Humble support our commitment to diversity, equity and inclusion, which leads to 
our  vision  of  every  person  at  Daktronics  being  able  to  contribute  their  best  every  day.  We  seek  to  recruit,  retain,  and 
develop  our  existing  and  future  workforce  for  decades-long  engagements  to  build  long-term  mutual  prosperity.  We 
facilitate  company-wide  groups  and  teamwork  to  inspire  a  more  inclusive  culture.  We  encourage  each  employee  to 
proactively  and  continuously  build  self-awareness,  understanding  of  aspects  of  diversity,  and  openness  to  others’ 
experiences and perspectives. 

The safety and well-being of our team are a top priority, and we believe each and every team member plays an essential 
role in creating a safe and healthy workplace. We provide training for safety measures on the job site and in our facilities. 
We provide our employees and their families with access to a variety of health programs, including benefits that support 
their physical and mental health. In response to the COVID-19 pandemic, we implemented changes that we consider to be 
in the best interest of our employees. We implemented additional safety measures for employees continuing critical on-site 
work  and  allowed  employees  to  work  from  home  when  able.  We  believe  we  have  been  able  to  preserve  our  business 
continuity without sacrificing our commitment to keeping our employees safe during the COVID-19 pandemic.

As of April 30, 2022, we employed approximately 2,246 full-time employees and 231 part-time and temporary employees. 
Of  these  employees,  approximately  937  were  in  manufacturing,  468  were  in  sales  and  marketing,  503  were  in  customer 
service, 354 were in engineering and 215 were in general and administrative. None of our employees are represented by a 
collective bargaining agreement. We believe employee relations are good.

Item 1A. RISK FACTORS

The factors that are discussed below, as well as the matters that are generally set forth in this Form 10-K and the documents 
incorporated by reference herein, could materially and adversely affect the Company’s business, results of operations and 
financial condition.

Risks Relating to the COVID-19 Pandemic

We  face  risks  related  to  actual  or  threatened  health  epidemics  and  other  outbreaks,  including  the  COVID-19 
pandemic,  which  have  and  could  have  a  material  adverse  effect  on  our  operations,  liquidity,  financial  conditions, 
and financial results. 

A  serious  global  pandemic,  including  the  current  pandemic  caused  by  COVID-19  and  variants  of  COVID-19,  can 
adversely impact, shock and weaken the global economy. These impacts can amplify other risk factors and could have a 
material impact on our operations, liquidity, financial conditions, and financial results.

Pandemic-related  risks  impacting  our  business  may  include  increased  exposure  to:  global  regulatory,  geopolitical,  and 
societal changes; rapid degradation of global economic conditions, creating an increase in the volatility and the timing and 

8

level  of  orders;  supply  chain  disruptions,  material  shortages,  and  increases  in  the  costs  of  components;  changes  in  labor 
force  availability,  which  could  reduce  our  ability  to  operate  across  our  business  in  development,  sales  and  marketing, 
production, installation, and ongoing service and support; an increased risk of being subject to contract performance claims 
if  we  are  unable  to  deliver  according  to  the  terms  of  our  contracts  or  commitments  and  cannot  claim  force  majeure  to 
mitigate or eliminate our exposure to such claims; increased geographic work restrictions that could impact our ability to 
market,  sell,  manufacture  and/or  install  our  products;  an  increase  in  our  exposure  to  claims  or  litigation  relating  to  the 
pandemic; limitations on our ability to meet the terms of our bank credit agreements that cause restrictions on our ability to 
access  the  liquidity  under  such  agreements;  reduced  access  to  and  an  increase  in  the  cost  of  capital;  reduced  access  to 
surety bonds or bank guarantees to secure customer orders; volatility and changes in foreign currency rates; delayed timing 
of collections and/or decreased collectability of receivables and contract assets; and a material reduction to the values of 
our assets including, but not limited to, inventory, investments in affiliates, deferred tax assets, goodwill, intangibles, and 
property and equipment. 

The impact on our customers and suppliers and the range of governmental and community reactions to the pandemic are 
uncertain.  To  the  extent  that  our  customers  and  suppliers  are  adversely  impacted  by  a  pandemic,  this  could  reduce  the 
availability, or result in delays in the delivery of materials or supplies, or result in delays in customer payments and orders, 
which in turn could materially interrupt our business operations and/or impact our liquidity. Site closures or project delays 
have occurred and have required increased social distancing and health-related precautions in our factories and many work 
sites,  which  may  cause  additional  project  delays  and  additional  costs  to  be  incurred.  Pandemics  could  disrupt  our 
operations due to absenteeism by infected or ill employees or other employees who elect not to come to work due to the 
illness or due to quarantines.

COVID-19 created constraints on supply chain operations and resulted in component part shortages due to global capacity 
constraints, such as the current global capacity constraint we are facing in the supply of component parts, particularly of 
semiconductor components. Such a constraint could have caused and has caused lead times for our products to increase. In 
an effort to halt the outbreak of a pandemic such as COVID-19, governments may place significant restrictions on travel, 
such as the restrictions placed by the Chinese government on travel within China, leading to extended business closures, 
including  closures  at  some  supplier  facilities  and  our  manufacturing  facilities.  Although  most  of  the  restrictions  on  the 
operations  of  our  suppliers  and  on  us  as  a  result  of  COVID-19  have  been  lifted  or  eased,  we  and  our  suppliers  could 
continue  to  be  disrupted  by  worker  absenteeism,  quarantines,  office  and  factory  closures,  disruptions  to  ports  and  other 
shipping infrastructure, or other travel or health-related restrictions, and such restrictions could spread to other locations if 
the  virus  and  its  variants  continues  to  spread  or  resurge.  If  our  supply  chain  operations  are  adversely  affected  or  are 
curtailed by the outbreak of diseases such as COVID-19, our supply chain, manufacturing and product shipments will be 
delayed, which could adversely affect our business, operations and customer relationships. We have sought and may need 
to  continue  to  seek  alternate  sources  of  supply  which  may  be  more  expensive,  unavailable  or  may  result  in  delays  in 
shipments  to  us  from  our  supply  chain  and  subsequently  to  our  customers.  Further,  if  our  distributors’  or  end  user 
customers’ businesses are similarly affected, they might delay or reduce purchases from us, which could adversely affect 
our results of operations.

In  addition,  freight  and  logistics  constraints  caused  in  part  by  restrictions  imposed  by  governments  to  combat  the 
COVID-19 pandemic and additionally due to container and carriage shortages and increased fuel prices have resulted in 
increased costs and constrained available transport for us and our channel partners, all at a time when global demand has 
increased. If our supply chain operations continue to be adversely affected or are curtailed by the outbreak of diseases such 
as COVID-19, our supply chain, manufacturing and product shipments will be delayed, which could adversely affect our 
business, operations and customer relationships. 

The extent to which the COVID-19 pandemic or any other pandemic will impact our business and financial results going 
forward will be dependent on future developments such as the length and severity of the crisis, the potential resurgence of 
COVID-19 or another pandemic and its variants, future government actions in response to the crisis, the acceptance and 
effectiveness of the COVID-19 vaccines and the overall impact of the COVID-19 pandemic on the global economy and 
capital markets, among many other factors, all of which remain highly uncertain and unpredictable. We cannot at this time 
quantify or forecast the business impact of COVID-19, and there can be no assurance that the COVID-19 pandemic or any 
other health crisis will not have a material and adverse effect on our business, financial results and financial condition. 

9

Risks Related to Our Business

If we fail to timely and effectively obtain shipments of raw materials and components from our suppliers or to send 
shipments  of  our  manufactured  product  to  our  customers,  our  business  and  operating  results  could  be  adversely 
affected.

We cannot control all of the various factors that might affect our suppliers' timely and effective delivery of raw materials 
and  components  to  our  manufacturing  facilities  or  the  availability  of  freight  capacity  for  us  to  deliver  products  to  our 
customers.

Our  utilization  of  a  complex  supply  chain  for  raw  material  and  component  imports  and  the  global  distribution  of  our 
products  makes  us  vulnerable  to  many  risks,  including,  among  other  things,  shortages  or  delays  because  of  work 
restrictions  for  various  reasons  like  COVID-19  restrictions,  supply  chain  implications  due  to  war  or  other  geopolitical 
impacts  on  supply  chains,  risks  of  damage,  destruction  or  confiscation  of  products  while  in  transit  to  and  from  our 
manufacturing  facilities;  organized  labor  strikes  and  work  stoppages,  such  as  labor  disputes  or  related  employee  worker 
unavailability,  that  could  disrupt  operations  at  ports-of-entry;  transportation  and  other  delays  in  shipments  as  a  result  of 
heightened  security  screening  and  inspection  processes  or  other  port-of-entry  limitations  or  restrictions;  unexpected  or 
significant  port  congestion;  lack  of  freight  availability;  and  freight  cost  increases.  In  addition,  we  may  be  required  to 
arrange  for  products  to  be  delivered  through  airfreight,  which  is  significantly  more  expensive  than  standard  shipping  by 
sea. We may not be able to obtain sufficient freight capacity on a timely basis and, therefore, may not be able to timely 
receive shipments of raw materials and components or deliver products to customers.

COVID-19 created constraints on supply chain operations and resulted in component part shortages due to global capacity 
constraints, such as the current global capacity constraint we are facing in the supply of component parts, particularly of 
semiconductor components. In addition, transportation availability has disrupted timeless of raw material and component 
shipments  and  customer  shipments.  Such  a  constraint  could  have  caused  and  has  caused  lead  times  for  our  products  to 
increase.

Cost inflation in, and shortages of, raw materials, components, and related transportation and tariff costs has and 
can have a significant impact on our price competitiveness and/or ability to produce our products, which has and 
could cause harm to our sales, financial condition and results of operations.

Cost inflation and shortages of any raw materials and components used to manufacture our products has and can occur due 
to various factors (such as worldwide demand, natural disasters, logistic disruptions, war, and trade regulations).

Electronic and other components and materials used in our products are sometimes in short supply, which may impact our 
ability to meet customer demand. Transportation costs and availability can fluctuate due to fluctuations in oil prices and 
other social, economic, and geopolitical factors. 

If we experience shortages or increases in the prices we pay for raw materials and components and are unable to pass on 
those  increases  to  our  customers  or  are  unable  to  manufacture  our  products  at  all  or  on  a  timely  basis,  it  has  and  could 
negatively affect our business, financial condition or results of operations. In addition to increased costs, these factors could 
delay  delivery  of  products,  which  may  result  in  the  assessment  of  liquidated  damages  or  other  contractual  damages  that 
could negatively impact our profits.

During  late  fiscal  2021,  supply  chain  disruptions  began  to  emerge  because  of  COVID-19,  shipping  container  shortages, 
winter  weather,  and  changes  in  global  demand.  Specifically,  we  are  impacted  by  the  global  inflation  and  shortage  of 
semiconductors  and  related  electronic  components,  other  materials  needed  for  production,  and  freight.  We  are  unable  to 
predict the supply chain recovery or the impact to our business.

As a result of U.S. Administrative trade actions in 2019, we experienced volatility in supply and increases in the prices of 
aluminum,  electrical,  and  other  components  we  use  in  our  production.  Further  trade  disputes  could  make  us  subject  to 
additional  regulatory  costs  and  challenges,  affect  global  economic  and  market  conditions,  and  contribute  to  volatility  in 
foreign exchange markets, which we may be unable to effectively manage through our foreign exchange risk management 
program. We continue to monitor the situation and evaluate ways to minimize these impacts through vendor negotiations, 
alternative  sources,  and  potential  price  adjustments.  We  estimate  our  financial  results  were  adversely  impacted  by 
approximately  $7.1  million,  $2.9  million  and  $4.9  million  of  additional  costs  for  tariffs  in  fiscal  2022,  2021  and  2020, 
respectively. 

10

We  depend  on  a  single-source  or  a  limited  number  of  suppliers  for  our  raw  materials  and  components  from 
countries around the world. The loss, an interruption, or a material change in our business relationships with our 
suppliers has and could cause a disruption in supply and a substantial increase in the costs of such materials. Such 
changes has and could result in extended lead times or supply changes, which could disrupt or delay our scheduled 
product deliveries to our end user customers and may result in the loss of sales and end user customers and cause 
harm to our sales, financial condition, and results of operations.

Our suppliers are subject to the fluctuations in global economic cycles and conditions and other business risk factors which 
may impact their ability to operate their businesses. The performance and financial condition of a supplier may cause us to 
alter our business terms, cease doing business with a particular supplier, or change our sourcing practices.

An  interruption  from  our  suppliers  of  raw  materials  or  components  could  affect  our  ability  to  manufacture  our  products 
until  a  new  source  of  supply  is  located  and,  therefore,  could  have  a  material  adverse  effect  on  our  business,  financial 
condition or results of operations. Our suppliers may need to allocate available supply, and we may not be able to obtain 
parts needed for production. Qualifying new suppliers to compensate for such shortages may be time-consuming and costly 
and may increase the likelihood of errors in design or production. 

In  order  to  reduce  manufacturing  lead  times  and  plan  for  adequate  component  supply,  from  time  to  time,  we  may  issue 
purchase orders or prepay for components and products that are non-cancelable and non-returnable. In addition, we may 
purchase components and products that have extended lead teams to ensure adequate supply to support long-term customer 
demand and mitigate the impact of supply disruptions. If we are unable to use all of the components we have purchased, we 
may have excess inventory or obsolescence, or increased inventory or carrying costs, which could have an adverse impact 
on our results of operation or financial condition.

We  may  fail  to  continue  to  attract,  develop  and  retain  personnel  throughout  our  business  areas,  which  could 
negatively impact our operating results.

We depend on qualified employees, including experienced and skilled technical personnel, to design, market, fulfill, and 
serve  our  customers.  Qualified  employees  can  be  in  high  demand  and  limited  in  availability.  Our  future  success  and 
operating results will also depend upon our ability to attract, train, motivate and retain qualified personnel to maintain and 
grow  capacity.  Although  we  intend  to  continue  to  provide  competitive  compensation  packages  to  attract  and  retain 
qualified personnel, market conditions for pay levels and availability may impact our operations.

We depend on third parties to complete some of our contracts.

Depending  on  a  contract's  scope  of  work,  we  may  hire  third-party  subcontractors  to  perform  on-site  installation  and 
service-related  activities,  hire  manufacturers  of  structures  or  elements  of  structures  related  to  on-site  installation,  hire 
contract  manufacturers  for  certain  product  lines,  or  purchase  specialty  non-display  related  system  elements  from  other 
companies.  If  we  are  unable  to  hire  qualified  subcontractors,  find  qualified  manufacturers  for  on-site  elements,  find 
qualified contract manufacturers, or purchase specialty non-display system elements, our ability to successfully complete a 
project could be impaired. If we are not able to locate qualified third party subcontractors or manufacturers, the amount we 
are required to pay may exceed what we have estimated, and we may suffer losses on these contracts. If the subcontractor 
or manufacturer fails to perform, we may be required to source these services to other third parties on a delayed basis or on 
less  favorable  terms,  which  could  impact  contract  profitability.  There  is  a  risk  that  we  may  have  disputes  with  our 
subcontractors relating to, among other things, the quality and timeliness of work performed, customer concerns about the 
subcontractor, or faulty workmanship, resulting in claims against us for failure to meet required project specifications and 
negatively impacting our financial condition and results of operations.

These  third  parties  are  subject  to  fluctuations  in  global  economic  cycles  and  conditions  and  other  business  risk  factors 
which may adversely impact their ability to operate their businesses. The performance and financial condition of the third 
parties  may  cause  us  to  alter  our  business  terms  or  to  cease  doing  business  with  a  particular  third  party  or  change  our 
sourcing practices.

11

We  may  not  be  able  to  utilize  our  capacity  efficiently  or  accurately  plan  our  capacity  requirements,  which  may 
negatively affect our business and operating results.

We  increase  our  production  and  services  capacity  and  the  overhead  supporting  order  fulfillment  based  on  anticipated 
market demand. Market demand, however, has not always developed as expected or remained at a consistent level. This 
underutilization risk can potentially decrease our profitability and result in the impairment of certain assets.

The following factors are among those that could complicate capacity planning for market demand:

•
•
•
•
•
•
•
•

changes in the demand for and mix of products that our customers buy;
our ability to add and train our manufacturing staff in advance of demand;
the market’s pace of technological change;
variability in our manufacturing or services productivity;
long lead times for and availability of raw materials and components used in production;
our ability to engage qualified third parties;
geography of the order and related shipping methods; and
long lead times for our plant and equipment expenditures.

We operate in highly competitive markets and face significant competition and pricing pressures. If we are unable 
to  keep  up  with  the  rapidly  changing  product  developments  and  new  technologies  or  if  we  cannot  compete 
effectively, we could lose market share and orders, which would negatively impact our results of operations.

The  electronic  display  industry  is  characterized  by  ongoing  product  improvement,  innovations  and  development.  We 
compete against products produced in foreign countries and the United States. Our competitors may develop lower-cost or 
lower-featured products, may be willing to charge lower prices to increase their market share, or market new and unique 
product, service and controller offerings. Some competitors have more capital and other resources, which may allow them 
to  take  advantage  of  acquisition  opportunities  or  adapt  more  quickly  to  changes  in  customer  requirements.  Other 
competitors use sponsorships as a way to win business at a particular location or market. In addition, our products compete 
with other forms of advertising, such as television, print media and fixed display signs. To remain competitive, we must 
anticipate  and  respond  quickly  to  provide  products  and  services  our  customers’  needs,  enhance  our  existing  products, 
introduce new products and features, and continue to price our products competitively.

We enter into fixed-price contracts, which could reduce our profits if actual costs exceed estimated costs.

Because of the complexity of many of our client contracts, accurately estimating the cost, scope and duration of a particular 
contract can be a difficult task. Unanticipated costs that exceed our original estimates may not be recoverable under fixed 
price contracts. Unanticipated cost increases may occur as a result of several factors including, but not limited to: increases 
in  the  cost,  shortages  or  non-availability  of  materials  or  labor;  unanticipated  technical  problems;  required  project 
modifications  not  initiated  by  the  customer;  suppliers’  or  subcontractors’  failure  to  perform  or  delay  in  performing  their 
obligations;  logistics  disruptions  or  delays;  and  capacity  constraints.  In  addition  to  increased  costs,  these  factors  could 
delay delivery of products, which may result in the assessment of liquidated damages or other contractual damages which 
would negatively impact our profits.

Backlog may not be indicative of future revenue or profitability.

Many  of  our  products  have  long  sales,  delivery  and  acceptance  cycles.  In  addition,  our  backlog  is  subject  to  order 
cancellations and delays. Orders normally contain cancellation provisions to permit our recovery of costs expended as well 
as a pro-rata portion of the profit. If projects are delayed, revenue recognition can occur over longer periods of time, and 
projects  may  remain  in  backlog  for  extended  periods  of  time.  If  we  receive  relatively  large  orders  in  any  given  quarter, 
fluctuations  in  the  levels  of  the  quarterly  backlog  can  result  because  the  backlog  may  reach  levels  which  may  not  be 
sustained in subsequent quarters.

Our  results  of  operations  on  a  quarterly  and  annual  basis  have  and  are  likely  to  continue  to  fluctuate  and  be 
substantially affected by the size and timing of large contract order awards.

Customer  demand  and  the  timing  and  size  of  large  contracts  create  volatility  in  supply  chain  planning  and  capacity 
requirements to fulfill orders. Awards of large contracts and their timing and amounts are difficult to predict, may not be 
repeatable,  and  are  outside  of  our  control.  Market  demand  has  not  always  developed  as  expected  or  remained  at  a 

12

consistent level. Adjusting supply chain material planning and production and services capacity to meet this varied demand 
can  increase  costs.  Large  contracts  or  customer  awards  include  projects  for  college  and  professional  sports  facilities 
markets, the OOH niche, the transportation market, and the large spectacular niche. These projects can have short delivery 
time frames. Some factors that may cause our operating results to vary due to timing and size of the awards include:

•
•
•
•
•
•
•

the timing of orders and related deliveries, including delays or cancellations of orders;
our ability to obtain raw materials and components timely and at reasonable prices;
our ability to adjust and utilize production and services capacity;
our ability to engage third parties to support production and fulfillment;
new product introductions;
variations in product mix; and
customer financial wherewithal and the related economic conditions impacting their business.

Operating results in one or more quarters or a fiscal year may not be indicative of future operating results.

Our actual results could differ from the estimates and assumptions we make to prepare our financial statements, 
which could have a material impact on our financial condition and results of operations.

In connection with the preparation of our financial statements, including the Consolidated Financial Statements included in 
this  Form  10-K,  our  management  is  required  under  GAAP  to  make  estimates  and  assumptions  based  on  historical 
experience  and  other  factors.  Our  most  critical  accounting  estimates  are  described  in  "Part  II,  Item  7.  Management's 
Discussion and Analysis of Financial Condition and Results of Operations" in this Form 10-K.

These  estimates  and  assumptions  affect  the  timing  of  net  sales,  costs,  and  profits  or  losses  in  applying  the  principles  to 
contracts with customers under the cost incurred input method; credit losses for accounts receivables and contract assets; 
the  valuation  of  inventory;  estimated  amounts  for  warranty  costs;  the  calculation  and  valuation  of  our  investments  and 
deferred tax assets; the valuation of our investment in unconsolidated subsidiaries; fair value estimates used in goodwill 
and long-term assets testing; and estimating the impact of uncertainties in the application of complex tax laws. Although 
we  believe  these  estimates  and  assumptions  are  reasonable  under  the  circumstances,  they  are  subject  to  significant 
uncertainties, some of which are beyond our control. If management's estimates and assumptions change or are not correct, 
our financial condition or results of operation could be adversely affected.

Unanticipated warranty and other costs for defective products could adversely affect our financial condition, results 
of operations and reputation.

We provide warranties on our products with terms varying from one to 10 years. In addition, we offer extended warranties. 
These  warranties  require  us  to  repair  or  replace  faulty  products  and  meet  certain  performance  standards,  among  other 
customary warranty provisions. Although we continually monitor our warranty claims and accrue a liability for estimated 
warranty costs, unanticipated claims could have a material adverse impact on our financial results. In some cases, we may 
be  able  to  subrogate  a  claim  back  to  a  subcontractor  or  supplier  if  the  subcontractor  or  supplier  supplied  the  defective 
product or performed the service, but this may not always be possible. In addition, the need to repair or replace products 
with design and manufacturing defects could adversely affect our reputation. Remediation of a claim may take time and 
could  result  in  lost  or  deferred  revenue,  lead  to  costly  warranty  expenses,  and  have  a  material  adverse  impact  on  our 
financial condition and operating results.

The  terms  and  conditions  of  our  credit  facilities  impose  restrictions  on  our  operations,  and  if  we  default  on  our 
credit facilities, it could have a material adverse effect on our results of operations and financial condition and make 
us vulnerable to adverse economic or industry conditions and cause liquidity issues.

The terms and conditions of our credit facilities impose restrictions limiting our ability to incur debt, contingent liabilities, 
lease  obligations  or  liens;  make  a  substantial  change  of  ownership;  or  acquire  or  purchase  a  business  or  its  assets.  Our 
credit  facilities  also  impose  certain  financial  covenants  on  us  which  restrict  the  level  of  cash  dividends  and  capital 
expenditures. A breach of any of these covenants could result in an event of default under our credit facilities. Upon the 
occurrence of an event of default, the lender could elect to declare any and all amounts outstanding under such facilities to 
be  immediately  due  and  payable  and  terminate  all  commitments  to  extend  further  credit.  For  additional  information  on 
financing agreements, see "Note 7. Financing Agreements" of the Notes to our Consolidated Financial Statements included 
in this Form 10-K.

13

For  the  foreseeable  future,  it  is  anticipated  that  our  cash  on  hand,  marketable  securities,  cash  provided  by  operating 
activities,  and  borrowings  under  our  existing  credit  facilities  should  provide  sufficient  funds  to  finance  our  capital 
expenditures and working capital needs and otherwise meet operating expenses and debt service requirements. However, if 
additional capital is required or we are unable to renew our existing credit facilities at all or on a timely basis, there can be 
no  assurance  we  will  be  able  to  obtain  such  capital  when  needed  or  on  satisfactory  terms.  Also,  market  conditions  can 
negatively impact our customers' ability to fund their projects and can impact our vendors, suppliers, and subcontractors 
and may not allow them to meet their obligations to us.

Unanticipated events resulting in credit losses to us could have a material adverse impact on our financial results.

Significant  portions  of  our  sales  are  to  customers  who  place  large  orders  for  custom  products.  We  closely  monitor  the 
creditworthiness of our customers and have not, to date, experienced significant credit losses. We mitigate our exposure to 
credit  risk,  to  some  extent,  by  requiring  deposits,  payments  prior  to  shipment,  progress  payments,  payment  bonds  and 
letters  of  credit.  However,  because  some  of  our  exposure  to  credit  losses  is  outside  of  our  control,  unanticipated  events 
resulting in credit losses could have a material adverse impact on our operating results.

If we became unable to obtain adequate surety bonding or letters of credit, it could adversely affect our ability to 
bid on new work, which could have a material adverse effect on our future revenue and business prospects.

In  line  with  industry  practice,  we  are  often  required  to  provide  performance  and  surety  bonds  to  customers  and  may  be 
required  to  provide  letters  of  credit.  These  bonds  and  letters  of  credit  provide  credit  support  for  the  client  if  we  fail  to 
perform our obligations under the contract. If security is required for a project and we are unable to obtain a bond or letter 
of credit on terms acceptable to us and our client, we may not be able to pursue that project. In addition, bonding may be 
more difficult to obtain in the future or may be available only at significant additional cost as a result of general conditions 
that affect the insurance and bonding markets.

We may be unable to protect our intellectual property rights effectively, or we may infringe upon the intellectual 
property rights of others, either of which may have a material adverse effect on our operating results and financial 
condition.

We rely on a variety of intellectual property rights we use in our products and services. We may not be able to successfully 
preserve our intellectual property rights in the future, and these rights could be invalidated, circumvented or challenged. In 
particular, the laws of certain countries in which our products are sold do not protect our products and intellectual property 
rights to the same extent as the laws of the United States. If litigation is necessary in the future to enforce our intellectual 
property rights, to protect our trade secrets or to determine the validity and scope of the proprietary rights of others, such 
litigation could result in substantial costs and diversion of resources even if we ultimately prevail.

In  addition,  intellectual  property  rights  of  others  also  have  an  impact  on  our  ability  to  offer  some  of  our  products  and 
services for specific uses or at competitive prices. Competitors' patents or other intellectual property may limit our ability 
to offer products or services to our customers. Any infringement or claimed infringement by us of the intellectual property 
rights of others could result in litigation and adversely affect our ability to continue to provide, or could increase the cost of 
providing, products and services.

Geopolitical issues, conflicts and other global events could adversely affect our results of operations and financial 
condition.

Our  business  is  subject  to  global  political  issues  and  conflicts.  Such  political  issues  and  conflicts  could  have  a  material 
adverse effect on our results of operations and financial condition if they escalate into geographies in which we do business 
or  obtain  materials  for  production.  In  addition,  changes  in  and  adverse  actions  by  various  governments  could  have  a 
material adverse effect on our results of operations and financial condition. For example, the recent and continuing conflict 
arising  from  the  invasion  of  Ukraine  by  Russia  could  adversely  impact  macroeconomic  conditions,  give  rise  to  regional 
instability  and  result  in  heightened  economic  tariffs,  sanctions  and  import-export  restrictions  from  the  U.S.  and  the 
international  community  in  a  manner  that  adversely  affects  our  Company,  including  to  the  extent  that  any  such  actions 
cause  material  business  interruptions  or  restrict  our  ability  in  this  region  to  conduct  business  with  certain  suppliers  or 
vendors. Additionally, such conflict or sanctions may significantly devalue various global currencies and have a negative 
impact on economies in geographies in which we do business.

14

Weakened  global  economic  or  recessionary  conditions  may  adversely  affect  our  industry,  business  and  results  of 
operations.

Our overall performance depends in part on worldwide economic conditions. The United States and other key international 
economies  have  experienced  downturns  and  recessions,  including  the  COVID-19  related  downturn,  from  time  to  time 
during which economic activity was impacted by falling demand for a variety of goods and services; restricted credit; poor 
liquidity;  reduced  corporate  profitability;  volatility  in  credit,  equity  and  foreign  exchange  markets;  increased 
unemployment; bankruptcies; and overall uncertainty with respect to the economy. These conditions affect consumer and 
entertainment  spending  and  could  adversely  affect  our  customers’  ability  or  willingness  to  purchase  our  products,  delay 
prospective customers’ purchasing decisions, reduce the value of their contracts, or affect attrition rates, all of which could 
adversely affect our operating results.

Unexpected events, including natural disasters and pandemics, may increase our cost of doing business or disrupt 
our operations.

The occurrence of one or more unexpected events, including war, terrorist acts, pandemics, fires, tornadoes, floods, severe 
weather and natural disasters in the United States or in other countries in which we operate may disrupt our operations as 
well  as  the  operations  of  our  customers.  Such  events  could  create  additional  uncertainties,  forcing  customers  to  reduce, 
delay, or cancel already planned projects. These events could result in damage to, and a complete or partial closure of, one 
or more of our manufacturing facilities, which could make it difficult to supply our customers with product and provide our 
employees with work, thereby adversely affecting our business, operating results or financial condition.

Our global operations expose us to global regulatory, geopolitical, economic and social changes and add additional 
risks and uncertainties which can harm our business, operating results, and financial condition.

Our United States and foreign operations, sales, earnings, and strategies for profitable growth can be adversely affected by 
global  conditions  and  compliance  with  global  regulations  and  governmental  orders.  Global  conditions  include  political 
developments;  economic  changes;  unfavorable  trading  policies;  difficulties  in  staffing  and  managing  global  operations; 
changes in foreign and domestic governmental regulations or requirements, treaty and trade relationships; the imposition of 
government orders that differ among jurisdictions, including mandatory closures, work-from-home and lock-down orders 
and social distancing protocols, or other restrictions related to the COVID-19 pandemic; changes in monetary and fiscal 
policies; changes in laws and regulations; or other activities of the United States and other foreign governments, agencies, 
and similar organizations. These conditions include, but are not limited to, changes in a country's or region's economic or 
political  conditions;  pricing  and  marketing  of  products;  local  labor  conditions  and  regulations;  reduced  protection  of 
intellectual  property  rights;  changes  in  the  regulatory  or  legal  environment;  lack  of  well-developed  legal  systems; 
restrictions and foreign exchange rate fluctuations; and burdensome taxes and tariffs and other trade regulations or barriers. 
Other  exposures  and  uncertainties  that  exist  include  changing  social  conditions  and  attitudes,  terrorism,  or  political 
hostilities and war. Other difficulties of global operations include staffing and managing our various locations, including 
logistical  and  communication  challenges.  The  likelihood  of  such  occurrences  and  their  overall  effect  on  us  vary  greatly 
from country to country and are not predictable.

Our future results may be affected by compliance risks related to United States and other countries' anti-bribery 
and  anti-corruption  laws,  trade  controls,  economic  sanctions,  and  similar  laws  and  regulations.  Our  failure  to 
comply  with  these  laws  and  regulations  could  subject  us  to  civil,  criminal  and  administrative  proceedings  or 
penalties and harm our reputation.

Doing business on a worldwide basis requires us to comply with the laws and regulations of the United States government 
and various foreign jurisdictions. These laws and regulations place restrictions on our operations, trade practices, partners, 
customers, and investments.

In particular, we and our operations are subject to U.S. and foreign anti-corruption and trade control laws and regulations, 
such  as  the  United  States  Foreign  Corrupt  Practices  Act  (the  “FCPA”);  the  United  Kingdom  Bribery  Act  (the  “Bribery 
Act”);  and  export  controls  and  economic  sanctions  programs,  including  those  administered  by  the  U.S.  Treasury 
Department’s Office of Foreign Assets Control (“OFAC”), the State Department’s Directorate of Defense Trade Controls 
(the “DDTC”), and the Bureau of Industry and Security of the U.S. Department of Commerce.

As  part  of  our  business,  we  deal  with  state-owned  business  enterprises,  the  employees  of  which  are  considered  to  be 
foreign officials for purposes of the FCPA's prohibition on United States companies from engaging in bribery, providing 

15

anything  of  value,  or  making  other  prohibited  payments  to  foreign  officials  for  the  purpose  of  obtaining  or  retaining 
business, and other similar regulations in other areas of the world. In addition, the provisions of the Bribery Act apply to 
the  bribery  of  foreign  officials  and  to  transactions  with  individuals  that  a  government  does  not  employ.  The  FCPA  also 
requires  us  to  maintain  specific  record-keeping  standards  and  adequate  internal  accounting  controls.  In  addition,  we  are 
subject  to  similar  requirements  in  other  countries.  Some  of  the  international  locations  in  which  we  do  business  lack  a 
developed legal system and have higher than normal levels of corruption. Our expansion outside of the United States, and 
our  development  of  new  partnerships  and  joint  venture  relations  worldwide,  could  increase  the  risk  of  violation  of  the 
FCPA, OFAC, the Bribery Act or similar laws and regulations.

As an exporter, we must comply with various laws and regulations relating to the export of products and technology from 
the U.S. and other countries having jurisdiction over our operations and trade sanctions against embargoed countries and 
destinations administered by OFAC. Before shipping certain items, we must obtain an export license or verify that license 
exemptions are available. Any failures to comply with these laws and regulations could result in fines, adverse publicity, 
and restrictions on our ability to export our products. Repeat failures could carry more significant penalties.

Bribery, corruption, and trade laws and regulations, and the enforcement thereof, are increasing in frequency, complexity 
and severity on a global basis. Violations of anti-corruption, anti-bribery and trade control laws and sanctions regulations 
are punishable by civil penalties, including fines, denial of export privileges, injunctions, asset seizures, debarment from 
government  contracts  and  revocations  or  restrictions  of  licenses,  as  well  as  criminal  fines  and  imprisonment,  and  could 
harm  our  reputation,  create  negative  shareholder  sentiment  and  affect  our  share  value.  We  have  established  policies  and 
procedures with the intention of providing reasonable assurance of compliance with these laws and regulations and trained 
our  employees  to  comply  with  these  laws  and  regulations.  However,  our  employees,  contractors,  agents  and  licensees 
involved  in  our  international  operations  may  take  actions  in  violations  of  such  policies.  If  our  employees,  agents, 
distributors, suppliers and other third parties with whom we do business violate anti-bribery, anti-corruption or similar laws 
and regulations, we may incur severe fines, penalties and reputational damage. Additionally, there can be no assurance that 
our policies and procedures will effectively prevent us from violating these regulations in every transaction in which we 
may  engage  or  provide  a  defense  to  any  alleged  violation.  In  particular,  we  may  be  held  liable  for  the  actions  that  our 
partners take inside or outside of the United States even though we are not aware of such actions or our partners may not be 
subject  to  these  laws.  Such  a  violation,  even  if  our  policies  prohibit  it,  could  have  an  adverse  effect  on  our  reputation, 
business, financial condition and results of operations. In addition, various state and municipal governments, universities 
and  other  investors  maintain  prohibitions  or  restrictions  on  investments  in  companies  that  do  business  with  sanctioned 
countries,  persons  and  entities,  which  could  adversely  affect  our  reputation,  business,  financial  condition  and  results  of 
operations.

Global tax law changes may adversely affect our business, financial condition and results of operations.

We are subject to the income tax laws of the United States and its various state and local governments as well as several 
foreign tax jurisdictions. Our future income taxes could be materially adversely affected by changes in the amount or mix 
of  earnings  amongst  countries  with  differing  statutory  tax  rates,  changes  in  the  valuation  of  deferred  tax  assets  and 
liabilities, changes in tax rates or the interpretation of tax rules and regulations in jurisdictions in which we do business, 
changes in tax laws, or the outcome of income tax audits and any related litigation. The U.S. Tax Cuts and Jobs Act of 
2017 is one such example of legislation that has impacted our effective tax rate.

Further changes in the tax laws of the United States and foreign jurisdictions could arise, including additional tax reform in 
the  United  States  and  the  base  erosion  and  profit  shifting  project  undertaken  by  the  Organization  for  Economic  Co-
operation and Development (“OECD”). Both the United States tax reform and the OECD proposed recommendations, in 
some cases, would make substantial changes to numerous long-standing tax positions and principles. These contemplated 
changes could increase tax uncertainty and may adversely affect our business, financial condition and results of operations.

Acquisitions, partial investments, and divestitures pose financial, management and other risks and challenges.

We routinely explore investing in or acquiring other businesses and related assets to complement or enhance our business 
strategies.  These  investments  are  often  made  to  increase  customer  relations  and  market  base,  expand  geographically,  or 
obtain  technological  advances  to  support  our  solution  portfolio.  Periodically,  we  may  also  consider  disposing  of  these 
businesses, partial investments, assets, or other lines of business.

16

The financial, management and other risks and challenges associated with these activities include, but are not limited to, 
the following:

•
•
•
•

•
•
•
•
•
•
•

•

diversion of management attention;
difficulty with integrating acquired businesses;
adverse impact on overall profitability if the expanded operations do not achieve the strategic benefits forecasted;
potential loss or adverse relationship with or a change of key employees, customers, or suppliers of the acquired 
business;
inability to effectively manage our expanded operations;
difficulty with the integration of different corporate cultures;
personnel issues;
increased expenses;
assumption of unknown liabilities and indemnification obligations;
potential disputes with the buyers or sellers;
the time involved in evaluating or modifying the financial systems of an acquired business and the establishment 
of appropriate internal controls; and
incorrect estimates made in the accounting for the transaction that cause misstatements of acquisition assets and 
liabilities.

There can be no assurance that we will engage in any acquisitions or divestitures or that we will be able to do so on terms 
that will result in any expected benefits. 

Our  financial  results  are  impacted  negatively  or  positively  from  our  proportionate  share  of  our  affiliates  financial 
performance.  Any  reduction  or  impairment  of  the  value  of  an  investment  and  related  acquired  assets,  goodwill,  or 
investments in affiliates would result in charges against earnings, which would adversely affect our results of operations in 
future periods.

If goodwill or other intangible assets in connection with our acquisitions become impaired, we could take significant 
non-cash charges against earnings.

We  have  pursued  and  will  continue  to  seek  potential  acquisitions  to  complement  and  expand  our  existing  businesses, 
increase our revenues and profitability, and expand our markets. As a result of prior acquisitions, we have goodwill and 
intangible assets recorded in our consolidated balance sheets as described in "Note 4. Goodwill and Intangible Assets" of 
the Notes to our Consolidated Financial Statements included in this Form 10-K.

Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired in a 
business combination. Goodwill is not amortized and remains in our consolidated balance sheets indefinitely unless there is 
an impairment or a sale of a portion of the business. Under current accounting guidelines, we must assess, at least annually, 
whether the value of goodwill and other intangible assets has been impaired. Any reduction or impairment of the value of 
goodwill  or  other  intangible  assets  will  result  in  charges  against  earnings,  which  would  adversely  affect  our  results  of 
operations in future periods.

We had no impairments in fiscal 2022, 2021, and 2020.

Our  data  systems  could  fail,  or  their  security  could  be  compromised,  causing  a  material  adverse  effect  on  our 
business.

We  rely  heavily  on  digital  technologies  for  the  successful  operation  of  our  business,  for  the  support  of  our  controller 
offerings,  and  for  the  collection  and  retention  of  business  data.  Any  failure  of  our  digital  systems,  or  any  breach  of  our 
systems’ security measures, could adversely affect our operations, at least until our data can be restored and/or the breaches 
remediated. Despite the security measures we have in place, our facilities and systems and those of our third-party service 
providers  may  be  vulnerable  to  cybersecurity  breaches,  acts  of  vandalism,  computer  viruses,  misplaced  or  lost  data, 
programming  issues,  and/or  human  errors  or  other  similar  events.  Any  misappropriation,  loss  or  other  unauthorized 
disclosure  of  confidential  or  personally  identifiable  information,  whether  by  us  or  by  our  third-party  service  providers, 
could adversely affect our business and operations. We could face significant fines and penalties under various global laws 
revolving  around  data  loss,  lack  of  adequate  date  protection  or  lack  of  required  reporting.  Any  disruption  in  our  digital 
technologies could affect our business and operations, causing potentially significant expenses to recover and modify the 

17

data  systems,  to  reimburse  customers'  losses,  and  to  investigate  and  remediate  any  vulnerabilities,  which  could  severely 
damage our reputation with customers, suppliers, employees and investors and expose us to risk of litigation and liability.

Regulation in the areas of privacy, data protection and information security could increase our costs and affect or 
limit our business opportunities and how we collect or use personal information.

As  privacy,  data  protection  and  information  security  laws,  including  data  localization  laws,  are  interpreted  and  applied, 
compliance  costs  may  increase,  particularly  in  the  context  of  ensuring  that  adequate  data  protection  and  data  transfer 
mechanisms are in place. In recent years, there have been increasing regulatory enforcement and litigation activities in the 
areas of privacy, data protection and information security in the U.S. and in various countries in which we operate.

In  addition,  state  and  federal  legislators  and/or  regulators  in  the  U.S.  and  other  countries  in  which  we  operate  are 
increasingly  adopting  or  revising  privacy,  data  protection  and  information  security  laws  that  potentially  could  have 
significant  impact  on  our  current  and  planned  privacy,  data  protection  and  information  security-related  practices;  our 
collection, use, sharing, retention and safeguarding of consumer and/or employee information; and some of our current or 
planned business activities. New legislation or regulation could increase our costs of compliance and business operations 
and could reduce revenues from certain business initiatives. Moreover, the application of existing or new laws to existing 
technology and practices can be uncertain and may lead to additional compliance risk and cost.

Compliance  with  current  or  future  privacy,  data  protection  and  information  security  laws  relating  to  consumer  and/or 
employee data, including the General Data Protection Regulation in the European Union and similar laws in other regions 
of  the  world,  including  the  United  States,  could  result  in  higher  compliance  and  technology  costs  and  could  restrict  our 
ability to provide certain products and services, which could materially and adversely affect our results of operations. Our 
failure  to  comply  with  privacy,  data  protection  and  information  security  laws  could  result  in  potentially  significant 
regulatory  and/or  governmental  investigations  and/or  actions,  litigation,  fines,  sanctions,  ongoing  regulatory  monitoring, 
customer attrition, customer indemnity claims, decreases in the use or acceptance of our products and services, and damage 
to our reputation and our brand.

We may fail to continue to attract, develop and retain key management personnel, which could negatively impact 
our operating results.

We depend on the performance of our senior executives and key employees, including experienced and skilled technical 
personnel. The loss of any of our senior executives could negatively impact our operating results and ability to execute our 
business  strategy.  Our  future  success  will  also  depend  upon  our  ability  to  attract,  train,  motivate  and  retain  qualified 
personnel.

Although we intend to continue to provide competitive compensation packages to attract and retain key personnel, some of 
our  competitors  for  these  employees  have  greater  resources  and  more  experience,  making  it  difficult  for  us  to  compete 
successfully for key personnel. If we cannot attract and retain sufficiently qualified technical employees for our research 
and  development  and  manufacturing  operations,  we  may  be  unable  to  achieve  the  synergies  expected  from  mergers  and 
acquisitions  or  to  develop  and  commercialize  new  products  or  new  applications  for  existing  products.  Furthermore, 
possible  shortages  of  key  personnel,  including  engineers,  could  require  us  to  pay  more  to  hire  and  retain  key  personnel, 
thereby increasing our costs.

The outcome of pending and future claims, investigations or litigation can have a material adverse impact on our 
business, financial condition, and results of operations.

We  are  involved  from  time  to  time  in  a  variety  of  litigation,  investigations,  inquires  or  similar  matters  arising  in  our 
business. Litigation, investigations and regulatory proceedings are subject to inherent uncertainties, and unfavorable rulings 
and outcomes can and do occur. Pending or future claims against us could result in professional liability, product liability, 
criminal liability, warranty obligations, indemnity claims, or other liabilities to the extent we are not insured against a loss 
or our insurance fails to provide adequate coverage. Also, a well-publicized actual or perceived threat of litigation could 
adversely affect our reputation and reduce the demand for our products. See "Note 16. Commitments and Contingencies" 
of  the  Notes  to  our  Consolidated  Financial  Statements  included  in  this  Form  10-K  for  further  information  on  litigation 
obligations.

18

Our business involves the use of hazardous materials, and we must comply with environmental, health and safety 
laws and regulations, which can be expensive and restrict how we do business.

Our business involves the blending, controlled storage, use and disposal of hazardous materials. We and our suppliers are 
subject  to  federal,  state,  local  and  foreign  laws  and  regulations  governing  the  use,  manufacture,  storage,  handling  and 
disposal of these hazardous materials. Although we believe the safety procedures we utilize for handling and disposing of 
these  materials  comply  with  the  standards  prescribed  by  these  laws  and  regulations,  we  cannot  eliminate  the  risk  of 
accidental  contamination  or  injury  from  these  materials.  In  the  event  of  an  accident,  local,  state,  federal  or  foreign 
authorities may curtail the use of these materials and interrupt our business operations. If we are subject to any liability as a 
result  of  activities  involving  hazardous  materials,  our  business,  financial  condition  and  results  of  operations  may  be 
adversely affected, and our reputation may be harmed.

If our internal control over financial reporting is found to be ineffective, our financial statements may not be fairly 
stated, raising concerns for investors and potentially adversely affecting our stock price.

Under Section 404 of the Sarbanes-Oxley Act of 2002, we are required to evaluate and determine the effectiveness of our 
internal controls over financial reporting. We have made, and will continue to make, changes to our internal controls and 
procedures for financial reporting and accounting systems to meet our reporting obligations as a public company. We may 
encounter  problems  or  delays  in  completing  the  review  and  evaluation,  implementing  improvements,  or  receiving  a 
positive attestation from our independent registered public accounting firm. In addition, our assessment of internal controls 
may  identify  deficiencies  in  our  internal  controls  over  financial  reporting  or  other  matters  which  may  raise  concerns  for 
investors and adversely affect our stock price.

Insurance coverage can be difficult or expensive to obtain, and our failure to obtain adequate insurance coverage 
could adversely affect our financial condition or results of operations.

We  maintain  insurance  both  as  a  corporate  risk  management  strategy  and  to  satisfy  the  requirements  of  many  of  our 
contracts  with  customers.  As  the  costs  and  availability  of  insurance  change,  we  may  decide  not  to  be  covered  against 
certain  losses  where,  in  the  judgment  of  management,  the  insurance  is  not  warranted  due  to  the  cost  or  availability  of 
coverage or the remoteness of the perceived risk. We cannot provide assurance that all necessary or appropriate insurances 
will be available, cover every type of loss incurred, or be able to be economically secured. For example, some insurers limit 
coverages, increase premium costs or increase deductibles when global catastrophic events occur. As part of our corporate 
risk management strategy, we monitor and place our coverages with financially strong insurers, layer our risk with multiple 
insurers,  and  seek  advice  on  the  amount,  breadth  and  type  of  insurance  coverages  to  protect  our  interests.  We  also 
contractually require subcontractors and others working on our behalf to carry common insurance coverages for the types 
of work they perform to mitigate any risk of our loss. Our failure to obtain adequate insurance coverage could adversely 
affect our financial condition or results of operations.

We  have  been  required  to  conduct  a  good  faith  reasonable  country  of  origin  analysis  on  our  use  of  “conflict 
minerals”, which has imposed and may impose additional costs on us and could raise reputational challenges and 
other risks.

The  SEC  has  promulgated  rules  in  connection  with  the  Dodd-Frank  Wall  Street  Reform  and  Consumer  Protection  Act 
regarding disclosure of the use of certain minerals, known as conflict minerals, mined from the Democratic Republic of the 
Congo and adjoining countries. As required, we have filed annual Forms SD with the SEC since 2014 reporting our work 
performed to gain information on the source of conflict minerals we use. We incur costs associated with complying with 
these disclosure requirements. As we continue our due diligence, we may face reputational challenges if we continue to be 
unable to verify the origins of all conflict minerals used in our products. We may also encounter challenges in our efforts to 
satisfy customers that may require all of the components of products purchased to be certified as conflict free. If we are not 
able to meet customer requirements, customers may choose to disqualify us as a supplier.

Risks Related to an Investment in Our Common Stock

The  protections  we  have  adopted  and  to  which  we  are  subject  may  discourage  takeover  offers  favored  by  our 
shareholders.

Our  articles  of  incorporation,  by-laws  and  other  corporate  governance  documents  and  the  South  Dakota  Business 
Corporation Act ("SD Act") contain provisions that could have an anti-takeover effect and discourage, delay or prevent a 

19

change in control or an acquisition that many shareholders may find attractive. These provisions make it more difficult for 
our shareholders to take some corporate actions and include provisions relating to:

•

•

•

•

•

the  ability  of  our  Board  of  Directors,  without  shareholder  approval,  to  authorize  and  issue  shares  of  stock  with 
voting, liquidation, dividend and other rights and preferences that are superior to our common stock;
the classification of our Board of Directors, which effectively prevents shareholders from electing a majority of 
the directors at any one meeting of shareholders;
the adoption of a shareholder rights agreement providing for the exercise of junior participating preferred stock 
purchase rights when a person becomes the beneficial owner of 20 percent or more of our outstanding common 
stock and upon the occurrence of certain similar events (subject to certain exceptions);
under  the  SD  Act,  limitations  on  the  voting  rights  of  shares  acquired  in  specified  types  of  acquisitions  and 
restrictions on specified types of business combinations; and
under the SD Act, prohibitions against engaging in a “business combination” with an “interested shareholder” for 
a period of four years after the date of the transaction in which the person became an interested shareholder unless 
the business combination is approved.

These  provisions  may  deny  shareholders  the  receipt  of  a  premium  on  their  common  stock,  which  in  turn  may  have  a 
depressive effect on the market price of our common stock.

Our common stock has at times been thinly traded, which may result in low liquidity and price volatility.

The  daily  trading  volume  of  our  common  stock  has  at  times  been  relatively  low.  If  this  were  to  occur  in  the  future,  the 
liquidity and appreciation of our common stock may not meet our shareholders’ expectations, and the price at which our 
stock trades may be volatile. The market price of our common stock could be adversely impacted as a result of sales by 
existing  shareholders  of  a  large  number  of  shares  of  common  stock  in  the  market  or  by  the  perception  such  sales  could 
cause.

Significant changes in the market price of our common stock could result in securities litigation claims against us.

The market price of our common stock has fluctuated and will likely continue to fluctuate. In the past, companies that have 
experienced significant changes in the market price of their stock have been subject to securities litigation claims. We may 
be the target of this type of litigation in the future. Securities litigation against us could result in substantial costs and divert 
our management’s attention from other business concerns, which could harm our business.

Additionally,  if  we  fail  to  meet  or  exceed  the  expectations  of  securities  analysts  and  investors,  or  if  one  or  more  of  the 
securities  analysts  who  cover  us  adversely  change  their  recommendation  regarding  our  stock,  the  market  price  of  our 
common  stock  could  decline.  Moreover,  our  stock  price  may  be  based  on  expectations,  estimates  and  forecasts  of  our 
future  performance  that  may  be  unrealistic  or  that  may  not  be  met.  Further,  our  stock  price  may  fluctuate  based  on 
reporting by the financial media, including television, radio, press reports and blogs.

There can be no assurance that we will pay dividends on our common stock.

Our Board of Directors approved regular dividends from fiscal 2006 until March 2020. The declaration, amount and timing 
of  such  dividends  are  determined  by  our  Board  of  Directors  at  its  discretion.  Such  determinations  are  subject  to  capital 
availability,  compliance  with  all  respective  laws  and  our  agreements  applicable  to  the  declaration  and  payment  of  cash 
dividends, our strategic investment cash needs, our business outlook and other factors balancing our long-term needs of our 
business and the interests of our shareholders.

Our  ability  to  pay  dividends  will  depend  upon,  among  other  factors,  our  cash  balances  and  potential  future  capital 
requirements  for  strategic  transactions,  including  acquisitions,  results  of  operations,  financial  condition  and  other  factors 
that our Board of Directors may deem relevant. A reduction in or elimination of our dividend payments and/or our dividend 
program could have a material negative effect on our stock price.

On  April  1,  2020,  our  Board  of  Directors  announced  the  suspension  of  dividends  for  the  foreseeable  future.  We  believe 
these  measures  still  are  necessary  to  help  preserve  our  ability  to  borrow  for  liquidity  needs  and  help  us  to  be  well 
positioned when the COVID-19 pandemic passes and economies recover.

20

Our  executive  officers,  directors  and  principal  shareholders  have  the  ability  to  significantly  influence  all  matters 
submitted to our shareholders for approval.

Co-founder Dr. Aelred Kurtenbach served as our Chairman of the Board until September 3, 2014. Dr. Aelred Kurtenbach's 
family  members  currently  serve  as  executive  officers  of  the  Company.  His  son,  Mr.  Reece  Kurtenbach,  serves  as  our 
Chairman  of  the  Board  and  Chief  Executive  Officer  and  two  other  children  serve  as  our  Vice  President  of  Human 
Resources and as our Vice President of Manufacturing. Together, these individuals, in the aggregate, beneficially owned 
9.8 percent of our outstanding common stock as of June 2, 2022, assuming the exercise by them of all of their options that 
were currently exercisable or that vest within 60 days of June 2, 2022. Our other executive officers and directors, in the 
aggregate, beneficially owned an additional 4.0 percent of our outstanding common stock as of June 2, 2022, assuming the 
exercise by them of all of their options currently exercisable or that vest within 60 days of June 2, 2022. Although this does 
not represent a majority of our outstanding common stock, if these shareholders were to choose to act together, they would 
be able to significantly influence all matters submitted to our shareholders for approval, as well as our management and 
affairs. For example, these persons, if they choose to act together, could significantly influence the election of directors and 
the  approval  of  any  merger,  consolidation,  sale  of  all  or  substantially  all  of  our  assets  or  other  business  combination  or 
reorganization requiring shareholder approval. This concentration of voting power could delay or prevent an acquisition of 
us on terms that other shareholders may desire. The interests of this group of shareholders may not always coincide with 
the interests of other shareholders, and they may act in a manner that advances their best interests and not necessarily those 
of other shareholders, including seeking a premium value for their common stock, that might affect the prevailing market 
price for our common stock.

Item 1B. UNRESOLVED STAFF COMMENTS

None.

Item 2. PROPERTIES

Our principal properties include space for manufacturing products, designing and testing new developments or processes, 
and  employee  collaboration  space.  Our  properties  are  generally  aligned  with  our  business  segments;  however,  we 
manufacture  the  same  products  across  our  manufacturing  facilities  to  efficiently  utilize  capacity  and  reduce  costs.  We 
consider all our properties to be both suitable and adequate to meet our requirements for the foreseeable future.

Our principal properties consist of the following:

Facilities

Owned or Leased

Square Footage

Facility Activities

Brookings, SD, USA

Redwood Falls, MN, USA
Ennistymon, Ireland

Sioux Falls, SD, USA
Shanghai, China

Owned

Owned
Owned

Leased
Leased

765,000

151,000
62,000

277,000
152,000

Corporate Office, Manufacturing, Sales, 
Service

Manufacturing, Sales, Service, Office
Manufacturing, Sales, Service, Office

Manufacturing, Sales, Service, Office
Manufacturing, Sales, Service, Office

We also utilize sales and service offices located throughout the United States, Canada, Europe, and the Asia-Pacific region. 
These spaces are generally small leased offices used for sales related activities. See "Note 9. Leases" of the Notes to our 
Consolidated Financial Statements included in this Form 10-K for further information on lease obligations.

Item 3. LEGAL PROCEEDINGS

We are involved in a variety of legal actions relating to various matters during the normal course of business. Although we 
are unable to predict the ultimate outcome of these legal actions, it is the opinion of management that the disposition of 
these matters, taken as a whole, will not have a material adverse effect on our financial condition or results of operations. 
See  "Note  16.  Commitments  and  Contingencies"  of  the  Notes  to  our  Consolidated  Financial  Statements  included  in  this 
Form 10-K for further information on any legal proceedings and claims.

21

Item 4. MINE SAFETY DISCLOSURES

 Not applicable.

PART II

Item  5.  MARKET  FOR  REGISTRANT’S  COMMON  EQUITY,  RELATED  STOCKHOLDER  MATTERS  AND 
ISSUER PURCHASES OF EQUITY SECURITIES

Stock Performance

Our common stock is quoted on The Nasdaq Global Select Market under the ticker symbol DAKT. Daily market activity, 
along with quoted prices and other trading information, are readily available for our common stock on numerous websites 
including www.nasdaq.com. As of June 2, 2022, we had 948 shareholders of record.

The following graph shows changes during the period from April 29, 2017 to April 30, 2022 in the value of $100 invested 
in: (1) our common stock; (2) The Nasdaq Composite; and (3) the Standard and Poor's 600 Index for Electronic Equipment 
Manufacturers. The values of each investment as of the dates indicated are based on share prices plus any cash dividends, 
with the dividends reinvested on the date they were paid. The calculations exclude trading commissions and taxes.

Share Repurchases

On June 17, 2016, our Board of Directors approved a stock repurchase program under which Daktronics may purchase up 
to $40 million of its outstanding shares of common stock. Under this program, we may repurchase shares from time to time 
in  open  market  transactions  and  in  privately  negotiated  transactions  based  on  business,  market,  applicable  legal 
requirements  and  other  considerations.  The  repurchase  program  does  not  require  the  repurchase  of  a  specific  number  of 
shares  and  may  be  terminated  at  any  time.  In  April  2020,  the  Board  suspended  the  program.  On  December  2,  2021,  the 
Board  of  Directors  of  Daktronics  voted  to  reauthorize  the  stock  repurchase  program.  During  fiscal  2021,  we  had  no 
repurchases of shares of our outstanding common stock. During fiscal 2022 and 2020, we repurchased 0.6 million and 1.0 
million, respectively, shares of common stock at a total cost of $3.2 million and $5.6 million, respectively. As of April 30, 
2022, we had $29.4 million of remaining capacity under our current share repurchase program. 

22

Index ValueComparison of 5 Year Cumulative Total ReturnAssumes Initial Investment of $100April 2022100.0098.1182.3251.8371.8739.02Daktronics IncNASDAQ Composite-Total ReturnS&P 600 Electric Equipment Manufacturers4.29.20174.28.20184.27.20195.02.20205.01.20214.30.2022020406080100120140160180200220240260280300320The  following  table  provides  information  about  share  repurchases  of  common  stock  during  the  fourth  quarter  of  fiscal 
2022: 

Total number of 
shares
purchased as 
part of
publicly 
announces plans
or programs

Approximate 
dollar value
of shares may 
yet be
purchased 
under the
share 
repurchase
program (1)

Total number of 
shares
purchased

Average price 
paid per
share (including 
fees)

— 

40,919  $ 

— 

40,919 

— 

4.50 

— 

—  $ 

29,539,079 

40,919 

— 

40,919 

29,354,956 

29,354,956 

Period

January 30, 2022 - February 26, 2022

February 27, 2022 - March 26, 2022

March 27, 2022 - April 30, 2022

Total

(1) The share repurchases described in the above table were made pursuant to the $40.0 million share repurchase program 
authorized by the Board of Directors on June 17, 2016 and reinstated on December 2, 2021.

Repurchases  of  shares  are  treated  as  dividends  under  the  South  Dakota  Business  Corporation  Act  (which  is  codified  as 
Chapter 47-1A to the South Dakota statutes), so our repurchases of shares could be affected by the limitations imposed on 
dividends in our credit facility, as further described in "Note 7. Financing Agreements" of the Notes to our Consolidated 
Financial Statements included in this Form 10-K.

Item 6. [Reserved]

Item  7.  MANAGEMENT’S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND  RESULTS  OF 
OPERATIONS

The following discussion provides our highlights and commentary related to factors impacting our financial conditions and 
further  describes  the  results  of  operations.  The  most  significant  risks  and  uncertainties  are  discussed  in  "Item  1A.  Risk 
Factors."

This discussion should be read in conjunction with the accompanying Consolidated Financial Statements and Notes to the 
Consolidated Financial Statements included in this Form 10-K.

Management's Discussion and Analysis - Fiscal 2021 compared to Fiscal 2020

The  comparison  of  fiscal  2021  with  fiscal  2020,  including  the  results  of  operations  and  liquidity,  can  be  found  in  the 
"Management's Discussion and Analysis" section of our Annual Report on Form 10-K for fiscal 2021, which comparison is 
incorporated by reference herein. 

EXECUTIVE OVERVIEW

Our mission is to be a world leader at informing and entertaining audiences through dynamic audio-visual communication 
systems. We organize into business units to focus on customer loyalty over time and earn new and replacement business as 
our products have a finite lifetime. See "Note 3. Segment Reporting" of the Notes to our Consolidated Financial Statements 
included  in  this  Form  10-K  for  further  information.  Our  strategies  include  the  creation  of  a  comprehensive  line  of 
innovative solutions and systems and our ability to create and leverage platform designs and technologies. These strategies 
align us to effectively deliver value to our varied customers and their market needs, while serving our stakeholders over the 
long-term.  We  focus  on  creating  local  capabilities  for  sales,  service,  and  manufacturing  in  geographies  with  expected 
digital market opportunities. We believe consistently generating profitable growth will provide value to our stakeholders 
(customers, employees, shareholders, suppliers, and communities).

23

 
 
 
 
 
 
 
 
 
 
 
 
We measure our success using a variety of measures including:

•

•
•
•
•

our percentage of market share by comparing our estimated revenue to the total estimated global digital display 
revenue;
our order growth compared to the overall digital market order change;
financial metrics such as annual order volume and profit change as compared to our previous financial results;
customer retention and expansion rates; and
our ability to generate profits over the long-term to provide a shareholder return.

Certain  factors  impact  our  ability  to  succeed  in  these  strategies  and  impact  our  business  units  to  varying  degrees.  For 
example, the overall manufacturing costs and the selling prices of our products impact profitability. Due to volatility in our 
supply  chain  and  labor  conditions,  our  manufacturing  costs  and  selling  prices  of  our  products  have  increased  during  the 
2022 fiscal year and may continue to increase for some time into the future. Our competitors outside the U.S. are impacted 
differently by the global trade environment allowing them to avoid tariff costs and have access to parts supplies and lower 
costs  of  doing  business,  which  may  allow  them  to  maintain  lower  prices  or  reduce  prices.  As  a  result,  additional 
competitors have entered the market, and each year we must sell more product to generate the same or greater level of net 
sales as in previous fiscal years. However, the decline of digital solution pricing over the years and increased user adoption 
and applications have increased the size of the global market.

Competitors' offerings, actions and reactions also can vary and change over time or in certain customer situations. Projects 
with multimillion-dollar revenue potential attract competition, and competitors can use marketing or other tactics to win 
business.

Each  business  unit's  long-term  performance  can  be  impacted  by  economic  conditions  in  different  ways  and  to  different 
degrees.  The  effects  of  an  adverse  economy  are  generally  less  severe  on  our  sports  related  business  as  compared  to  our 
other businesses, although in severe economic downturns with social changes causing decreases in sporting event revenues, 
the sports business can also be seriously impacted.

Outlook:  Impacts  to  and  changes  in  global  economic  conditions  are  expected  as  the  world  economies  recover  from  and 
react to the COVID-19 pandemic, adjust to changing supply chain conditions and disruptions, and react to the evolving war 
and geopolitical environment.

Supply  chain  disruptions  continue  as  a  result  of  several  factors,  including  the  pandemic  lockdowns,  shipping  container 
shortages,  labor  shortages,  war  and  other  conflicts,  and  changes  in  global  demand.  We  are  specifically  impacted  by  the 
global shortage of semiconductors and related electronic components. Our production schedules were disrupted because of 
supply shortages, and we experienced increased input costs in many areas including material, commodity, freight, and tariff 
costs. Personnel spend also increased throughout the 2022 fiscal year. 

We have responded to input cost increases by increasing pricing, and we began quoting at the new price levels across the 
business areas in the third quarter of fiscal 2022. Certain areas will see additional increases at the beginning of fiscal 2023. 
We  also  use  pricing  policies  and  opportunity  evaluations  across  markets  to  manage  price  levels.  We  will  continue  to 
monitor our supply chains and our marketplaces and adapt our pricing methodologies as we see appropriate.

Although  we  cannot  predict  the  length  or  severity  of  these  conditions,  we  expect  continued  disruptions  in  obtaining 
material,  commodities,  labor,  and  freight  availability  and  an  increase  in  inflation.  We  also  expect  impacts  to  the  global 
economic  conditions  in  reaction  to  the  evolving  war  and  geopolitical  environment.  Due  to  longer  planning  horizons  and 
volatility in supply chains, we plan to carry higher quantities of inventory and anticipate changes in the timing of payments 
from our customers as we work through different disruptions and fulfill our backlog, all likely creating a consumption of 
cash. We are also planning additional cash use for capital spending to grow our manufacturing capacity.

All  of  these  conditions  have  and  will  continue  to  cause  volatility  in  our  cash  flow,  pricing,  order  volumes,  lead-times, 
competitiveness, revenue cycles, and production costs, and it is likely these conditions will have some negative impact in 
fiscal 2023. However, the full impact to our financial condition, results of operations and cash flows cannot be determined 
at this time. 

In addition to the COVID-19 and supply chain impacts described above, the outlook and unique key growth drivers and 
challenges by our business units include the following:

24

Commercial Business Unit: Our customers who rely on advertising revenues for Out-of-Home ("OOH") advertising or who 
rely  on  customer  foot-traffic  to  drive  sales  are  beginning  to  increase  their  capital  spending  through  the  COVID-19 
economic recovery. Businesses using our displays for self-promotion or on-premise advertising may have reduced budgets 
for  the  foreseeable  future  or  choose  to  utilize  displays  as  part  of  their  recovery,  both  actions  creating  an  impact  to  the 
Commercial near-term outlook.

Over the long-term, we believe growth in the Commercial business unit will result from a number of factors, including:

•

•

•
•

•

•
•
•

•

•

Standard display product market growth due to market adoption and lower product costs, which drive marketplace 
expansion. Standard display products are used to attract or communicate with customers and potential customers 
of  retail,  commercial,  and  other  establishments.  Pricing  and  economic  conditions  are  the  principal  factors  that 
impact our success in this business unit. We utilize a reseller network to distribute our standard products.
National accounts standard display market opportunities due to customers' desire to communicate their message, 
advertising  and  content  consistently  across  the  country.  Increased  demand  is  possible  from  national  retailers, 
quick-serve restaurants, petroleum retailers, and other nationwide organizations.
Additional standard display offerings using micro-LED designs.
Increasing  use  of  LED  technologies  replacing  signage  previously  using  LCD  technology  by  existing  and  new 
customers.
Increasing interest in spectaculars, which include very large and sometimes highly customized displays as part of 
entertainment venues such as casinos, shopping centers, cruise ships and Times Square type locations.
New market adoption and expansion for use of LED in government and military and corporate campuses.
Dynamic messaging systems demand growth due to market adoption and expanded use of this technology.
The use of architectural lighting products for commercial buildings, which real estate owners use to add accents or 
effects to an entire side or circumference of a building to communicate messages or to decorate the building.
The continued deployment of digital billboards as OOH advertising companies continue developing new sites and 
replacing digital billboards reaching end of life. This is dependent on no adverse changes occurring in the digital 
billboard  regulatory  environment  restricting  future  billboard  deployments,  as  well  as  maintaining  our  current 
market share in a business that is concentrated in a few large OOH companies.
Replacement cycles within each of these areas.

Live  Events  Business  Unit:  During  fiscal  year  2022,  as  the  restrictions  on  gathering  started  to  decrease,  more  customers 
chose to invest or upgrade current audiovisual systems in their locations. Some live events customers took advantage of the 
downtime during the COVID-19 pandemic to build new or renovate existing arenas and sport stadiums. This created large 
orders being booked during fiscal year 2022 that are expected to be recognized as sales in future fiscal years. 

Over the long-term, we believe growth in the Live Events business unit will result from a number of factors, including:

•
•
•

•
•

•
•

•

Facilities spending more on larger display systems to enhance the game-day and event experience for attendees.
Lower product costs, driving an expansion of the marketplace.
Our  product  and  service  offerings,  including  additional  micro-LED  offerings  which  remain  the  most  integrated 
and comprehensive offerings in the industry.
The competitive nature of sports teams, which strive to out-perform their competitors with display systems.
The desire for high-definition video displays, which typically drive larger displays or higher resolution displays, 
both of which increase the average transaction size.
Dynamic messaging system needs throughout a sports facility.
Increasing use of LED technologies replacing signage previously using LCD technology in and surrounding live 
events facilities.
Replacement cycles within each of these areas.

High  School  Park  and  Recreation  Business  Unit:  In  the  near-term,  our  customers  are  upgrading  their  equipment  as  the 
pandemic eases and advertising revenue is available. 

Over the long-term, we believe growth in the High School Park and Recreation business unit will result from a number of 
factors, including:

•

Increased demand for video systems in high schools as school districts realize the revenue generating potential of 
these  displays  compared  to  traditional  scoreboards  and  these  systems'  ability  to  provide  or  enhance  academic 
curriculum offerings for students.

25

•

•

•
•

Increased  demand  for  different  types  of  displays  and  dynamic  messaging  systems,  such  as  message  centers  at 
schools to communicate to students, parents and the broader community.
Lower  system  costs  driving  the  use  of  more  sophisticated  displays  in  school  athletic  facilities,  such  as  large 
integrated video systems.
Expanding control system options tailored for the markets' needs.
Certain display requirements for sporting events.

Transportation Business Unit: Daktronics has experienced governmental agencies placing orders as a way to spend their 
allocated  budgets  for  their  fiscal  years.  In  addition,  the  Infrastructure  Investment  and  Jobs  Act  signed  into  law  in 
November 2021, is expected to have a positive impact on all segments of United States transportation terminals and public 
transit facilities. 

Over the long-term, we believe growth in the Transportation business unit will result from a number of factors, including:

•

•

•

Increasing  applications  and  acceptance  of  electronic  displays  to  manage  transportation  systems,  including 
roadway, airport, parking, transit and other applications.
Effective  use  of  the  United  States  transportation  infrastructure  requires  intelligent  transportation  systems.  This 
growth is highly dependent on government spending, primarily by state and federal governments, along with the 
continuing acceptance of private/public partnerships as an alternative funding source. 
Expanded use of dynamic messaging systems for advertising and wayfinding use in public transport and airport 
terminals due to expanded market usage and displays, with LED technology replacing prior LCD installations and 
additional display offerings using micro-LEDs. 

International  Business  Unit:  As  most  restrictions  on  gathering  are  reduced  across  geographies,  more  customers  are 
choosing to invest in their digital needs.

Over the long-term, we believe growth in the International business unit will result from a number of factors, including:

•

•

•

•
•

•

•

Achieving greater penetration in various geographies and building products more suited to individual markets. We 
continue to broaden our product offerings into the transportation segment in Europe and the Middle East. 
Continued focus on sports facility, spectacular-type, OOH advertising products, and architectural lighting market 
opportunities and the factors listed in each of the other business units to the extent they apply outside of the United 
States and Canada. 
Increasing interest in spectaculars, which include very large and sometimes highly customized displays as part of 
entertainment venues such as casinos, shopping centers, cruise ships and city-center locations.
New market adoption and expansion of use of LED in government and military and corporate campuses.
Additional opportunities exist with expanded market usage of LED technology due to price considerations, usage 
of LED technology replacing prior LCD installations and additional display offerings using micro-LEDs. 
Our  product  and  service  offerings,  including  additional  micro-LED  offerings  which  remain  the  most  integrated 
and comprehensive offerings in the industry. 
Growing our reseller channels to promote our products and gain market share.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The  following  Management's  Discussion  and  Analysis  of  Financial  Condition  and  Results  of  Operations  ("MD&A")  are 
based upon, and should be read in conjunction with, our Consolidated Financial Statements and Notes to the Consolidated 
Financial  Statements  included  in  this  Form  10-K,  which  have  been  prepared  in  accordance  with  accounting  principles 
generally accepted in the United States of America ("GAAP"). The preparation of these financial statements requires us to 
make  estimates  and  judgments  affecting  the  reported  amounts  of  assets,  liabilities,  revenues  and  expenses  and  related 
disclosure of contingent assets and liabilities. Although our significant accounting policies are described in "Note 1. Nature 
of  Business  and  Summary  of  Significant  Accounting  Policies"  of  the  Notes  to  our  Consolidated  Financial  Statements 
included in this Form 10-K, the following discussion is intended to highlight and describe those accounting policies that are 
especially critical to the preparation of our consolidated financial statements.

A  critical  accounting  policy  is  defined  as  a  policy  that  is  both  very  important  to  the  portrayal  of  a  company's  financial 
condition and results and requires management's most difficult, subjective or complex judgments. We regularly review our 
critical  accounting  policies  and  evaluate  them  based  on  these  factors.  We  believe  the  estimation  process  for  uniquely 
configured  contracts  and  warranties  are  most  material  and  critical.  These  areas  contain  estimates  with  a  reasonable 

26

likelihood  to  change,  and  those  changes  could  have  a  material  impact  on  our  financial  condition  and  reported  results  of 
operations. The estimation processes for these areas are also difficult, subjective and use complex judgments. Our critical 
accounting estimates are based on historical experience; on our interpretation of GAAP, current laws and regulations; and 
on  various  other  assumptions  believed  to  be  reasonable  under  the  circumstances,  the  results  of  which  form  the  basis  for 
making judgments about the carrying values of assets and liabilities not readily apparent from other sources. Actual results 
may differ from these estimates.

Revenue recognition on uniquely configured contracts. Revenue for uniquely configured (custom) or integrated systems is 
recognized over time using the cost incurred input method. Over time revenue recognition is appropriate because we have 
no alternative use for the uniquely configured system and have an enforceable right to payment for work performed. The 
cost incurred input method measures cost incurred to date compared to estimated total costs for each contract. This method 
is the most faithful depiction of our performance because it measures the value of the contract transferred to the customer. 
Costs to perform the contract include direct and indirect costs for contract design, production, integration, installation, and 
assurance-type  warranty  reserve.  Direct  costs  include  material  and  components;  manufacturing,  project  management  and 
engineering  labor;  and  subcontracting  expenses.  Indirect  costs  include  allocated  charges  for  such  items  as  facilities  and 
equipment  depreciation  and  general  overhead.  Provisions  of  estimated  losses  on  uncompleted  contracts  are  made  in  the 
period when such losses are capable of being estimated.

We may have multiple performance obligations in these types of contracts; however, a majority are treated as a combined 
single performance obligation. In our judgment, this accounting treatment is most appropriate because the substantial part 
of our promise to our customer is to provide significant integration services and incorporate individual goods and services 
into a combined output or system. Often times the system is customized or significantly modified to the customer's desired 
configurations and location, and the interrelated goods and services provide utility to the customer as a package. See "Note 
1.  Nature  of  Business  and  Summary  of  Significant  Accounting  Policies"  of  the  Notes  to  our  Consolidated  Financial 
Statements included in this Form 10-K for further information on our revenue recognition policies.

Warranties. We have recognized an accrued liability for warranty obligations equal to our estimate of the actual costs to be 
incurred  in  connection  with  our  performance  under  contractual  warranties.  Warranty  estimates  include  the  cost  of  direct 
material  and  labor  estimates  to  repair  products  over  their  warranty  coverage  period.  Generally,  estimates  are  based  on 
historical experience considering known or expected changes. If we would become aware of an increase in our estimated 
warranty  costs,  additional  accruals  may  become  necessary,  resulting  in  an  increase  in  cost  of  sales.  Although  prior 
estimates have been materially correct, estimates for warranty liabilities can change based on actual versus estimated defect 
rates  over  the  lifetime  of  the  warranty  coverage,  a  difference  in  actual  to  estimated  costs  to  conduct  repairs  for  the 
components and related labor needed, and other site related actual to estimated cost changes.

As of April 30, 2022 and May 1, 2021, we had approximately $28.9 million and $26.0 million accrued for these warranty 
obligations, respectively. Due to the difficulty in estimating probable costs related to certain warranty obligations, there is a 
reasonable likelihood that the ultimate remaining costs to remediate the warranty claims could differ materially from the 
recorded accrued liabilities. See "Note 16. Commitments and Contingencies" of the Notes to our Consolidated Financial 
Statements included in this Form 10-K for further information on warranties.

RECENT ACCOUNTING PRONOUNCEMENTS

For a summary of recently issued accounting pronouncements and the effects those pronouncements have on our financial 
results,  refer  to  "Note  1.  Nature  of  Business  and  Summary  of  Significant  Accounting  Policies"  of  the  Notes  to  our 
Consolidated Financial Statements included elsewhere in this Form 10-K.

RESULTS OF OPERATIONS

Daktronics, Inc. operates on a 52- or 53-week fiscal year, with our fiscal year ending on the Saturday closest to April 30 of 
each year. When April 30 falls on a Wednesday, the fiscal year ends on the preceding Saturday. Within each fiscal year, 
each  quarter  is  comprised  of  13-week  periods  following  the  beginning  of  each  fiscal  year.  In  each  53-week  year,  an 
additional week is added to the first quarter, and each of the last three quarters is comprised of a 13-week period.

27

Net Sales

The following table shows information regarding net sales for the fiscal years ended April 30, 2022 and May 1, 2021:

(in thousands)
Net Sales:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Orders:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Year Ended

April 30, 
2022

May 1, 2021

Dollar 
Change

Percent 
Change

$ 

154,211  $ 

127,300  $ 

199,106 

111,816 

62,707 

83,130 

143,049 

91,557 

58,284 

61,843 

26,911 

56,057 

20,259 

4,423 

21,287 

 21.1 %

 39.2 

 22.1 

 7.6 

 34.4 

$ 

$ 

610,970  $ 

482,033  $ 

128,937 

 26.7 %

192,917  $ 

138,878  $ 

313,940 

156,305 

77,993 

104,916 

157,177 

94,292 

49,696 

75,841 

54,039 

156,763 

62,013 

28,297 

29,075 

 38.9 %

 99.7 

 65.8 

 56.9 

 38.3 

$ 

846,071  $ 

515,884  $ 

330,187 

 64.0 %

Fiscal Year 2022 as compared to Fiscal Year 2021

During fiscal year 2022, sales and orders increased, as demand was up across all markets compared to fiscal 2021 as the 
world  economies  recovered  from  the  economic  downturn  caused  by  the  COVID-19  pandemic.  We  reached  record  order 
levels  because  of  the  recovery,  multi-million  dollar  orders  for  sport  facilities,  and  bulk  orders  for  OOH  displays.  These 
orders are in the Live Events, Commercial, and International business segments. 

Net  sales  during  fiscal  year  2022  increased  due  to  the  conversion  of  the  higher  order  volume.  Throughout  the  year 
however, material supply and labor shortages created an increase in lead times, extending the timing of converting some 
orders to sales. 

Commercial: The increase in net sales for fiscal 2022 compared to fiscal 2021 was primarily due to an increase in OOH 
niche  and  spectaculars  orders.  Fiscal  2021  had  an  overall  low  market  activity  in  these  two  particular  niches  due  to  the 
pandemic, and their recovery was strong.

The increase in orders for fiscal 2022 compared to fiscal 2021 was primarily due to overall higher market activity in all 
commercial niches.

We continue to see increased adoption of video solutions in our Commercial business unit marketplace. Depending on the 
duration of the current economic conditions, we see opportunities for orders and sales over the coming years in our OOH, 
on-premise,  and  spectacular  focused  niches  due  to  replacement  cycles,  expansion  of  dynamic  messaging  systems  usage, 
releases of new solutions, additional distribution methods, and increased market size due to the decline of digital pricing 
over the years as well as the desire for higher resolution technology. Due to a number of factors, such as the discretionary 
nature  of  customers  committing  to  a  system,  economic  dependencies,  regulatory  environments,  competitive  factors,  and 
supply chain constraints, it is difficult to predict orders and net sales for fiscal 2023. We expect growth in the Commercial 
business  unit  over  the  long-term,  assuming  favorable  economic  conditions  and  our  success  in  counteracting  competitive 
pressures.

Live Events: The increase in net sales and orders for fiscal 2022 compared to fiscal 2021 was primarily due to high demand 
for upgraded or new solutions for arenas, university venues, and sports stadiums. This increase was due to the economic 
recovery from the COVID-19 pandemic, several large projects including in the bowl and other immersive displays through 

28

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
the  sports  facilities,  and  replacement  orders  due  to  systems'  ages.  Bookings  of  large  multi-million  dollar  projects  also 
contributed to the order increases and a record order year for Live Events.

We continue to see ongoing interest from venues at all levels in increasing the size and capabilities of their display systems 
and in the usage of dynamic messaging systems throughout their facilities in our Live Events business unit marketplace. A 
number of factors, such as the discretionary nature of customers committing to upgrade systems, long replacement cycles, 
the limited number of large custom projects, competitive factors, and the uncertainty of the overall impact of supply chain 
constraints, make forecasting fiscal 2023 orders and net sales difficult. We expect this business unit's size to remain stable 
over  the  long-term,  assuming  favorable  economic  condition,  and  success  in  maintaining  market  share  by  counteracting 
competitive pressures.

High  School  Park  and  Recreation:  The  increase  in  net  sales  and  orders  for  fiscal  2022  compared  to  fiscal  2021  was 
primarily due to higher market activity as schools are upgrading to video equipment systems and have COVID-19 related 
funding to invest in their facilities. 

We expect larger video systems and our classic scoring and message centers to remain in demand in fiscal 2023, primarily 
in  high  school  facilities,  which  benefit  from  our  sports  marketing  services  that  generate  advertising  revenue  to  fund  the 
display  systems  and  because  of  schools'  desire  to  communicate  with  students  and  parents  using  these  systems.  Some 
growth is also expected for regulatory requirements of certain display types for sports events. Several factors, such as the 
potential reduction in the availability of advertising revenues, the discretionary nature of customers committing to upgrade 
systems,  replacement  cycles,  competitive  factors,  and  the  uncertainty  of  the  overall  impact  of  supply  chain  constraints, 
make  forecasting  fiscal  2023  orders  and  net  sales  difficult.  We  expect  growth  in  this  business  unit  over  the  long-term, 
assuming favorable economic conditions.

Transportation: The increase in net sales and orders for fiscal 2022 compared to fiscal 2021 was primarily due to pent up 
demand  from  fiscal  2021  for  Intelligent  Transportation  Systems  ("ITS")  which  had  been  delayed  due  to  the  COVID-19 
pandemic.

Several  factors,  such  as  transportation  funding,  the  competitive  environment,  customer  delivery  changes,  and  the 
uncertainty  of  the  impacts  of  supply  chain  constraints,  make  forecasting  orders  and  net  sales  difficult  for  fiscal  2023. 
However,  the  stability  of  long-term  federal  transportation  funding  and  the  number  of  capital  projects  for  highways  and 
public transit that include dynamic message signs and for advertising and wayfinding use in public transport and airport 
terminals  continue  to  rise.  We  expect  continued  growth  in  this  business  unit  over  the  long-term,  assuming  favorable 
economic conditions and continued transportation funding.

International:  The  increase  in  net  sales  and  orders  for  fiscal  2022  compared  to  fiscal  2021  was  primarily  due  to  the 
economic recovery from the COVID-19 pandemic in OOH, transportation, and sport stadium projects.

We expect demand for larger video systems for commercial and sports applications, indoor and outdoor OOH applications, 
and  transportation  applications  to  remain  strong  over  the  long-term.  Macroeconomic  factors,  the  discretionary  nature  of 
customers committing to new systems or replacements, the pace of market growth, and the uncertainty of the impacts of the 
supply chain constraints, may impact order bookings and timing, making it difficult to predict order and sales levels for 
fiscal 2023. For the long-term, we believe the International business unit has the potential for sales growth as we penetrate 
markets  with  our  established  sales  networks  to  increase  our  International  market  share,  continue  to  enhance  our  tailored 
portfolio  of  product  and  control  solution  offerings,  invest  in  additional  distribution  methods,  and  expect  the  trend  of 
increased use and adoption of our technology globally to continue.

29

Gross Profit and Contribution Margin

(in thousands)
Gross Profit:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Year Ended

April 30, 2022

May 1, 2021

Amount

As a Percent 
of Net Sales

Amount

As a Percent 
of Net Sales

$ 

31,851 

21,787 

35,477 

18,172 

9,410 

 20.7 % $ 

 10.9 

 31.7 

 29.0 

 11.3 

33,072 

24,397 

31,472 

20,329 

11,313 

 26.0 %

 17.1 

 34.4 

 34.9 

 18.3 

$ 

116,697 

 19.1 % $ 

120,583 

 25.0 %

Fiscal Year 2022 as compared to Fiscal Year 2021

The  decline  in  gross  profit  percentage  in  fiscal  2022  is  primarily  related  to  the  ongoing  supply  chain  disruptions  and 
inflationary challenges in materials, freight, tariff, and personnel related costs; the difference in sales mix between periods; 
other  factors  experienced  during  fiscal  2021  which  had  a  positive  impact  on  fiscal  2021  margins;  and  an  increase  in 
warranty expense in fiscal 2022. Total warranty expense as a percent of sales increased to 1.9 percent for fiscal 2022 as 
compared to 1.4 percent during fiscal 2021. 

Factors  impacting  the  gross  profit  in  fiscal  2021  included  the  positive  $2.1  million  litigation  claim  reversal  in  the  High 
School Park and Recreation business unit and $1.8 million of COVID relief governmental subsidies offset by $2.8 million 
of severance costs to reduce our workforce to adjust to the impacts of the COVID-19 pandemic. In addition, we earned a 
higher rate of gross profit on our service agreements in fiscal 2021 due to reduced stand ready services conducted during 
the year because of the pandemic. During fiscal  year  2022, we had more large project sales which generally have lower 
gross profit because of their competitive nature. 

It is difficult to project gross profit levels for fiscal 2023 because of the uncertainty regarding the level of sales, the sales 
mix,  price  strategy  and  timing  of  sales  generation,  the  COVID-19  impact,  potential  inflation  and  the  availability  of 
materials,  labor,  and  freight,  and  the  competitive  factors  in  our  business.  We  are  focused  on  improving  our  gross  profit 
margins as we execute our strategies for improved profitability, which include selectively increasing pricing, releasing new 
product  designs  to  lower  overall  costs  of  the  product;  improving  reliability  to  reduce  warranty  expenses;  expanding  our 
global  capacity  and  planning;  meeting  customer  solution  expectations;  and  continued  improvements  in  operational 
effectiveness in manufacturing, installation, and service delivery areas. Cost reductions made during the pandemic vary in 
permanency and may not be sustainable in future periods as orders and sales volumes recover.

(in thousands)
Contribution 
Margin:

Commercial

Live Events

High School Park 
and Recreation

Transportation

International

Year Ended

April 30, 2022

May 1, 2021

Amount

As a Percent 
of Net Sales

Dollar 
Change

Percent 
Change

Amount

As a Percent 
of Net Sales

$ 

16,073 

11,903 

23,587 

14,553 

(494) 

 10.4 % $ 

 6.0 

 21.1 

 23.2 

 (0.6) 

(2,903) 

(3,295) 

2,178 

(2,695) 

403 

 (15.3) % $ 

 (21.7) 

18,976 

15,198 

 10.2 

 (15.6) 

 (44.9) 

21,409 

17,248 

(897) 

$ 

65,622 

 10.7 % $ 

(6,312) 

 (8.8) % $ 

71,934 

 14.9 %

 10.6 

 23.4 

 29.6 

 (1.5) 

 14.9 %

30

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal Year 2022 as compared to Fiscal Year 2021

Contribution margin is a non-GAAP measure and consists of gross profit less selling expenses. Selling expenses consist 
primarily of personnel related costs, travel and entertainment expenses, marketing related expenses (show rooms, product 
demonstration, depreciation and maintenance, conventions and trade show expenses), customer relationship management/
marketing systems, bad debt expenses, third-party commissions, and other expenses. 

Contribution margin in fiscal 2022 was impacted by the previously discussed sales levels and impacts on gross profit, as 
well as a 5.0% increase in selling expenses in fiscal 2022 compared to fiscal 2021. 

Since  the  beginning  of  fiscal  2022,  we  have  adjusted  our  sales  and  marketing  activities  and  staffing  levels  to  achieve 
current and expected future sales levels. During fiscal 2021, we had lowered overall staffing and furloughed employees to 
achieve  lower  operating  costs  to  align  with  the  uncertainties  created  by  the  COVID-19  pandemic.  These  fiscal  2021 
savings were partially offset by a $1.4 million increase in bad debt expenses. 

Reconciliation from non-GAAP contribution margin to operating income (loss) GAAP measure is as follows: 

(in thousands)

Amount

Year Ended

April 30, 2022

May 1, 2021

As a Percent 
of Net Sales

Dollar 
Change

Percent 
Change

Amount

As a Percent 
of Net Sales

Contribution margin $ 

65,622 

 10.7 % $ 

(6,312) 

 (8.8) % $ 

71,934 

 14.9 %

General and 
administrative

Product design and 
development

Operating income

$ 

32,563 

29,013 

4,046 

 5.3 

 4.7 

4,583 

2,167 

 16.4 

 8.1 

 0.7 % $ 

(13,062) 

 (76.4) % $ 

27,980 

 5.8 

26,846 

17,108 

 5.6 

 3.5 %

Fiscal Year 2022 as compared to Fiscal Year 2021

General and administrative expenses for fiscal 2022 increased as compared to the same period one year ago primarily due 
to increases in personnel related expenses. 

We  expect  general  and  administrative  expenses  to  increase  for  fiscal  2023  as  compared  to  fiscal  2022  as  labor  rates 
continue to rise and further increase in personnel may be needed to keep up with the increased demand.

Our costs for product design and development represent an allocated amount of costs based on time charges, professional 
services,  material  costs  and  the  overhead  of  our  engineering  departments.  Generally,  a  significant  portion  of  our 
engineering  time  is  spent  on  product  design  and  development,  while  the  rest  is  allocated  to  large  contract  work  and 
included in cost of sales.

Product design and development expenses in fiscal 2022 increased as compared to fiscal 2021 primarily due to an increase 
in personnel related expenses. 

We  expect  product  design  and  development  expenses  to  increase  for  fiscal  2023  as  compared  to  fiscal  2022  due  to 
continued increases in labor costs. We will continue to actively invest in new technologies. 

31

 
 
 
 
 
 
Other Income and Expenses

April 30, 2022

May 1, 2021

Amount

As a Percent of 
Net Sales

Dollar 
Change

Percent 
Change

Amount

As a Percent of 
Net Sales

Year Ended

171 

 — % $ 

236 

 (363.1) % $ 

(65) 

 — %

(3,109) 

 (0.5) % $ 

(126) 

 4.2 % $ 

(2,983) 

 (0.6) %

(in thousands)
Interest income 
(expense), net
Other expense, 
net

$ 

$ 

Fiscal Year 2022 as compared to Fiscal Year 2021

The change in interest (expense) income, net for fiscal 2022 as compared to fiscal 2021 was primarily due to the change in 
investment levels and interest expense for our drawings on the line of credit.

Other expense, net: The change in other income and expense, net for fiscal 2022 as compared to fiscal 2021, was primarily 
due to a $0.6 million increase in losses from affiliates accounted for under the equity method of accounting.

Income Taxes

Our effective tax rate was approximately 46.6 percent for fiscal year 2022. The effective income tax rate for fiscal 2022 
was  impacted  due  to  tax  benefits  from  permanent  tax  credits  offset  by  valuation  allowances  as  well  as  other  various 
permanent tax adjustments and state taxes with additional expense for prior year provision to return adjustments. 

Our fiscal 2021 effective tax rate was approximately 22.3 percent resulting from the tax benefit of permanent tax credits 
and previous year provision to return adjustments offset by valuation allowances as well as other various permanent tax 
adjustments and state taxes. 

Our consolidated effective tax rate is impacted by the statutory income tax rates applicable to each of the jurisdictions in 
which we operate. Due to various factors, and because we operate in multiple state and foreign jurisdictions, our effective 
tax  rate  is  subject  to  fluctuation.  See  "Note  12.  Income  Taxes"  of  the  Notes  to  our  Consolidated  Financial  Statements 
included in this Form 10-K for further information.

LIQUIDITY AND CAPITAL RESOURCES

(in thousands)
Net cash (used in) provided by:

Operating activities

Investing activities

Financing activities

Effect of exchange rate changes on cash

April 30, 
2022

Year Ended

May 1, 2021

Dollar 
Change

$ 

(27,035)  $ 

66,212  $ 

(31,384)   

(3,576)   

(399)   

(10,221)   

(15,585)   

(416)   

(93,247) 

(21,163) 

12,009 

17 

Net (decrease) increase in cash, cash equivalents and restricted cash

$ 

(62,394)  $ 

39,990  $ 

(102,384) 

Cash decreased by $62.4 million in fiscal 2022 as compared to an increase of $40.0 million in fiscal 2021. Operating assets 
and  liabilities  decreased  cash  flow  by  $45.4  million  during  fiscal  2022  as  the  business  expanded  compared  to  a  $31.7 
million increase in cash flow during fiscal 2021 as the business contracted and management conserved the Company's cash. 

Net cash used in operating activities: Net cash used in operating activities was $27.0 million for fiscal 2022 compared to 
$66.2 million net cash provided by operating activities in fiscal 2021. The $93.2 million decrease in cash from operating 
activities was primarily the result of changes in net operating assets and liabilities and a decrease of $10.3 million in net 

32

 
 
 
income. For specific quantitative changes in operating assets and liabilities, see "Note 13. Cash Flow Information" of the 
Notes to our Consolidated Financial Statements included in this Form 10-K.

Net cash used in investing activities: Net cash used in investing activities totaled $31.4 million for fiscal 2022 compared to 
$10.2 million in fiscal 2021. Purchases of property and equipment totaled $20.4 million in fiscal 2022 compared to $7.9 
million in fiscal 2021. Proceeds from the sales of property and equipment totaled $0.9 million in fiscal 2022 compared to 
$3.2 million in fiscal 2021. Purchase of marketable securities totaled $4.0 million in fiscal 2022 compared to no purchases 
of marketable securities in fiscal 2021. 

Net cash used in financing activities: Net cash used in financing activities was $3.6 million for fiscal 2022 compared to 
$15.6 million in fiscal 2021. During fiscal 2021, we paid $15.0 million on notes payable. During fiscal 2021, there were no 
share repurchases compared to $3.2 million of share repurchases in fiscal 2022. 

Other  Liquidity  and  Capital  Resources  Discussion:  The  timing  and  amounts  of  working  capital  changes,  profitability, 
capital spending, investments in affiliates, repurchases of stock and dividend payments impact our liquidity.

Working capital was $103.9 million at April 30, 2022 and $118.4 million at May 1, 2021. The changes in working capital, 
particularly changes in accounts receivable, accounts payable, inventory, and contract assets and liabilities, and the sports 
market seasonality, can have a significant impact on the amount of net cash provided by operating activities largely due to 
the  timing  of  payments  and  receipts.  On  multimillion-dollar  orders,  the  time  between  order  acceptance  and  project 
completion may extend up to or exceed 12 months or more depending on the amount of custom work and a customer’s 
delivery  needs.  We  often  receive  down  payments  or  progress  payments  on  these  orders.  We  expect  to  use  cash  in 
operations as our business returns and exceeds pre-pandemic levels.

We had $7.1 million of retainage on long-term contracts included in receivables and contract assets as of April 30, 2022, 
which has an impact on our liquidity. We expect to collect these amounts within one year. 

We  are  sometimes  required  to  obtain  performance  bonds  for  display  installations,  and  we  have  a  bonding  line  available 
through a surety company for an aggregate of $150.0 million in bonded work outstanding. If we were unable to complete 
the  work,  and  our  customer  would  call  upon  the  bond  for  payment,  the  surety  company  would  subrogate  its  loss  to 
Daktronics. At April 30, 2022, we had $88.3 million of bonded work outstanding against this line.

Our business growth and profitability improvement strategies depend on investments in capital expenditures and strategic 
investments.  We  projected  capital  expenditures  to  be  approximately  $30  million  for  fiscal  2023.  Projected  capital 
expenditures include manufacturing equipment for new or enhanced product production, expanded capacity, investments in 
quality and reliability equipment, and continued information infrastructure investments.

The  Board  of  Directors  authorized  reinstatement  of  the  share  repurchase  program  in  December  of  2021.  Shares  may  be 
repurchased from time to time in open market purchases, private transactions or other transactions. The timing, volume, 
and nature of share repurchases will be at the sole discretion of management and will be dependent on market conditions, 
applicable securities laws and other factors, and share repurchases may be suspended or discontinued at any time. 

The  Board  of  Directors  suspended  dividends  during  fiscal  2020  as  part  of  our  cash  conservation  measures  through  the 
pandemic. The timing and future reinstatement of dividends is at the discretion of the Board of Directors. Future dividends 
are also impacted by the limitations imposed in our credit facility. 

We believe the audiovisual industry fundamentals will drive long-term growth for our business; however, for the near-term 
outlook, we expect to continue to have disruptions from our supply chain and logistics. Due to longer planning horizons 
and  volatility  in  supply  chains,  we  plan  to  carry  higher  quantities  of  inventory  and  anticipate  changes  in  the  timing  of 
payments from our customers as we work through different disruptions and fulfill backlog. We also plan to use cash for 
capital spending to grow our manufacturing capacity. When cash is needed, we expect to use borrowings under our bank 
credit  agreement.  As  of  April  30,  2022,  we  were  in  compliance  with  all  applicable  bank  loan  covenants.  For  additional 
information  on  financing  agreements,  see  "Note  7.  Financing  Agreements"  of  the  Notes  to  our  Consolidated  Financial 
Statements included in this Form 10-K.

33

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Currency Exchange Rates
Our  results  of  operations  could  be  affected  by  factors  such  as  changes  in  foreign  currency  rates  or  weak  economic 
conditions in foreign markets. We derive net sales in U.S. dollars and other currencies including Canadian dollars, Euros, 
Chinese renminbi, British pounds, Australian dollars, or other currencies. For fiscal 2022, 15.9 percent of net sales were 
derived in currencies other than U.S. dollars. We incur expenses in currencies other than U.S. dollars relating to specific 
contracts with customers and for our operations outside the U.S.

If we believe currency risk in any foreign location or with respect to specific sales or purchase transaction is significant, we 
utilize foreign exchange hedging contracts to manage our exposure to the currency fluctuations. The notional amount of the 
foreign  currency  agreements  as  of  April  30,  2022  was  $11.3  million,  and  all  contracts  mature  within  ten  months.  These 
contracts  are  marked  to  market  each  balance  sheet  date  and  are  not  designated  as  hedges.  See  "Note  15.  Derivative 
Financial  Instruments"  of  the  Notes  to  our  Consolidated  Financial  Statements  included  in  this  Form  10-K  for  further 
details. We estimate that a 10 percent change in all foreign exchange rates would impact our reported income before taxes 
by  approximately  $0.8  million.  This  sensitivity  analysis  disregards  the  possibilities  that  rates  can  move  in  opposite 
directions and that losses from one geographic area may be offset by gains from another geographic area.

Over  the  long  term,  net  sales  to  international  markets  are  expected  to  increase  as  a  percentage  of  total  net  sales  and, 
consequently, a greater portion of our business could be denominated in foreign currencies. As a result, operating results 
may become more subject to fluctuations based upon changes in the exchange rates of certain currencies in relation to the 
U.S. dollar. To the extent we engage in international sales denominated in U.S. dollars, an increase in the value of the U.S. 
dollar relative to foreign currencies could make our products less competitive in international markets. This effect is also 
impacted  by  sources  of  raw  materials  from  international  sources  and  costs  of  our  sales,  service,  and  manufacturing 
locations outside the U.S.

We  will  continue  to  monitor  and  minimize  our  exposure  to  currency  fluctuations  and,  when  appropriate,  use  financial 
hedging techniques to minimize the effect of these fluctuations. However, exchange rate fluctuations as well as differing 
economic  conditions,  changes  in  political  climates,  and  other  rules  and  regulations  could  adversely  affect  our  ability  to 
effectively hedge exchange rate fluctuations in the future.

We have foreign currency cash accounts to operate our global business. These accounts are impacted by changes in foreign 
currency rates. Of our $17.1 million in cash balances at April 30, 2022, $11.7 million were denominated in U.S. dollars, of 
which $3.9 million were held by our foreign subsidiaries. As of April 30, 2022, we had an additional $5.4 million in cash 
balances denominated in foreign currencies, of which $4.7 million were maintained in accounts of our foreign subsidiaries.

Interest Rate Risks
Our  exposure  to  market  risks  relate  primarily  to  changes  in  interest  rates  on  cash  and  marketable  securities.  We  do  not 
expect our income or cash flows to be significantly impacted by interest rates.

Commodity Risk
We  are  dependent  on  basic  raw  materials,  sub-assemblies,  components,  and  other  supplies  used  in  our  production 
operations.  Our  financial  results  have  been  and  could  continue  to  be  affected  by  changes  in  the  availability,  prices,  and 
global tariff regulation of these materials. Some of these materials are sourced from one or a limited number of suppliers in 
countries  around  the  world.  Some  of  these  materials  are  also  key  source  materials  for  our  competitors  and  for  other 
technology companies. Some of these materials are sourced outside of the countries in which we manufacture our products 
and  are  subject  to  transportation  delays.  Any  of  these  factors  may  cause  a  sudden  increase  in  costs  and/or  limited  or 
unavailable supplies. As a result, we may not be able to acquire key production materials on a timely basis, which could 
adversely  impact  our  ability  to  produce  products  and  satisfy  incoming  sales  orders  on  a  timely  basis.  Our  sourcing  and 
material  groups  work  to  implement  strategies  to  monitor  and  mitigate  these  risks.  Periodically,  we  enter  into  pricing 
agreements  or  purchasing  contracts  under  which  we  agree  to  purchase  a  minimum  amount  of  product  in  exchange  for 
guaranteed price terms over the length of the contract, which generally does not exceed one year. Over the years, we have 
been  impacted  by  the  factors  noted.  During  late  fiscal  2021  and  through  fiscal  2022,  supply  chain  disruptions  began  to 
emerge because of the COVID-19 pandemic, shipping container shortages, and the changes in global demand. Specifically, 
we are impacted by the global inflation and shortage of semiconductors and related electronic components, other materials 
needed for production, and freight. We are unable to predict the supply chain recovery or the impact to our business.

34

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Daktronics, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Daktronics, Inc and subsidiaries (the "Company") as of 
April  30,  2022  and  May  1,  2021,  the  related  consolidated  statements  of  operations,  comprehensive  (loss)  income, 
shareholders' equity, and cash flows, for each of the three years in the period ended April 30, 2022, and the related notes 
(collectively referred to as the "financial statements"). We have also audited the Company's internal control over financial 
reporting as of April 30, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by 
the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of 
April 30, 2022 and May 1, 2021, and the results of its operations and its cash flows for each of the three years in the period 
ended April 30, 2022, in conformity with accounting principles generally accepted in the United States of America. Also, 
in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of 
April 30, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

Basis for Opinions

The Company’s management is responsible for these financial statements, for maintaining effective internal control over 
financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the 
accompanying  Management’s  Report  on  Internal  Control  Over  Financial  Reporting.  Our  responsibility  is  to  express  an 
opinion on these financial statements and an opinion on the Company’s internal control over financial reporting based on 
our  audits.  We  are  a  public  accounting  firm  registered  with  the  Public  Company  Accounting  Oversight  Board  (United 
States)  (PCAOB)  and  are  required  to  be  independent  with  respect  to  the  Company  in  accordance  with  the  U.S.  federal 
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We  conducted  our  audits  in  accordance  with  the  standards  of  the  PCAOB.  Those  standards  require  that  we  plan  and 
perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, 
whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material 
respects.

Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the 
financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures 
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits 
also  included  evaluating  the  accounting  principles  used  and  significant  estimates  made  by  management,  as  well  as 
evaluating  the  overall  presentation  of  the  financial  statements.  Our  audit  of  internal  control  over  financial  reporting 
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness 
exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our 
audits also included performing such other procedures as we considered necessary in the circumstances. We believe that 
our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the 
reliability  of  financial  reporting  and  the  preparation  of  financial  statements  for  external  purposes  in  accordance  with 
generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and 
procedures  that  (1)  pertain  to  the  maintenance  of  records  that,  in  reasonable  detail,  accurately  and  fairly  reflect  the 
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded 
as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and 
that receipts and expenditures of the company are being made only in accordance with authorizations of management and 
directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized 
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

35

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, 
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate 
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter 

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements 
that  was  communicated  or  required  to  be  communicated  to  the  audit  committee  and  that  (1)  relates  to  accounts  or 
disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex 
judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, 
taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the 
critical audit matter or on the accounts or disclosures to which it relates.

Revenue Recognition – Uniquely Configured Contracts — Refer to Notes 1 and 2 to the financial statements

Critical Audit Matter Description

The Company recognizes revenue as its contractual performance obligations are satisfied, which may be at a point in time 
or over time. Certain of the Company’s contracts are for the delivery, installation, and integration of uniquely configured 
audio-visual  communication  systems.  Revenue  for  these  uniquely  configured  systems  is  recognized  over  time  using  the 
cost incurred input method. This input method requires management to make estimates of the costs that will ultimately be 
incurred at the completion of each contract. Revenue is recognized based on the transaction price and the percentage of cost 
incurred as of the balance sheet date in relation to the total estimated inputs at completion. 

We  identified  revenue  associated  with  uniquely  configured  contracts  as  a  critical  audit  matter  because  of  the  significant 
judgments  necessary  for  management  to  estimate  total  costs  to  be  incurred  to  recognize  revenue  under  these  contracts. 
Changes in estimated costs could have a significant impact on the timing and amount of revenue recognized. This required 
an increased level of auditor judgment due to the complexity of uniquely configured contracts and extent of effort when 
performing  audit  procedures  to  audit  management’s  estimate  of  total  costs  and  evaluating  the  reasonableness  of  the 
underlying estimates.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to estimates of total cost used to recognize revenue for uniquely configured contracts included 
the following, among others:

• We tested the effectiveness of controls over uniquely configured contracts, including management’s controls over 

the estimates of total costs.

• We selected a sample of uniquely configured contracts and performed the following: 

•

•

•

•

Compared costs incurred to date to the costs management estimated to be incurred to date.

Evaluated  management’s  ability  to  achieve  the  estimates  of  total  cost  by  performing  corroborating 
inquiries  with  the  Company’s  project  managers  and  engineers,  and  compared  the  estimates  to 
management’s work plans, engineering specifications, and supplier contracts.

Confirmed contractual terms with third parties. 

Tested the mathematical accuracy of management’s estimate of total costs.

• We evaluated management’s ability to accurately estimate total costs by comparing actual costs to management’s 

historical estimates for uniquely configured contracts that have been fulfilled.

/s/ Deloitte & Touche LLP

Minneapolis, Minnesota  
June 16, 2022 

We have served as the Company's auditor since 2017.

36

DAKTRONICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)

April 30, 2022

May 1, 2021

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

Restricted cash

Marketable securities

Accounts receivable, net

Inventories

Contract assets

Current maturities of long-term receivables

Prepaid expenses and other current assets

Income tax receivables

Total current assets

Property and equipment, net

Long-term receivables, less current maturities

Goodwill

Intangibles, net

Investment in affiliates and other assets

Deferred income taxes

TOTAL ASSETS

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

Accounts payable

Contract liabilities

Accrued expenses

Warranty obligations

Income taxes payable

Total current liabilities

Long-term warranty obligations

Long-term contract liabilities

Other long-term obligations

Long-term income tax payable

Deferred income taxes

Total long-term liabilities

SHAREHOLDERS' EQUITY:

Preferred Shares, no par value, authorized 50,000 shares; no shares issued and outstanding

Common stock, no par value, authorized 115,000,000 shares; 46,733,544 and 46,264,576 shares issued at 
April 30, 2022 and May 1, 2021, respectively

Additional paid-in capital

Retained earnings

Treasury stock, at cost, 1,907,445 and 1,297,409 shares at April 30, 2022 and May 1, 2021, respectively

Accumulated other comprehensive loss

TOTAL SHAREHOLDERS' EQUITY

$ 

17,143  $ 

865 

4,020 

101,099 

134,392 

41,687 

2,798 

14,963 

603 

317,570 

66,765 

1,490 

7,927 

1,472 

32,321 

13,331 

$ 

440,876  $ 

$ 

76,313  $ 

90,393 

34,959 

11,621 

408 

213,694 

17,257 

10,998 

6,599 

477 

287 

35,618 

— 

61,794 

48,372 

96,608 

(10,285) 

(4,925) 

191,564 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$ 

440,876  $ 

See notes to consolidated financial statements.

37

77,590 

2,812 

— 

67,808 

74,356 

32,799 

1,462 

7,445 

731 

265,003 

58,682 

1,635 

8,414 

2,083 

27,403 

11,944 

375,164 

40,251 

64,495 

30,672 

10,464 

738 

146,620 

15,496 

10,720 

7,816 

548 

410 

34,990 

— 

60,575 

46,595 

96,016 

(7,297) 

(2,335) 

193,554 

375,164 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DAKTRONICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

Net sales

Cost of sales

Gross profit

Operating expenses:

Selling

General and administrative

Product design and development

Operating income (loss)

Nonoperating income (expense):

Interest income (expense), net

Other expense, net

Income (loss) before income taxes

Income tax expense (benefit)

Net income

Weighted average shares outstanding:

Basic

Diluted

Earnings per share:

Basic
Diluted

See notes to consolidated financial statements.

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

610,970  $ 

482,033  $ 

494,273 

116,697 

361,450 

120,583 

51,075 

32,563 

29,013 

112,651 

4,046 

48,649 

27,980 

26,846 

103,475 

17,108 

171 

(65)   

(3,109)   

(2,983)   

1,108 

516 

14,060 

3,134 

$ 

592  $ 

10,926  $ 

608,932 

470,232 

138,700 

65,902 

35,193 

37,772 

138,867 

(167) 

699 

(541) 

(9) 

(500) 

491 

45,188 

45,326 

44,989 

45,202 

45,031 

45,316 

$ 
$ 

0.01  $ 
0.01  $ 

0.24  $ 
0.24  $ 

0.01 
0.01 

38

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DAKTRONICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME
(in thousands)

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

Net income

$ 

592  $ 

10,926  $ 

491 

Other comprehensive (loss) income:

Cumulative translation adjustments

Unrealized (loss) gain on available-for-sale securities, net of tax

Total other comprehensive (loss) income, net of tax

(2,556)   

(34)   

(2,590)   

2,942 

— 

2,942 

Comprehensive (loss) income

$ 

(1,998)  $ 

13,868  $ 

(965) 

44 

(921) 

(430) 

See notes to consolidated financial statements.

39

 
 
 
 
 
 
 
 
 
 
 
 
DAKTRONICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(in thousands)

Common 
Stock

Additional 
Paid-In
Capital 

Retained 
Earnings

Treasury 
Stock 

Accumulated 
Other
Comprehensive 
Loss

Total

Balance as of April 27, 2019:

$  57,699  $ 

42,561  $  93,593  $ 

(1,834)  $ 

(4,356)  $  187,663 

Net income

Cumulative translation 
adjustments

Unrealized gain (loss) on 
available-for-sale securities, 
net of tax

Share-based compensation

Tax payments related to RSU 
issuances

— 

— 

— 

— 

— 

Employee savings plan activity  

2,311 

Dividends paid ($0.20 per 
share)

Treasury stock purchase

— 

— 

— 

— 

— 

2,265 

(199)   

— 

— 

— 

Balance as of May 2, 2020:

60,010 

44,627 

Net income

Cumulative translation 
adjustments

Share-based compensation

Tax payments related to RSU 
issuances

Employee savings plan activity  

Treasury stock reissued

— 

— 

— 

— 

565 

— 

— 

— 

2,067 

(125)   

— 

26 

491 

— 

— 

— 

— 

— 

(8,994)   

— 

85,090 

10,926 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

(5,636)   

(7,470)   

— 

— 

— 

— 

— 

173 

— 

491 

(965)   

(965) 

44 

— 

— 

— 

— 

— 

44 

2,265 

(199) 

2,311 

(8,994) 

(5,636) 

(5,277)    176,980 

— 

10,926 

2,942 

— 

— 

— 

— 

2,942 

2,067 

(125) 

565 

199 

Balance as of May 1, 2021:

60,575 

46,595 

96,016 

(7,297)   

(2,335)    193,554 

Net income

Cumulative translation 
adjustments

Unrealized gain (loss) on 
available-for-sale securities, 
net of tax

Share-based compensation

Exercise of stock options

Tax payments related to RSU 
issuances

— 

— 

— 

— 

8 

— 

Employee savings plan activity  

1,211 

Treasury stock purchase

Treasury stock reissued

— 

— 

— 

— 

— 

1,973 

— 

(200)   

— 

— 

4 

592 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

— 

(3,184)   

196 

— 

592 

(2,556)   

(2,556) 

(34)   

— 

— 

— 

— 

— 

— 

(34) 

1,973 

8 

(200) 

1,211 

(3,184) 

200 

Balance as of April 30, 2022:

$  61,794  $ 

48,372  $  96,608  $  (10,285)  $ 

(4,925)  $  191,564 

See notes to consolidated financial statements.

40

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DAKTRONICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$ 

592  $ 

10,926  $ 

491 

Adjustments to reconcile net income to net cash (used) provided by 
operating activities:

Depreciation and amortization

Gain on sale of property, equipment and other assets

15,394 

17,077 

(743)   

(572)   

Share-based compensation

Equity in loss of affiliates

Provision for doubtful accounts, net of recovery

Deferred income taxes, net

Change in operating assets and liabilities

Net cash (used)/provided by operating activities

1,973 

2,970 

(286)   

(1,555)   

(45,380)   

(27,035)   

2,067 

2,370 

1,299 

1,314 

31,731 

66,212 

17,718 

(35) 

2,265 

741 

(99) 

(2,183) 

(8,090) 

10,808 

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property and equipment

(20,376)   

(7,891)   

(18,091) 

Proceeds from sales of property, equipment and other assets

Purchases of marketable securities

Proceeds from sales or maturities of marketable securities

Purchases of and loans to equity investees
Net cash used in investing activities

885 

(4,045)   

— 

3,184 

— 

1,230 

(7,848)   

(6,744)   

(31,384)   

(10,221)   

CASH FLOWS FROM FINANCING ACTIVITIES:

Borrowings on notes payable

Payments on notes payable

Principal payments on long-term obligations

Dividends paid

Proceeds from exercise of stock options

Payments for common shares repurchased

Tax payments related to RSU issuances

Net cash used in financing activities

EFFECT OF EXCHANGE RATE CHANGES ON CASH

NET (DECREASE)/ INCREASE IN CASH, CASH EQUIVALENTS 
AND RESTRICTED CASH

CASH, CASH EQUIVALENTS AND RESTRICTED CASH:

46,801 

— 

(46,801)   

(15,000)   

(200)   

(460)   

— 

8 

(3,184)   

(200)   

— 

— 

— 

(125)   

(3,576)   

(15,585)   

(399)   

(416)   

(62,394)   

39,990 

322 

— 

25,162 

(11,664) 

(4,271) 

15,000 

— 

(2,149) 

(8,994) 

— 

(5,636) 

(199) 

(1,978) 

111 

4,670 

Beginning of period

End of period

80,402 

40,412 

$ 

18,008  $ 

80,402  $ 

35,742 

40,412 

See notes to consolidated financial statements.

41

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share data) 

Note 1. Nature of Business and Summary of Significant Accounting Policies

Nature of business: Daktronics, Inc. and its subsidiaries are engaged principally in the design, market, and manufacture of a 
wide range of integrated electronic display systems and related products which are sold in a variety of markets throughout 
the  world  and  the  rendering  of  related  maintenance  and  professional  services.  Our  products  are  designed  primarily  to 
inform and entertain people through the communication of content.

Fiscal year: We operate on a 52- or 53-week fiscal year, with our fiscal year ending on the Saturday closest to April 30 of 
each year. When April 30 falls on a Wednesday, the fiscal year ends on the preceding Saturday. Within each fiscal year, 
each  quarter  is  comprised  of  13-week  periods  following  the  beginning  of  each  fiscal  year.  In  each  53-week  year,  an 
additional week is added to the first quarter, and each of the last three quarters is comprised of a 13-week period. The fiscal 
years ended April 30, 2022 and May 1, 2021 contained operating results for 52 weeks, while the fiscal year ended May 2, 
2020 contained operating results for 53 weeks.

Principles  of  consolidation:  The  consolidated  financial  statements  include  Daktronics,  Inc.  and  its  subsidiaries.  All 
intercompany accounts and transactions are eliminated in consolidation.

Investments  in  affiliates:  Investments  in  affiliates  over  which  we  have  significant  influence  are  accounted  for  under  the 
equity method of accounting, recording the investment at cost and then subsequently adjusting to account for our share of 
the  affiliates'  profit  or  losses,  in  accordance  with  the  provisions  of  Accounting  Standards  Codification  ("ASC")  323, 
Investments - Equity Method and Joint Ventures. Investments in affiliates over which we do not have the ability to exert 
significant  influence  over  the  affiliates'  operating  and  financing  activities  are  accounted  for  under  the  cost  method  of 
accounting, recording the investment at cost and then subsequently adjusting for any changes in ownership or dividends in 
accordance with the provisions of ASC 321, Investments - Equity Securities. We have evaluated our relationships with our 
affiliates and have determined that these entities are not variable interest entities. Equity method investments as a whole are 
assessed  for  other-than-temporary  impairments  whenever  events  or  changes  in  circumstances  indicate  that  the  carrying 
amount of the investment may not be recoverable.

The aggregate amount of our investments in affiliates accounted for under the equity method was $16,916 and $19,887 as 
of April 30, 2022 and May 1, 2021 respectively. Our proportional share of the respective affiliates' earnings or losses is 
included in the "Other (expense) income, net" line item in our consolidated statements of operations. For the fiscal years 
2022,  2021  and  2020,  our  share  of  the  losses  of  our  affiliates  was  $2,970,  $2,370  and  $741,  respectively.  During  fiscal 
2022,  we  purchased  $7,488  of  convertible  notes  (“Notes”)  which  are  included  in  the  “Investment  in  affiliates  and  other 
assets"  and  "Current  maturities  of  long-term  receivables"  line  items  in  our  consolidated  balance  sheet.  There  were  no 
convertible notes as of May 1, 2021.

We purchased services for research and development activities from our equity method investees. The total of these related 
party transactions for fiscal year 2022, 2021 and 2020 was $1,520, $460, and $1,113, respectively, which is included in the 
"Product design and development" line item in our consolidated statement of operations, and for fiscal 2022, $296 of this 
remains  unpaid  and  is  included  in  the  "Accounts  payable  "  line  item  in  our  consolidated  balance  sheet.  Fiscal  2021  had 
$470 unpaid and included in the "Accounts payable" line item in our consolidated balance sheet. 

42

Summarized financial information for equity method investments consist of the following:

Balance sheet data:

Current assets

Non-current assets

Current liabilities

Non-current liabilities

Income statement data:

Net loss

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

6,672  $ 

7,534  $ 

10,593 

4,491 

13,938 

1,738 

4,637 

2,807 

1,793 

4,266 

2,755 

4,086 

$ 

(11,928)  $ 

(13,436)  $ 

(1,383) 

Use of estimates: The preparation of financial statements in conformity with accounting principles generally accepted in 
the United States of America ("GAAP") requires management to make estimates and assumptions affecting the reported 
amounts of assets and liabilities; the disclosure of contingent assets and liabilities at the date of the financial statements; the 
reported amounts of revenues and expenses during the reporting period; and our ability to continue as a going concern. Due 
to the inherent uncertainty involved in making estimates, actual results in future periods may differ from those estimates. 
Material estimates that are particularly susceptible to significant change in the near-term relate to the determination of the 
estimated total costs on uniquely configured contracts and estimated costs to be incurred for product warranties and income 
taxes.  Estimation  processes  are  also  used  in  inventory  valuation  and  determining,  the  allowance  for  doubtful  accounts, 
share-based compensation, goodwill impairment, and extended warranty and product maintenance agreements. Changes in 
estimates are reflected in the periods in which they become known.

Cash and cash equivalents: All highly liquid investments with maturities of three months or less at the date of purchase are 
considered to be cash equivalents and consist primarily of government repurchase agreements, savings accounts and money 
market accounts that are carried at cost, which approximates fair value. We maintain our cash in bank deposit accounts, the 
balances of which at times may exceed federally insured limits. We have not experienced any losses in such accounts.

Restricted cash: Restricted cash consists of cash and cash equivalents held in bank deposit accounts to secure issuances of 
foreign bank guarantees.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated 
balance sheets that sum to the totals of the same amounts shown in the consolidated statements of cash flows. Restricted 
cash consists of cash and cash equivalents held in bank deposit accounts to secure issuances of foreign bank guarantees.

Cash and cash equivalents

Restricted cash
Total cash, cash equivalents, and restricted cash shown in the 
consolidated statements of cash flows

$ 

$ 

April 30, 
2022

May 1, 2021 May 2, 2020

17,143  $ 

77,590  $ 

40,398 

865 

2,812 

14 

18,008  $ 

80,402  $ 

40,412 

Inventories:  In  accordance  with  ASC  330,  Inventory,  our  inventories  are  stated  at  the  lower  of  cost  (first-in,  first-out 
method) and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less 
reasonably predictable costs of completion, disposal, and transportation. Cost is measured as the price of the components 
and  allocated  expenses  for  production  or  betterment  of  the  inventory  item.  When  we  estimate  net  realizable  value  to  be 
lower than cost, any necessary adjustments are charged to cost of sales in that period. In determining net realizable value, 
we  review  various  factors  such  as  current  inventory  levels,  forecasted  demand,  costs  of  completion,  and  technological 
obsolescence.

Allowance  for  doubtful  accounts:  We  make  estimates  regarding  the  collectability  of  our  accounts  receivable,  long-term 
receivables, contract assets and other receivables. In evaluating the adequacy of our allowance for doubtful accounts, we 
analyze specific balances, customer creditworthiness, changes in customer payment cycles, and current economic trends. If 

43

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
the  financial  condition  of  any  customer  were  to  deteriorate,  resulting  in  an  impairment  of  its  ability  to  make  payments, 
additional allowances may be required. We charge off receivables at such time it is determined collection will not occur in 
accordance with ASC 310, Receivables.

Revenue recognition: Our accounting policies and estimates are in accordance with ASC 606, Revenue from Contracts with 
Customers, and are as follows:

Contracts are identified and follow the revenue recognition policies when all of the following occur: we have evidence that 
all  parties  to  the  contract  have  approved  the  contract  and  are  committed  to  perform  their  respective  obligations,  we  can 
identify  each  party’s  rights  regarding  the  goods  or  services  to  be  transferred,  we  can  identify  the  payment  terms  for  the 
goods or services to be transferred, the contract has commercial substance, and it is probable we will collect substantially 
all of the consideration to which we would be entitled in exchange for the goods or services.

Pre-contract costs are generally expensed as incurred, unless they are directly associated with an anticipated contract and 
recoverability from that contract is probable. Pre-contract costs directly associated with anticipated contracts expected to be 
recoverable  include  $117  and  $492  as  of  April  30,  2022  and  May  1,  2021,  respectively.  These  are  included  in  the 
"Inventories" line item in our consolidated balance sheets.

At  contract  inception,  we  identify  performance  obligations  by  reviewing  the  agreement  for  material  distinct  goods  and 
services. Goods and services are distinct when the customer can benefit from them on its own and our promises to transfer 
these items are identifiable from other promises within the contract. When we are contracted to provide a single promise 
(an integrated system), we often treat it as a single performance obligation if we are providing goods and services with the 
same  pattern  of  transfer  that  are  highly  integrated  or  interdependent,  that  are  modified  or  customized  by  other  goods  or 
services promised, or that provide a combined outcome for which the customer has contracted. When less interdependency 
or  integration  is  necessary,  or  when  the  customer  can  benefit  from  distinct  items,  we  separate  the  contract  into  multiple 
performance obligations. We account for extended warranties and other services ("service-type warranties") that represent a 
distinct service as a separate performance obligation.

Our contracts can contain multiple components of transaction price. We evaluate each contract for these components and 
include  fixed  consideration,  variable  consideration,  financing  components,  and  non-cash  consideration  and  exclude 
consideration payable to a customer and sales taxes in the transaction price. When we are responsible for site installations 
which include subcontracted work, we maintain the contractual responsibilities and risks and include the consideration for 
these services in the transaction price. When our contract contains variable consideration, including return rights, discounts, 
claims, unpriced change orders, and liquidated damages, we estimate the transaction price using the expected value (i.e., 
the  sum  of  the  probability-weighted  amount)  or  the  most  likely  amount  method,  whichever  is  expected  to  better  predict 
revenue for that contract situation. We also constrain the revenue to the extent that it is probable that a significant reversal 
of  the  amount  of  cumulative  revenue  recognized  will  not  occur  when  the  uncertainty  associated  with  the  variable 
consideration is subsequently resolved. We consider the following factors in determining revenue associated with variable 
consideration:  (a)  the  contract  or  other  evidence  providing  the  legal  basis,  (b)  additional  costs  caused  by  unforeseen 
circumstances,  (c)  evidence  supporting  the  claim,  and  (d)  historical  evidence  and  patterns  of  customers.  We  adjust  the 
contract  price  for  the  effects  of  a  significant  financing  component  if  we  expect,  at  contract  inception,  that  the  period 
between  when  we  transfer  goods  and  services  to  a  customer  will  exceed  one  year  from  the  time  the  customer  pays  and 
represents  financing.  If  the  payment  structures  exceed  a  year  but  are  structured  to  account  for  risks  with  a  contract  or 
correspond to payments on milestones or are scheduled for performance, we do not adjust the contract price for a financing 
component. See "Note 6. Receivables" for amounts recorded in long-term receivables.

When  separate  performance  obligations  are  identified,  we  allocate  the  transaction  price  to  the  individual  performance 
obligation based on the best method we judge as faithfully depicting the value of the performance obligation. Many of our 
contracts  are  bundled,  and  we  do  not  have  separate  selling  prices  for  each  performance  obligation;  therefore,  for  these 
contracts,  we  primarily  use  the  cost  plus  a  margin  approach  to  allocate  the  relative  transaction  price  to  identified 
performance obligations, as it is the best representative of our pricing methods.

Revenue is recognized when we satisfy a performance obligation. We receive payments from customers based on a billing 
schedule  as  established  in  our  contracts.  Billing  schedules  include  down  payments  and  progress  billings  over  time;  set 
milestone  payments  that  are  specific  to  the  project  are  scheduled  for  performance-based  payments  or  are  set  time-based 
payment(s). Variability in contract assets and contract liabilities relates to the timing of billings and revenue recognition, 
which  can  vary  significantly  depending  on  contractual  payment  terms,  build  and  installation  schedules  and  the  related 
timing differences in transfer of control. Balances are also impacted by the seasonality in our business.

44

Significant judgments and estimates are used in our revenue policies. In order to assure appropriate and consistent revenue 
recognition,  we  regularly  evaluate  available  project  related  information  and  update  estimates  accordingly.  We  maintain 
internal policies and procedures to provide guidance for those involved in recording revenue. We monitor for changes in 
our  business  sales  practices  and  customer  interactions  to  capture  the  appropriate  types  of  performance  obligations  and 
adjust for any change in control terms and conditions.

Our material performance obligation types include:

Unique configuration contracts: audio-visual communication systems uniquely configured (custom) or integrated 
for a customer's particular location and system configuration may include all or a combination of the following: 
engineering  services,  project  management  services,  video  display(s),  control  solution(s),  installation  and 
integration  services,  scoring  and  messaging  equipment,  training,  other  on-site  services,  spare  parts,  software 
licenses, and assurance-type warranties.

We may have multiple performance obligations in these types of contracts; however, a majority are treated as a 
combined single performance obligation. In our judgment, this accounting treatment is most appropriate because 
the  substantial  part  of  our  promise  to  customers  is  to  provide  significant  integration  services  and  incorporate 
individual  goods  and  services  into  a  combined  output  or  system.  Often  times,  the  system  is  customized  or 
significantly  modified  to  the  customer's  desired  configurations  and  location,  and  the  interrelated  goods  and 
services provide utility to the customer as a package.

Revenue for uniquely configured (custom) or integrated systems is recognized over time using the cost incurred 
input method. Over time revenue recognition is appropriate because we have no alternative use for the uniquely 
configured system and have an enforceable right to payment for work performed. The cost incurred input method 
measures  costs  incurred  to  date  compared  to  estimated  total  costs  for  each  contract.  This  method  is  the  most 
faithful  depiction  of  our  performance  because  it  measures  the  value  of  the  contract  transferred  to  the  customer. 
Costs  to  perform  include  direct  and  indirect  costs  for  contract  design,  production,  integration,  installation,  and 
assurance-type  warranty  reserve.  Direct  costs  include  materials  and  components;  manufacturing,  project 
management and engineering labor; and subcontracting expenses. Indirect costs include allocated charges for such 
items  as  facilities  and  equipment  depreciation  and  general  overhead.  Provisions  of  estimated  losses  on 
uncompleted contracts are made in the period when such losses are capable of being estimated.

Contract modifications to existing contracts with customers are evaluated in accordance with the five-step revenue 
model.  We  treat  contract  modifications  as  a  separate  contract  and  new  performance  obligations  when  the 
additional goods or services are distinct and do not add to the unique configuration or are outside the integrated 
system and when the consideration reflects standalone selling prices. If the additional goods or services offered 
under the modification enhance the uniquely configured or integrated systems, revenue is allocated to the existing 
contracts'  performance  obligation.  Modifications  may  cause  changes  in  the  timing  of  revenue  recognition 
depending on the allocation to various performance obligations.

The time between contract order and project completion is typically less than 12 months but may extend longer 
depending on the amount of custom work and customers’ delivery needs.

Limited configuration (standard systems) and after-sale parts contracts: Limited configured (standard systems) or 
after-sale  parts  contracts  with  limited  or  no  configuration  or  limited  integration  are  recognized  as  distinct 
individual  performance  obligations  when  material.  When  not  distinct,  we  combine  into  one  performance 
obligation the goods and/or services with each other until the bundle of goods or services is distinct. For standard 
display  purchases  made  in  large  quantities,  we  account  for  each  piece  of  equipment  separately  as  a  distinct 
performance obligation from which a customer derives benefit. Immaterial goods or services in the context of the 
contract  are  included  with  the  display  system  performance  obligation.  Standard  systems  and  equipment  with 
limited  configurations  or  integrations  may  include  all  or  a  combination  (when  immaterial)  of  the  following 
performance obligations: engineering services, project management services, video display(s), control solution(s), 
installation  and  integration  services,  scoring,  messaging  and  audio  equipment,  training,  spare  parts,  software 
licenses, assurance-type warranties, and after-sale parts.

Revenue  is  recognized  at  a  point  in  time  when  control  passes,  or  over  time  as  services  are  performed.  When 
fulfilling  limited  configuration  performance  obligations,  we  are  typically  able  to  redirect  the  video  displays  or 
scoring,  messaging,  or  audio  equipment  to  another  customer  without  incurring  significant  economic  losses. 

45

Therefore, we have an alternative use for the performance obligation and recognize revenue upon our substantial 
completion and at the point in time we estimate control has transferred to the customer. When limited configured 
single  performance  obligations  are  more  service-type  (i.e.,  installation  and  integration  services),  we  recognize 
revenue  over  time  using  the  cost-to-cost  input  method,  which  is  the  most  faithful  depiction  of  the  customer 
obtaining control and benefits from the work performed.

Services  and  other:  Services  sold  on  a  stand-alone  basis  or  after  the  initial  system  sale  include  performance 
obligations  such  as  event  support,  control  room  design,  on-site  training,  equipment  service,  service-type 
warranties,  technical  support,  software  sold  as  a  service,  and  other  immaterial  revenue  streams.  These  are 
contracted  with  a  customer  generally  per  service  event  or  service  type  on  a  stand-alone  basis.  Services,  service 
type warranties, and other are recognized as net sales when the services are performed, and control is transferred 
to the customer at a point in time when title or control passes or over time as services are performed and for time-
based "stand ready to perform" type obligations. We use professional judgment to determine control transfer. If 
we have the right to consideration from a customer that directly corresponds with the value of our performance 
(where  we  bill  a  fixed  amount  for  each  hour  of  service  provided),  we  recognize  revenue  related  to  the  work 
completed.

Software:  Revenues  from  software  license  fees  on  sales,  other  than  uniquely  configured  type  contracts,  are  recognized 
when delivery of the product has occurred. Subscription-based licenses include the right for a customer to use our licenses 
and receive related support for a specified term, and revenue is recognized pro-rata over the term of the engagement.

Shipping and handling costs: Shipping and handling costs collected from our customers in connection with our sales are 
recorded  as  revenue.  We  record  shipping  and  handling  costs  as  a  component  of  cost  of  sales  at  the  time  the  product  is 
shipped.

Warranty: We offer a standard parts coverage warranty for periods varying from one to five years for most of our products. 
We also offer additional types of warranties to include on-site labor, routine maintenance and event support. In addition, 
the  terms  of  warranties  on  some  installations  can  vary  from  one  to  10  years.  The  specific  terms  and  conditions  of  these 
warranties vary primarily depending on the type of product sold. We estimate the costs which may be incurred under the 
contractual warranty obligations (assurance type warranty) and record a liability in the amount of such estimated costs at 
the time the revenue is recognized. Factors affecting our estimate of the cost of our warranty obligations include historical 
experience  and  expectations  of  future  conditions.  We  continually  assess  the  adequacy  of  our  recorded  warranty  accruals 
and, to the extent we experience any changes in warranty claim activity or costs associated with servicing those claims, our 
accrued  warranty  obligation  is  adjusted  accordingly.  For  service-type  warranty  contracts,  we  allocate  revenue  to  this 
performance obligation, recognize the revenue over time, and recognize costs as incurred.

Long-term receivables and advertising rights: We occasionally sell and install our products at facilities in exchange for the 
rights to sell or to retain future advertising revenues. For these transactions, we recognize revenue equal to the amount of 
the present value of the future advertising payments if enough advertising is sold to obtain normal margins on the contract, 
and we record the related receivable in long-term receivables. We recognize imputed interest as earned.

Property and equipment: In accordance with ASC 360, Property, Plant, and Equipment, property and equipment are stated 
at cost and depreciated principally on the straight-line method over the following estimated useful lives:

Buildings and improvements

Machinery and equipment

Office furniture and equipment

Computer software and hardware

Equipment held for rental

Demonstration equipment

Transportation equipment

Leasehold improvements are depreciated over the lesser of the useful life of the asset or the term of the lease.

46

Years

5 - 40

5 - 7

3 - 5

3 - 5

2 - 7

3 - 5

5 - 7

Impairment  of  Long-Lived  Assets:  In  accordance  with  ASC  360,  Property,  Plant,  and  Equipment,  we  assess  long-lived 
tangible  assets  and  definite-lived  intangible  assets  for  impairment  whenever  events  or  changes  in  circumstances  indicate 
the carrying value may not be recoverable.

When evaluating long-lived assets for potential impairment, we first compare the carrying value of the asset to the asset's 
estimated future cash flows (undiscounted and without interest charges). If the estimated future cash flows are less than the 
carrying value of the asset, we calculate an impairment loss. The impairment loss calculation compares the carrying value 
of the asset to the asset's estimated fair value. We recognize an impairment loss if the amount of the asset's carrying value 
exceeds  the  asset's  estimated  fair  value.  If  we  recognize  an  impairment  loss,  the  adjusted  carrying  amount  of  the  asset 
becomes its new cost basis. For a depreciable long-lived asset, the new cost basis will be depreciated (amortized) over the 
remaining useful life of that asset.

Our impairment loss calculations contain uncertainties because they require management to make assumptions and to apply 
judgment to estimate future cash flows and asset fair values, including forecasting useful lives of the assets and selecting 
the discount rate that reflects the risk inherent in future cash flows.

Goodwill  and  Other  Intangible  Assets:  We  account  for  goodwill  and  other  intangible  assets  with  indefinite  lives  in 
accordance  with  ASC  350,  Goodwill  and  Other.  Under  these  provisions,  goodwill  is  not  amortized  but  is  tested  for 
impairment on at least an annual basis. Impairment testing is required more often than annually if an event or circumstance 
indicates an impairment or a decline in value may have occurred. 

A  qualitative  assessment  may  be  used  to  first  determine  whether  it  is  "more  likely  than  not"  that  the  fair  value  of  a 
reporting  unit  is  less  its  carrying  value.  Based  on  this  assessment,  if  it  is  determined  that  is  more  likely  than  not  that 
impairment has occurred, a quantitative analysis will be performed. The quantitative assessment uses an income approach 
to  estimate  the  fair  value  of  each  reporting  unit.  The  income  approach  is  based  on  the  projected  cash  flows,  which  are 
discounted to their present value using discount rates which consider the timing and risk of the forecasted cash flows. Fair 
value is estimated using internally developed forecasts and assumptions and takes into account management plans, business 
trends, and market and economic conditions. If the quantitative assessment of good impairment fails, an impairment loss 
equal to the amount that a reporting unit's carrying value exceeds its fair value will be recognized. 

We  completed  our  annual  impairment  analysis  during  the  third  quarter  of  fiscal  2022,  utilizing  a  quantitative  approach. 
Based on the outcome of that analysis, goodwill was not impaired. 

Foreign currency translation: We follow the provisions of ASC 830, Foreign Currency Matters. Our foreign subsidiaries 
use  the  local  currency  of  their  respective  countries  as  their  functional  currency.  The  assets  and  liabilities  of  foreign 
operations are translated at the exchange rates in effect at the balance sheet date. The operating results of foreign operations 
are  translated  at  weighted  average  exchange  rates.  The  related  translation  gains  or  losses  are  reported  as  a  separate 
component of shareholders’ equity in accumulated other comprehensive loss.

Income  taxes:  We  account  for  income  taxes  in  accordance  with  ASC  740,  Income  Taxes.  We  record  a  tax  provision  for 
anticipated  tax  consequences  of  the  reported  results  of  operations.  Deferred  tax  assets  and  liabilities  are  measured  using 
currently enacted tax rates and statutory tax rates applicable to the years in which we expect these temporary differences 
will affect taxable income. These assets and liabilities are analyzed regularly, and we assess the likelihood that deferred tax 
assets will be recoverable from future taxable income. When necessary, a valuation allowance is established if it is more 
likely than not the deferred tax asset will not be realized. We report the net deferred tax asset and liability as a long-term 
asset or liability. Net deferred assets or liabilities are calculated by combining them based on their jurisdiction.

In addition, because we operate in multiple income tax jurisdictions both within the United States and internationally, the 
calculation  of  tax  liabilities  involves  significant  judgment  in  estimating  the  impact  of  uncertainties  in  the  application  of 
complex tax laws. Resolution of these uncertainties in a manner inconsistent with our expectations could have a material 
impact on our financial condition and operating results. See "Note 12. Income Taxes" for further information.

Comprehensive income (loss): We follow the provisions of ASC 220, Reporting Comprehensive Income, which establishes 
standards  for  reporting  and  displaying  comprehensive  income  and  its  components,  and  disclose  these  components  in  the 
consolidated statements of comprehensive income. Comprehensive (loss) income reflects the change in equity of a business 
enterprise  during  a  period  from  transactions  and  other  events  and  circumstances  from  non-owner  sources.  For  us, 
comprehensive  income  represents  net  income  adjusted  for  cumulative  foreign  currency  translation  adjustments  and 
unrealized  gains  and  losses  on  available-for-sale  securities.  The  foreign  currency  translation  adjustment  included  in  the 

47

comprehensive income (loss) calculation has not been tax affected, as the investments in foreign affiliates are deemed to be 
permanent.

Product  design  and  development:  We  follow  the  provisions  of  ASC  730,  Research  and  Development,  which  states  all 
expenses  related  to  product  design  and  development  are  charged  to  operations  as  incurred.  Our  product  design  and 
development  activities  include  the  enhancement  of  existing  products  and  technologies  and  the  development  of  new 
products and technologies.

Earnings per share (“EPS”): We follow the provisions of ASC 260, Earnings Per Share, where basic EPS is computed by 
dividing income attributable to common shareholders by the weighted average number of common shares outstanding for 
the period. Diluted EPS reflects the potential dilution which may occur if securities or other obligations to issue common 
stock  were  exercised  or  converted  into  shares  of  common  stock  or  resulted  in  the  issuance  of  shares  of  common  stock 
which share in our earnings.

The following is a reconciliation of the net income and common share amounts used in the calculation of basic and diluted 
EPS for the fiscal years ended April 30, 2022, May 1, 2021 and May 2, 2020:

For the year ended April 30, 2022:

Basic earnings per share

Dilution associated with stock compensation plans

Diluted earnings per share

For the year ended May 1, 2021:

Basic earnings per share

Dilution associated with stock compensation plans

Diluted earnings per share

For the year ended May 2, 2020:

Basic earnings per share

Dilution associated with stock compensation plans

Diluted earnings per share

Net income

Shares

Per share 
income 

$ 

$ 

$ 

$ 

$ 

$ 

592 

— 

592 

10,926 

— 

10,926 

491 

— 

491 

45,188  $ 

138 

45,326  $ 

44,989  $ 

213 

45,202  $ 

45,031  $ 

285 

45,316  $ 

0.01 

— 

0.01 

0.24 

— 

0.24 

0.01 

— 

0.01 

Options outstanding to purchase 1,846, 2,262 and 2,198 shares of common stock with a weighted average exercise price of 
$9.15, $9.11 and $9.95 for the fiscal years ended April 30, 2022, May 1, 2021 and May 2, 2020, respectively, were not 
included in the computation of diluted earnings per share because the effects would be anti-dilutive.

Share-based compensation: We account for share-based compensation in accordance with ASC 718, Compensation-Stock 
Compensation. Under the fair value recognition provisions of ASC 718, we measure share-based compensation cost at the 
grant date based on the fair value of the award and recognize the compensation expense over the requisite service period, 
which is the vesting period. See "Note 10. Shareholders' Equity and Share-Based Compensation" for additional information 
and the assumptions we use to calculate the fair value of share-based employee compensation.

Other Business Developments

Impacts to and changes in global economic conditions are expected as the world economies recover from the COVID-19 
pandemic, adjust to supply chain conditions and disruptions, and react to the evolving war and geopolitical environment. 
Our ability to fund operations and capital expenditures in the future will be dependent on our ability to generate cash flow 
from  operations  in  these  conditions,  to  maintain  or  improve  margins,  and  to  use  funds  from  our  credit  facility  or  other 
funding sources.

We anticipate needing to utilize a portion of our line of credit which was recently extended to April 2025 to help with our 
continued investment in capacity to meet our expanding demand. We believe it is probable our existing cash balances and 
future actions will be sufficient to fund our normal business operations over the next twelve months from the date of this 
filing. 

48

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
We received governmental wage subsidies from various governmental programs related to COVID-19 implications of $293 
and $1,757 during the fiscal years 2022 and 2021, respectively and recorded the subsidies as a reduction of compensation 
expense, most of it is included in the "Costs of sales" line item in our consolidated statements of operations. We also have 
elected  to  defer  payments  of  the  employer  portion  of  social  security  taxes  during  the  payroll  tax  deferral  period,  which 
ended on December 31, 2020. As of April 30, 2022, the total amount of such deferral was $2,633, which is included in the 
"Accrued expenses" line item in our consolidated balance sheet. Per the terms of the deferral program, the total amount is 
due on December 31, 2022.

Recent Accounting Pronouncements

Accounting Standards Adopted

In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-03, Measurement of Credit Losses on 
Financial  Instruments,  which  provides  guidance  regarding  the  measurement  and  recognition  of  credit  impairment  for 
certain financial assets. ASU 2016-03 improves financial reporting by requiring more timely recording of credit losses on 
loans and other financial instruments held by financial institutions and other organizations. Under the new guidance, ASU 
2016-03 requires an organization to measure all expected credit losses for financial assets held at the reporting date based 
on historical experience, current conditions, and reasonable supportable forecasts. We adopted ASU 2016-03 and its related 
guidance  during  the  first  quarter  of  fiscal  2021,  and  the  adoption  did  not  have  a  material  impact  on  our  consolidated 
financial statements.

We  estimate  an  allowance  for  doubtful  accounts  using  a  loss  rate  method.  We  measure  all  expected  credit  losses  for 
financial  assets  held  at  the  reporting  date  based  on  historical  experience,  current  conditions,  and  reasonable  supportable 
forecasts.

A reconciliation of the beginning and ending allowance for doubtful accounts is as follows: 

Balance as of Balance at beginning of year

Charged to costs and expenses

Deductions (1)

Balance as of Balance at end of year

(1) Includes account collections and write offs

Year Ended 

April 30, 

May 1, 2021

$ 

$ 

3,942  $ 

2,083 

(3,271)   

2,754  $ 

2,828 

3,318 

(2,204) 

3,942 

There have been no significant ASUs issued that we adopted during the fiscal year ended April 30, 2022.

Accounting Standards Not Yet Adopted

In  November  2021,  FASB  issued  ASU  2021-10,  Government  Assistance  (Topic  832):  Disclosures  by  Business  Entities 
About Government Assistance ("ASU 2021-10"), which requires business entities to disclose information about transactions 
with a government that are accounted for by applying a grant or contribution model by analogy. For transactions covered 
by  ASU  2021-10,  the  new  standard  requires  the  disclosure  of  information  about  the  nature  of  the  transaction,  including 
significant  terms  and  conditions,  as  well  as  the  amounts  and  specific  financial  statement  line  items  affected  by  the 
transaction.  ASU  2021-10  is  effective  for  annual  periods  beginning  after  December  15,  2021,  which  for  us  is  the  first 
quarter of fiscal 2023. Early adoption is permitted. The Company does not expect the adoption of ASU 2021-10 to have a 
material impact on future disclosures. 

Note 2. Revenue Recognition

Disaggregation of revenue
In accordance with ASC 606-10-50, we disaggregate revenue from contracts with customers by the type of performance 
obligation and the timing of revenue recognition. We determine that disaggregating revenue in these categories achieves 
the disclosure objective to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by 
economic factors and to enable users of financial statements to understand the relationship to each reportable segment.

49

 
 
 
The following table presents our disaggregation of revenue by segments:

Fiscal Year 2022

Commercial Live Events

High School 
Park and
Recreation

Transportation

International

Total

Type of performance 
obligation

Unique configuration

$ 

20,849  $ 

144,095  $ 

20,175  $ 

38,843  $ 

32,658  $  256,620 

Limited configuration  

118,308 

Service and other

15,054 

30,181 

24,830 

88,162 

3,479 

21,370 

2,494 

43,029 

7,443 

301,050 

53,300 

$ 

154,211  $ 

199,106  $ 

111,816  $ 

62,707  $ 

83,130  $  610,970 

Timing of revenue 
recognition

Goods/services 
transferred at a point 
in time

Goods/services 
transferred over time

Type of performance 
obligation

$ 

120,776  $ 

37,229  $ 

82,678  $ 

22,088  $ 

45,036  $  307,807 

33,435 

161,877 

29,138 

40,619 

38,094 

303,163 

$ 

154,211  $ 

199,106  $ 

111,816  $ 

62,707  $ 

83,130  $  610,970 

Fiscal Year 2021

Commercial Live Events

High School 
Park and
Recreation

Transportation

International

Total

Unique configuration

$ 

16,535  $ 

104,682  $ 

22,258  $ 

36,398  $ 

22,266  $  202,139 

Limited configuration

Service and other

96,420 

14,345 

18,679 

19,688 

66,697 

2,602 

19,690 

2,196 

32,583 

6,994 

234,069 

45,825 

$ 

127,300  $ 

143,049  $ 

91,557  $ 

58,284  $ 

61,843  $  482,033 

Timing of revenue 
recognition

Goods/services 
transferred at a point in 
time
Goods/services 
transferred over time

$ 

98,243  $ 

23,906  $ 

60,859  $ 

20,180  $ 

34,388  $  237,576 

29,057 

119,143 

30,698 

38,104 

27,455 

244,457 

$ 

127,300  $ 

143,049  $ 

91,557  $ 

58,284  $ 

61,843  $  482,033 

50

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fiscal Year 2020

Commercial Live Events

High School 
Park and
Recreation

Transportation

International

Total

Type of performance 
obligation

Unique configuration

$ 

35,212  $ 

140,044  $ 

19,176  $ 

43,519  $ 

40,454  $  278,405 

Limited configuration

Service and other

102,847 

14,568 

31,897 

24,650 

74,266 

2,972 

24,588 

2,032 

45,626 

  279,224 

7,081 

51,303 

$ 

152,627  $ 

196,591  $ 

96,414  $ 

70,139  $ 

93,161  $  608,932 

Timing of revenue 
recognition

Goods/services 
transferred at a point in 
time

Goods/services 
transferred over time

$ 

105,096  $ 

39,521  $ 

68,582  $ 

25,157  $ 

47,345  $  285,701 

47,531 

157,070 

27,832 

44,982 

45,816 

  323,231 

$ 

152,627  $ 

196,591  $ 

96,414  $ 

70,139  $ 

93,161  $  608,932 

See "Note 3. Segment Reporting" for a disaggregation of revenue by geography.

Contract balances
Contract  assets  represent  revenue  recognized  in  excess  of  amounts  billed  and  include  unbilled  receivables.  Unbilled 
receivables,  which  represent  an  unconditional  right  to  payment  subject  only  to  the  passage  of  time,  are  reclassified  to 
accounts receivable when they are billed according to the contract terms. Contract liabilities represent amounts billed to the 
clients in excess of revenue recognized to date.

The following table reflects the balances and changes in our contract assets and liabilities:

Contract assets

Contract liabilities - current

Contract liabilities - non-current

April 30, 
2022

May 1, 2021

$ 

41,687  $ 

90,393 

10,998 

32,799 

64,495 

10,720 

The changes in our contract assets and contract liabilities from May 1, 2021 to April 30, 2022 were due to the timing of 
billing schedules and revenue recognition, which can vary significantly depending on the contractual payment terms and 
the seasonality of the sports markets. We had no material impairments of contract assets for fiscal 2022.

For service-type warranty contracts, we allocate revenue to this performance obligation, recognize the revenue over time, 
and recognize costs as incurred. Earned and unearned revenues for these contracts are included in the "Contract assets" and 
"Contract liabilities". Changes in unearned service-type warranty contracts, net were as follows:

Balance at beginning of year

New contracts sold

Less: reductions for revenue recognized

Foreign currency translation and other

Balance at end of year

51

April 30, 
2022

May 1, 2021

$ 

24,590  $ 

42,619 

24,490 

35,623 

(40,614)   

(36,723) 

(249)   

$ 

26,346  $ 

1,200 

24,590 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of April 30, 2022 and May 1, 2021, our contracts in progress that were identified as loss contracts were immaterial. For 
these  contracts,  the  provision  for  losses  are  included  in  the  "Accrued  expenses"  line  item  in  our  consolidated  balance 
sheets.

During fiscal 2022, we recognized revenue of $53,241 related to our contract liabilities as of May 1, 2021.

Remaining performance obligations
As of April 30, 2022, the aggregate amount of the transaction price allocated to the remaining performance obligations was 
$533,340. We expect approximately $452,289 of our remaining performance obligations to be recognized over the next 12 
months,  with  the  remainder  recognized  thereafter.  Remaining  performance  obligations  related  to  product  and  service 
agreements at April 30, 2022 are $471,589 and $61,751, respectively. Although remaining performance obligations reflect 
business  that  is  considered  to  be  legally  binding,  cancellations,  deferrals  or  scope  adjustments  may  occur.  Any  known 
project cancellations, revisions to project scope and cost, foreign currency exchange fluctuations and project deferrals are 
reflected or excluded in the remaining performance obligation balance, as appropriate.

Note 3. Segment Reporting

We organize and manage our business by the following five segments which meet the definition of reportable segments 
under ASC 280-10, Segment Reporting: Commercial, Live Events, High School Park and Recreation, Transportation, and 
International. These segments are based on the customer type or geography and are the same as our business units. Separate 
financial  information  is  available  and  regularly  evaluated  by  our  chief  operating  decision-maker  (CODM),  who  is  our 
president  and  chief  executive  officer,  in  making  resource  allocation  decisions  for  our  segments.  Our  CODM  evaluates 
segment performance according to the GAAP measure of gross profit.

Our  Commercial  business  unit  primarily  consists  of  sales  of  our  integrated  video  display  systems,  digital  billboards, 
Galaxy®  and  Fuelight™  product  lines,  and  dynamic  messaging  systems  to  resellers  (primarily  sign  companies),  out-of-
home ("OOH") companies, national retailers, quick-serve restaurants, casinos, shopping centers, cruise ships, commercial 
building owners, and petroleum retailers. Our Live Events business unit primarily consists of sales of integrated scoring 
and  video  display  systems  to  college  and  professional  sports  facilities  and  convention  centers  and  sales  of  our  mobile 
display technology to video rental organizations and other live events type venues. Our High School Park and Recreation 
business unit primarily consists of sales of scoring systems, Galaxy® displays and video display systems to primary and 
secondary education facilities and resellers (primarily sign companies). Our Transportation business unit primarily consists 
of  sales  of  intelligent  transportation  systems  dynamic  messaging  signs  for  road  management,  mass  transit,  and  aviation 
applications  and  other  electronic  signage  for  advertising  and  way-finding  needs,  which  includes  our  Vanguard®  and 
Galaxy® product lines and other intelligent transportation systems dynamic message signs, to governmental transportation 
departments,  transportation  industry  contractors,  airlines  and  other  transportation  related  customers.  Our  International 
business unit consists of sales of all product lines outside the United States and Canada. In our International business unit, 
we focus on product lines related to integrated scoring and video display systems for sports and commercial applications, 
OOH advertising products, architectural lighting, and transportation related products for sale outside of the United States 
and  Canada  to  the  related  type  of  company,  including  sports  and  commercial  business  facilities,  OOH  companies,  and 
governmental transportation agencies.

Assets  are  not  allocated  to  the  segments.  Depreciation  and  amortization  are  allocated  to  each  segment  based  on  various 
financial  measures;  however,  some  depreciation  and  amortization  are  corporate  in  nature  and  remain  unallocated.  Our 
segments  follow  the  same  accounting  policies  as  those  described  in  "Note  1.  Nature  of  Business  and  Summary  of 
Significant Accounting Policies." Some expenses or services are not directly allocable to a sale or segment or the resources 
and related expenses are shared across business segment areas. These expenses are allocated using estimates and allocation 
methodologies  based  on  financial  measures  and  professional  judgment.  Shared  or  unabsorbed  manufacturing  costs  are 
allocated  to  the  business  unit  benefiting  most  from  that  manufacturing  location's  production  capabilities.  Shared  or 
unabsorbed costs of domestic field sales and services infrastructure, including most field administrative staff, are allocated 
to  the  Commercial,  Live  Events,  High  School  Park  and  Recreation,  and  Transportation  business  units  based  on  cost  of 
sales. Shared manufacturing, buildings and utilities, and procurement costs are allocated based on payroll dollars, square 
footage and various other financial measures in the segment analysis.

We do not maintain information on sales by products; therefore, disclosure of such information is not practical.

52

The  following  table  sets  forth  certain  financial  information  for  each  of  our  five  reporting  segments  for  the  periods 
indicated:

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

Net sales:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Total company net sales

Gross profit:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Operating expenses

Selling

General and administrative

Product design and development

Operating income (loss)

Nonoperating income (expense):

Interest income (expense), net

Other expense, net

Income (loss) before income taxes

Depreciation and amortization:

Commercial

Live Events

High School Park and Recreation

Transportation

International

Unallocated corporate depreciation

$ 

154,211  $ 

127,300  $ 

199,106 

111,816 

62,707 

83,130 

610,970 

31,851 

21,787 

35,477 

18,172 

9,410 

143,049 

91,557 

58,284 

61,843 

152,627 

196,591 

96,414 

70,139 

93,161 

482,033 

608,932 

33,072 

24,397 

31,472 

20,329 

11,313 

29,246 

39,518 

28,874 

23,910 

17,152 

116,697 

120,583 

138,700 

51,075 

32,563 

29,013 

112,651 

4,046 

48,649 

27,980 

26,846 

103,475 

17,108 

65,902 

35,193 

37,772 

138,867 

(167) 

171 

(3,109)   
1,108  $ 

(65)   

(2,983)   
14,060  $ 

699 

(541) 
(9) 

2,677  $ 

3,037  $ 

5,238 

1,420 

551 

2,796 

2,712 

5,798 

1,942 

979 

2,887 

2,434 

3,682 

5,605 

2,025 

1,029 

2,460 

2,917 

$ 

$ 

$ 

15,394  $ 

17,077  $ 

17,718 

53

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
No  single  geographic  area  comprises  a  material  amount  of  our  net  sales  or  property  and  equipment,  net  of  accumulated 
depreciation,  other  than  the  United  States.  The  following  table  presents  information  about  net  sales  and  property  and 
equipment, net of accumulated depreciation, in the United States and elsewhere:

Net sales:

United States

Outside United States

Property and equipment, net of accumulated depreciation:

United States

Outside United States

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

$ 

$ 

$ 

513,740  $ 

413,211  $ 

97,230 

68,822 

610,970  $ 

482,033  $ 

504,931 

104,001 

608,932 

58,643  $ 

50,130  $ 

8,122 

8,552 

66,765  $ 

58,682  $ 

58,422 

9,062 

67,484 

We  have  numerous  customers  worldwide  for  sales  of  our  products  and  services,  and  no  customer  accounted  for  10%  or 
more  of  net  sales;  therefore,  we  are  not  economically  dependent  on  a  limited  number  of  customers  for  the  sale  of  our 
products and services.

We have numerous raw material and component suppliers, and no supplier accounts for 10% or more of our cost of sales; 
however, we have a number of single-source and limited-source suppliers that could limit our supply or cause delays in 
obtaining raw material and components needed in manufacturing.

Note 4. Goodwill and Intangible Assets

Goodwill

The changes in the carrying amount of goodwill related to each reportable segment for the fiscal year ended April 30, 2022 
were as follows:

Live Events

Commercial

Transportation

International

Total

Balance as of May 1, 2021:

Foreign currency translation

Balance as of April 30, 2022:

$ 

$ 

2,313  $ 

3,464  $ 

(17)   

(115)   

2,296  $ 

3,349  $ 

84  $ 

(16)   

68  $ 

2,553  $ 

8,414 

(339)   

(487) 

2,214  $ 

7,927 

We perform an analysis of goodwill on an annual basis and test for impairment more frequently if events or changes in 
circumstances indicate that an asset might be impaired. Our annual analysis is performed during our third quarter of each 
fiscal year, based on the goodwill amount as of the first business day of our third fiscal quarter. We performed our annual 
impairment test and concluded no goodwill impairment existed for fiscal years 2022, 2021, and 2020.

54

 
 
 
 
 
 
 
Intangible Assets

The following table summarizes intangible assets, net, as of April 30, 2022 and May 1, 2021:

Registered trademarks

Software

Customer relationships

Other

Total

Registered trademarks

Software

Customer relationships

Other

Total

April 30, 2022

Weighted 
Average Life 
(in years)

Gross 
Carrying 
Amount

Accumulated 
Amortization

Net Carrying 
Amount

20.0 $ 

3.0  

10.0  

1.0  

7.6 $ 

639  $ 

233  $ 

2,984 

2,853 

101 

2,984 

1,787 

101 

6,577  $ 

5,105  $ 

406 

— 

1,066 

— 

1,472 

May 1, 2021

Weighted 
Average Life 
(in years)

Gross 
Carrying 
Amount

Accumulated 
Amortization

Net Carrying 
Amount

19.4 $ 

738  $ 

246  $ 

3.0  

10.0  

1.5  

6,606 

2,984 

132 

6,412 

1,588 

131 

492 

194 

1,396 

1 

6.1 $ 

10,460  $ 

8,377  $ 

2,083 

In the fiscal years 2022, 2021, and 2020, amortization expense was $504, $1,502, and $1,498, respectively. Amortization 
expenses are included primarily in product design and development and selling expense in the consolidated statements of 
operations. Intangible assets are written off when fully amortized.

As of April 30, 2022, amortization expenses for future periods were estimated to be as follows:

Fiscal years ending

2023

2024

2025
2026
2027

Thereafter

$ 

Amount

300 

300 

300 
266 
36 

270 

Total expected amortization expense

$ 

1,472 

Note 5. Selected Financial Statement Data

Inventories consisted of the following:

Raw materials

Work-in-process

Finished goods

April 30, 
2022

May 1, 2021

$ 

71,410  $ 

14,238 

48,744 

$ 

134,392  $ 

29,913 

9,948 

34,495 

74,356 

55

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property and equipment, net consisted of the following:

Land

Buildings

Machinery and equipment

Office furniture and equipment

Computer software and hardware

Construction in Process

Demonstration equipment

Transportation equipment

Less accumulated depreciation

April 30, 
2022

May 1, 2021

$ 

1,899  $ 

69,170 

110,079 

4,098 

46,922 

5,792 

7,260 

7,065 

252,285 

185,520 

$ 

66,765  $ 

1,924 

69,608 

98,451 

4,103 

44,851 

— 

7,186 

7,264 

233,387 

174,705 

58,682 

Our depreciation expense was $14,890, $15,575, and $16,230 for the fiscal years 2022, 2021, and 2020, respectively.

Accrued expenses consisted of the following:

Compensation

Taxes, other than income taxes

Accrued employee benefits

Operating lease liabilities

Short-term accrued expenses

Acquisition-related contingency consideration

Other (expense) income, net consisted of the following:

April 30, 
2022

May 1, 2021

$ 

15,944  $ 

13,079 

6,741 

3,227 

2,309 

6,738 

— 

5,888 

2,174 

1,881 

7,455 

195 

$ 

34,959  $ 

30,672 

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

Foreign currency transaction (losses) gains

$ 

(227)  $ 

(675)  $ 

Equity in losses of affiliates

Other

Note 6. Receivables

(2,970)   

(2,370)   

88 

62 

$ 

(3,109)  $ 

(2,983)  $ 

207 

(741) 

(7) 

(541) 

We invoice customers based on a billing schedule as established in our contracts. We sometimes have the ability to file a 
contractor’s lien against the product installed as collateral and to file claims against surety bonds to protect our interest in 
receivables. Foreign sales are at times secured by irrevocable letters of credit or bank guarantees. Accounts receivable are 
reported net of an allowance for doubtful accounts of $2,754 and $3,942 at April 30, 2022 and May 1, 2021, respectively. 
Included in accounts receivable as of April 30, 2022 and May 1, 2021 was $1,834 and $660, respectively, of retainage on 
construction-type contracts, all of which is expected to be collected within one year.

In  some  contracts  with  customers,  we  agree  to  installment  payments  exceeding  12  months.  The  present  value  of  these 
contracts is recorded as a receivable as the revenue is recognized in accordance with GAAP, and profit is recognized to the 

56

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
extent the present value is in excess of cost. We generally retain a security interest in the equipment or in the cash flow 
generated by the equipment until the contract is paid. The present value of long-term contracts, including accrued interest 
and current maturities, was $4,288 and $3,097 as of April 30, 2022 and May 1, 2021, respectively. Contract receivables 
bearing annual interest rates of 0.0 to 9.0 percent are due in varying annual installments through November 2025. The face 
value of long-term receivables was $4,364 as of April 30, 2022 and $3,438 as of May 1, 2021.

Note 7. Financing Agreements

We  have  a  credit  agreement  with  a  bank  which  provides  for  a  $35,000,  line  of  credit  and  allows  up  to  $20,000  for 
commercial and standby letters of credit. The bank has a security interest in certain assets located in the United States. The 
interest rate on the line of credit ranges from the secured overnight financing rate ("SOFR") plus 75 basis points to SOFR 
plus 125 basis points depending on certain ratios. The line of credit was renewed on April 29, 2022, and the maturity date 
of our credit agreement and related revolving bank note is April 29, 2025. 

The credit agreement and amendments to the credit agreement require us to be in compliance with certain financial ratios, 
including  a  covenant  to  maintain  the  ratio  of  interest-bearing  debt  to  earnings  before  income  taxes,  depreciation,  and 
amortization  of  less  than  2.5,  and  other  covenants.  The  credit  agreement  and  amendments  to  the  credit  agreement  also 
contain customary events of default, including the failure to comply with covenants, the failure to pay or discharge material 
judgments and taxes, bankruptcy, the failure to pay loans and fees, and experiencing a change of control. The occurrence of 
an event of default by us would permit the lenders to terminate their commitments and accelerate repayment of the loans, 
foreclose on the collateral for the loans, and require collateralization of outstanding letters of credit. 

As of April 30, 2022, there were no advances under the loan portion of the line of credit, and the balance of the letters of 
credit  outstanding  was  approximately  $4,669.  As  of  April  30,  2022,  $30,331  of  the  credit  facility  was  available  for 
borrowing.

As  of  April  30,  2022,  we  had  $715  of  bank  guarantees  or  other  financial  instruments  for  display  installations  issued  by 
another  bank  and  secured  by  a  restricted  cash  deposit.  If  we  are  unable  to  meet  the  terms  of  the  arrangement,  the  bank 
would subrogate its loss by drawing on the secured cash deposit. 

Note 8. Share Repurchase Program

On  June  17,  2016,  our  Board  of  Directors  approved  a  stock  repurchase  program  under  which  we  may  purchase  up  to 
$40,000 of the Company's outstanding shares of common stock. Under this program, we may repurchase shares from time 
to  time  in  open  market  transactions  and  in  privately  negotiated  transactions  based  on  business,  market,  applicable  legal 
requirements  and  other  considerations.  The  repurchase  program  does  not  require  the  repurchase  of  a  specific  number  of 
shares and may be terminated at any time.

In April 2020, the Board had suspended the program. On December 2, 2021, the Board of Directors of Daktronics voted to 
reauthorize the stock repurchase program.

During fiscal 2021, we had no repurchases of shares of our outstanding common stock. During fiscal 2022 and 2020, we 
repurchased 641 and 1,039, respectively, shares of common stock at a total cost of $3,184 and $5,636, respectively. As of 
April 30, 2022, we had $29,355 of remaining capacity under our current share repurchase program.

Note 9. Leases

We  lease  facilities  and  various  equipment  to  manufacture  products  and  provide  employee  collaboration  space  and  tools. 
These  are  all  classified  as  operating  leases  and  have  initial  lease  terms  ranging  from  one  to  five  years.  These  operating 
leases do not contain material residual value guarantees or material restrictive covenants. Our lease for our facility in Sioux 
Falls, South Dakota has a purchase option. We do not have any financing leases.

We determine if an arrangement is a lease at the inception of the lease. Leases with an initial term of 12 months or less are 
not recorded on the balance sheet. Right-of-use assets represent our right to use an underlying asset for the lease term, and 
lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets 
and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. 
As we are generally not able to determine the rate implicit in our leases, we use the incremental borrowing rate based on 
the  information  available  at  the  commencement  date  in  determining  the  present  value  of  future  lease  payments.  The 

57

operating  lease  right-of-use  asset  includes  any  prepaid  lease  payments  and  initial  direct  costs  and  excludes  any  lease 
incentives and impairments. Some of our leases include options to extend the term, which is only included in the right-of-
use  assets  and  lease  liability  calculation  when  it  is  reasonably  certain  that  we  will  exercise  that  option.  We  have  lease 
agreements  with  lease  and  non-lease  components,  and  we  have  elected  to  account  for  all  asset  classes  as  a  single  lease 
component.  Our  operating  leases  also  typically  require  payment  of  real  estate  taxes,  insurance,  and  common  area 
maintenance. These components comprise the majority of our variable lease cost and are excluded from the present value 
of our lease obligations. In instances where they are fixed, they are included due to our election to combine lease and non-
lease components. Our total variable lease costs are immaterial.

Operating lease cost is recognized on a straight-line basis over the lease term, and short-term lease cost is recognized when 
paid.  During  fiscal  2022,  the  amount  of  the  operating  lease  cost  included  in  cost  of  sales  and  operating  expenses  in  the 
consolidated statements of operations was $2,425 and $870, respectively, as compared to $2,241 and $977, respectively, in 
fiscal year 2021; and $2,325 and $1,116, respectively, in fiscal year 2020. Operating lease cost includes short-term leases, 
which are immaterial.

As of April 30, 2022, the weighted average remaining lease term and discount rate related to operating leases was 3.6 years 
and 2.4 percent as compared to 4.7 years and 3.3 percent as of May 1, 2021.

Supplemental unaudited cash flow information related to operating leases were as follows:

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows for operating leases

$ 

2,680  $ 

2,752 

Future minimum operating lease payments as of, and subsequent to, April 30, 2022 under ASC 842 are as follows:

Year Ended

April 30, 
2022

May 1, 2021

Fiscal years ending

2023

2024

2025

2026

2027
Thereafter
Total lease payments

Less imputed interest

Total lease liabilities

Operating 
Leases(1)

$ 

$ 

2,489 

2,285 

1,632 

807 

667 
— 
7,880 

(417) 

7,463 

(1) Includes $3,556 to extend the term of the lease for our Sioux Falls, South Dakota manufacturing facility.

Note 10. Shareholders' Equity and Share-Based Compensation

Authorized shares types and shareholder rights plan: Our 120,000 authorized shares consist of 115,000 shares of common 
stock, 50 shares of Series A Junior Participating Preferred Stock, and 4,950 shares of “undesignated stock.” Our Board of 
Directors has the power to authorize and issue any or all of the shares of undesignated stock without shareholder approval, 
including the authority to establish the rights and preferences of the undesignated stock.

Each outstanding share of our common stock includes one preferred share purchase right. Each right entitles the registered 
holder  of  our  common  stock  to  purchase  from  us  one  one-thousandth  of  one  share  of  our  Series  A  Junior  Participating 
Preferred Stock at an initial exercise price of $20 per right, subject to adjustment and the terms of the shareholder rights 
agreement under which the dividend was declared and paid. The rights become exercisable immediately after the earlier of 
(i)  10  business  days  following  a  public  announcement  that  a  person  or  group  has  acquired  beneficial  ownership  of  20 

58

 
 
 
 
 
 
 
percent or more of our outstanding common shares (subject to certain exceptions) or (ii) 10 business days following the 
commencement  or  announcement  of  an  intention  to  make  a  tender  offer  or  exchange  offer  for  our  common  shares,  the 
consummation  of  which  would  result  in  the  beneficial  ownership  by  a  person  or  group  of  20  percent  or  more  of  our 
outstanding  common  shares.  The  rights  expire  on  November  19,  2024,  which  date  may  be  extended  by  our  Board  of 
Directors subject to certain additional conditions.

Stock incentive plans: During fiscal 2021, we established the Daktronics, Inc. 2020 Stock Incentive Plan (“2020 Plan”) and 
ceased  granting  options  under  the  2015  Stock  Incentive  Plan  ("2015  Plan").  The  2020  Plan  provides  for  the  issuance  of 
stock-based  awards,  including  stock  options,  restricted  stock,  restricted  stock  units  and  deferred  stock,  to  employees, 
directors and consultants. Stock options issued to employees under the 2015 Plan and 2020 Plan generally have a 10-year 
life,  an  exercise  price  equal  to  the  closing  market  value  on  the  grant  date  and  a  five-year  annual  vesting  period.  Stock 
options granted to independent directors under these plans have a seven-year life and an exercise price equal to the closing 
market  value  on  the  date  of  grant.  Stock  options  granted  to  independent  directors  vest  in  one  year,  provided  that  the 
directors  remain  on  the  Board.  The  restricted  stock  granted  to  independent  directors  vests  in  one  year,  provided  that  the 
directors remain on the Board. Restricted stock units are granted to employees and have a five-year annual vesting period. 
As with stock options, restricted stock and restricted stock unit ownership cannot be transferred during the vesting period.

At April 30, 2022, the aggregate number of shares available for future grants under the 2020 Plan for stock options and 
restricted stock awards was 2,456 shares. Shares of common stock subject to all stock awards granted under the 2020 Plan 
are counted as one share of stock for each share of stock subject to the award. Although the 2015 Plan remains in effect for 
options outstanding that were granted under the 2015 Plan until the earlier of the exercise of the options or their expiration 
or termination without being exercised, no new options can be granted under the 2015 Plan.

Restricted  stock  and  restricted  stock  units:  We  issue  restricted  stock  to  our  non-employee  directors  and  restricted  stock 
units  to  employees.  Restricted  stock  issued  to  non-employee  directors  are  participating  securities  and  receive  dividends 
prior to vesting. Unvested restricted stock will terminate and be forfeited upon termination of employment or service. The 
fair value of restricted stock and our restricted stock unit awards are measured on the grant date based on the market value 
of  our  common  stock.  The  related  compensation  expense  as  calculated  under  ASC  718,  net  of  estimated  forfeitures,  is 
recognized  over  the  applicable  vesting  period.  Unrecognized  compensation  expense  related  to  the  restricted  stock  and 
restricted  stock  unit  awards  was  approximately  $1,772  at  April  30,  2022,  which  is  expected  to  be  recognized  over  a 
weighted-average period of 2.71 years. The total fair value of restricted stock vested was $1,203, $1,293, and $1,415 in 
fiscal years 2022, 2021, and 2020, respectively.

A summary of non-vested restricted stock and restricted stock units for fiscal years 2022, 2021, and 2020 is as follows:

April 30, 2022

Year Ended
May 1, 2021

May 2, 2020

Number of 
Nonvested 
Shares 

Weighted 
Average 
Grant Date
Fair Value 
Per Share

Number of 
Nonvested 
Shares

Weighted 
Average 
Grant Date
Fair Value 
Per Share

Number of 
Nonvested 
Shares

Weighted 
Average 
Grant Date
Fair Value 
Per Share

Outstanding at 
beginning of year

Granted

Vested

Forfeited
Outstanding at end 
of year

480  $ 

214 

(213)   

(12)   

469  $ 

5.62 

5.66 

5.58 

5.64 

5.65 

449  $ 

223 

(176)   

(16)   

480  $ 

7.16 

3.92 

7.27 

7.00 

5.62 

444  $ 

186 

(173)   

(8)   

449  $ 

7.58 

7.03 

8.10 

7.37 

7.16 

59

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock  Options:  We  issue  incentive  stock  options  to  our  employees  and  non-qualified  stock  options  to  our  independent 
directors. A summary of stock option activity under our 2015 Plan and 2020 Plan during the fiscal year ended April 30, 
2022 is as follows:

Outstanding at May 1, 2021

Granted

Canceled or forfeited

Exercised

Outstanding at April 30, 2022

Shares vested and expected to vest

Exercisable at April 30, 2022

Weighted 
Average 
Exercise 
Price
Per Share

Weighted 
Average 
Remaining
Contractual 
Life (Years)

Aggregate 
Intrinsic 
Value

Stock 
Options 

2,227  $ 

223 

(341)   

(2)   

2,107  $ 

2,075  $ 

1,371  $ 

8.53 

5.66 

9.17 

4.11 

8.13 

8.17 

9.47 

4.83 $ 

843 

— 

— 

— 

4.98 $ 

4.92 $ 

3.26 $ 

— 

— 

2 

— 

— 

— 

The aggregate intrinsic value of stock options represents the difference between the exercise price of stock options and the 
fair  market  value  of  the  underlying  common  stock  for  all  in-the-money  options.  We  define  in-the-money  options  at 
April 30, 2022 as options having exercise prices lower than the $3.35 per share market price of our common stock on that 
date.  There  were  no  shares  exercisable  that  were  in-the-money  options  at  April  30,  2022.  The  total  intrinsic  value  of 
options exercised during fiscal years 2022, 2021, and 2020 was $2, $0, and $0, respectively. The total fair value of stock 
options vested was $465, $451, and $566 for fiscal years 2022, 2021, and 2020, respectively.

We estimate the fair value of stock options granted using the Black-Scholes option valuation model. We recognize the fair 
value of the stock options on a straight-line basis as compensation expense. All options are recognized over the requisite 
service periods of the awards, which are generally the vesting periods.

The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options which have 
no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective 
assumptions, including the expected stock price volatility. ASC 718 requires us to estimate forfeitures at the time of grant 
and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. We use historical data to 
estimate  pre-vesting  option  forfeitures  and  record  share-based  compensation  expense  only  for  those  awards  expected  to 
vest. The following factors are the significant assumptions used in the computation of the fair value of options:

Expected life. The expected life of options granted represents the period of time they are expected to be outstanding. 
We  estimate  the  expected  life  of  options  granted  based  on  historical  exercise  patterns,  which  we  believe  are 
representative of future behavior. We have examined our historical pattern of option exercises in an effort to determine 
if  there  were  any  discernible  patterns  of  activity  based  on  certain  demographic  characteristics.  Demographic 
characteristics tested included age, salary level, job level and geographic location. We have determined there were no 
meaningful differences in option exercise activity based on the demographic characteristics tested.

Expected volatility. We estimate the volatility of our common stock at the date of grant based on historical volatility 
consistent  with  ASC  718  and  Securities  and  Exchange  Commission  ("SEC")  Staff  Accounting  Bulletin  No.  107, 
Share-Based Payments.

Risk-free  interest  rate.  The  rate  is  based  on  the  U.S.  Treasury  zero-coupon  yield  curve  on  the  grant  date  for  a  term 
similar to the expected life of the options.

Dividend yield. We use an expected dividend yield consistent with our historical dividend yield pattern.

60

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following table provides the weighted-average fair value of options granted and the related assumptions used in the 
Black-Scholes model:

Fair value of options granted

Risk-free interest rate

Expected dividend rate

Expected volatility

Expected life of option (in years)

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

2.43 

$ 

1.71 

$ 

 1.07 %

 — %

 40.60 %

6.94

 0.43 %

 — %

 40.53 %

6.94

1.99 

 1.51 %

 3.50 %

 37.55 %

6.94

Employee stock purchase plan: We have an employee stock purchase plan (“ESPP”), which enables employees after six 
months  of  continuous  employment  to  elect,  in  advance  and  semi-annually,  to  contribute  up  to  15  percent  of  their 
compensation,  subject  to  certain  limitations,  toward  the  purchase  of  our  common  stock  at  a  purchase  price  equal  to  85 
percent of the lower of the fair market value of the common stock on the first or last day of the participation period. The 
ESPP requires participants to hold any shares purchased under the ESPP for a minimum period of one year after the date of 
purchase. Compensation expense recognized on shares issued under our ESPP is based on the value of a traded option to 
purchase  shares  of  our  stock  at  a  15  percent  discount  to  the  stock  price.  The  total  number  of  shares  reserved  under  the 
ESPP is 4,000. The number of shares of common stock issued under the ESPP totaled 310, 170, and 453 shares in fiscal 
2022, 2021, and 2020, respectively. The number of shares of common stock reserved for future employee purchases under 
the ESPP totaled 705 shares at April 30, 2022. The ESPP is intended to qualify under Section 423 of the Internal Revenue 
Code of 1986 (the "Code").

Total share-based compensation expense: As of April 30, 2022, there was $2,862 of total unrecognized compensation cost 
related  to  non-vested  share-based  compensation  arrangements  granted  under  all  equity  compensation  plans.  Total 
unrecognized compensation cost will be adjusted for future changes in estimated forfeitures. We expect to recognize the 
cost over a weighted-average period of 2.71 years.

The following table presents a summary of the share-based compensation expense by equity type as follows:

Stock options

Restricted stock and stock units
Employee stock purchase plans

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

$ 

458  $ 

1,159 
356 
1,973  $ 

450  $ 

1,203 
414 
2,067  $ 

492 

1,341 
432 
2,265 

A summary of the share-based compensation expense for stock options, restricted stock, restricted stock units and shares 
issued under the ESPP for fiscal years 2022, 2021, and 2020 is as follows:

Cost of sales

Selling

General and administrative

Product design and development

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

434  $ 

472  $ 

472 

656 

411 

484 

678 

433 

514 

572 

717 

462 

$ 

1,973  $ 

2,067  $ 

2,265 

61

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
We  received  $8  in  cash  from  option  exercises  under  all  share-based  payment  arrangements  for  the  fiscal  year  ended 
April 30, 2022. The tax (expense) benefit related to non-qualified options and restricted stock units under all share-based 
payment arrangements totaled ($47), ($70), and ($92) for fiscal years 2022, 2021, and 2020, respectively.

Note 11. Retirement Benefits

We  sponsor  a  401(k)  savings  plan  providing  benefits  for  substantially  all  United  States-based  employees  of  Daktronics, 
Inc. and its subsidiaries, subject to certain Internal Revenue Service ("IRS") limits. We made matching cash contributions 
equal to 50 percent of the employee's qualifying contribution up to six percent of such employee's compensation; however, 
we  eliminated  our  matching  contribution  as  one  of  our  cost  savings  initiatives  for  fiscal  2021.  These  benefits  were 
reinstated  for  fiscal  2022.  Employees  are  eligible  to  participate  in  the  401(k)  savings  plan  the  first  day  of  the  calendar 
month following completion of 30 days of continuous service if they have attained the age of 21. We contributed $2,573, 
$0 and $2,917 for matches to the plan for fiscal years 2022, 2021, and 2020, respectively.

Note 12. Income Taxes

The following tables reflect the significant components of our income tax provision. The pretax income (loss) attributable 
to domestic and foreign operations was as follows:

Domestic

Foreign

Income (loss) before income taxes

Income tax expense (benefit) consisted of the following:

Current:

Federal

State

Foreign

Deferred:

Federal
State

Foreign

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

$ 

(2,696)  $ 

10,413  $ 

3,804 

3,647 

1,108  $ 

14,060  $ 

(4,187) 

4,178 

(9) 

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

644  $ 

507  $ 

452 

975 

(1,020)   
(476)   

(59)   

516  $ 

422 

891 

1,216 
59 

39 

3,134  $ 

$ 

625 

297 

761 

(2,028) 
(321) 

166 

(500) 

62

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The reconciliation of the provision (benefit) for income taxes and the amount computed by applying the federal statutory 
rate to income (loss) before income taxes is as follows:

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

Computed income tax expense (benefit) at federal statutory rates

$ 

233  $ 

2,953  $ 

Change in uncertain tax positions

Research and development tax credit

Other, net

Change in valuation allowances

GILTI

Base Erosion Anti-Abuse Tax (BEAT)

Stock compensation

Meals and entertainment

Dividends paid to retirement plan

State taxes, net of federal benefit

(71)   

(382)   

(227)   

609 

(14)   

12 

150 

67 

— 

139 

(34)   

(1,047)   

403 

402 

(156)   

(285)   

355 

49 

— 

494 

$ 

516  $ 

3,134  $ 

(2) 

4 

(1,621) 

(241) 

482 

149 

301 

318 

305 

(111) 

(84) 

(500) 

The effective income tax rate for fiscal 2022 was impacted by tax benefits from permanent tax credits offset by valuation 
allowances  as  well  as  other  various  permanent  tax  adjustments  and  state  taxes  with  additional  expense  for  prior  year 
provision to return adjustments. 

During fiscal 2021, our effective income tax rate was impacted due to tax benefits from permanent tax credits and prior 
year provision to return adjustments offset by valuation allowances as well as other various permanent tax adjustments and 
state taxes.

During fiscal 2020, our effective income tax rate was impacted due to a tax benefit of permanent tax credits reduced by a 
valuation allowance placed on equity investments in proportion to a small pre-tax book loss which results in an abnormal 
tax rate.

63

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The components of the net deferred tax assets were as follows:

Deferred tax assets:

Accrued warranty obligations

Vacation accrual

Deferred maintenance revenue

Allowance for excess and obsolete inventory

Equity compensation

Allowance for doubtful accounts

Inventory capitalization

Accrued compensation and benefits

Unrealized loss on foreign currency exchange

Net operating loss carry forwards

Research and development tax credit carry forwards

Lease accounting - lease liability

Other

Total deferred tax assets

Valuation allowance

Net deferred tax assets

Deferred tax liabilities:

Property and equipment

Lease accounting - right of use asset

Prepaid expenses

Intangible assets

Unrealized gain on foreign currency exchange

Other

Total deferred tax liabilities

Net deferred tax asset

April 30, 
2022

May 1, 2021

$ 

7,117  $ 

1,618 

272 

2,316 

276 

528 

1,278 

1,019 

— 

729 

396 

1,918 

2,296 

19,763 

(2,452)   

17,311 

(1,693)   

(1,907)   

(428)   

— 

(180)   

(59)   

(4,267)   

$ 

13,044  $ 

6,293 

1,222 

398 

1,776 

324 

829 

583 

1,707 

85 

856 

516 

1,572 

1,513 

17,674 

(1,732) 

15,942 

(2,373) 

(1,580) 

(337) 

(69) 

— 

(49) 

(4,408) 

11,534 

The classification of the net deferred tax assets in the accompanying consolidated balance sheets is:

Non-current assets

Non-current liabilities

April 30, 
2022

May 1, 2021

$ 

$ 

13,331  $ 

11,944 

(287)   

(410) 

13,044  $ 

11,534 

64

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The summary of changes in the amounts related to unrecognized uncertain tax benefits are:

April 30, 
2022

May 1, 2021

Balance at beginning of year

$ 

548  $ 

Gross increases related to prior period tax positions

Gross decreases related to prior period tax positions

Gross increases related to current period tax positions

Lapse of statute of limitations

Balance at end of year

17 

(54)   

116 

(150)   

$ 

477  $ 

582 

21 

(1) 

84 

(138) 

548 

All of our unrecognized tax benefits would have an impact on the effective tax rate if recognized. It is reasonably possible 
that the amount of unrecognized tax benefits could change due to one or more of the following events occurring in the next 
12  months:  expiring  statutes,  audit  activity,  tax  payments,  or  competent  authority  proceedings.  A  statute  of  limitations 
relating  to  $166  of  the  unrecognized  tax  benefits  (including  interest)  expires  in  the  next  12  months.  The  benefit  will  be 
recognized if the statute lapses with no further action taken by regulators. Additionally, we recognized the release of $150 
in unrecognized tax benefits related to the lapse of a statute of limitations in fiscal 2022.

Interest and penalties incurred associated with uncertain tax positions are included in the "Income tax expense" line item in 
our consolidated statements of operations. Accrued interest and penalties are included in the related tax liability line item in 
our consolidated balance sheets of $38 and $38 as of April 30, 2022 and May 1, 2021, respectively.

As of April 30, 2022, we had foreign net operating loss (“NOL”) carryforwards of approximately $3,460 primarily related 
to our operations in Belgium and Ireland, which have indefinite lives. A deferred tax asset has been recorded for all NOL 
carryforwards totaling approximately $723. However, due to uncertainty in future taxable income, a valuation allowance 
totaling approximately $581 has been recorded. If sufficient evidence of our ability to generate future taxable income in the 
jurisdictions in which we currently maintain a valuation allowance causes us to determine that our deferred tax assets are 
more  likely  than  not  realizable,  we  would  release  our  valuation  allowance,  which  would  result  in  an  income  tax  benefit 
being recorded in our consolidated statements of operations.

Additional tax information:

We are subject to U.S. federal income tax as well as income taxes of multiple state and foreign jurisdictions. Fiscal years 
2019, 2020 and 2021 remain open to federal tax examinations, and fiscal years 2018, 2019, 2020 and 2021 remain open for 
state  income  tax  examinations.  Certain  subsidiaries  are  also  subject  to  income  tax  in  several  foreign  jurisdictions  which 
have open tax years varying by jurisdiction beginning in fiscal 2011. In the event of any future tax assessments, we have 
elected  to  record  the  income  taxes  and  any  related  interest  and  penalties  as  income  tax  expense  in  our  consolidated 
statement of operations.

As of April 30, 2022, we had no deferred tax liability recognized relating to our investment in foreign subsidiaries where 
the  earnings  have  been  indefinitely  reinvested.  The  Tax  Act  of  2017  generally  eliminates  U.S.  federal  income  taxes  on 
dividends from foreign subsidiaries, and, as a result, the accumulated undistributed earnings would be subject only to other 
taxes, such as withholding taxes and state income taxes, on the distribution of such earnings. No additional withholding or 
income  taxes  have  been  provided  for  any  remaining  undistributed  foreign  earnings  not  subject  to  the  one-time  deemed 
repatriation tax, as it is our intention for these amounts to continue to be indefinitely reinvested in foreign operations in all 
of our non-U.S. jurisdictions.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was enacted in response to 
the COVID-19 global pandemic. The CARES Act includes provisions such as: a deferral of the employer portion of certain 
payroll  taxes,  refundable  payroll  tax  credits,  alternative  minimum  tax  credit  refunds,  modifications  to  the  net  interest 
deduction limitations, technical corrections to tax depreciation methods for qualified improvement property, and permitting 
NOL carryforwards incurred in tax years 2018, 2019, and 2020 (our fiscal years 2019, 2020, and 2021) to be carried back 
to  each  of  the  five  preceding  taxable  years  to  generate  a  refund  of  previously  paid  income  taxes.  Subsequently  to  the 
CARES  Act,  the  Consolidated  Appropriations  Act  (“CAA”)  of  2021  was  signed  into  law  on  December  27,  2020, 
expanding  and  extending  rules  pertaining  to  payroll  tax  credits  outlined  in  the  CARES  Act.  Additionally,  the  American 
Rescue Plan Act of 2021 (“ARPA”) was signed into law on March 11, 2021, further extending the payroll tax credits with 

65

 
 
 
 
 
 
slight modifications. We continue to evaluate the specific rules, guidance, and procedures allowed by the provisions of the 
CARES Act, CAA and ARPA. Some of these provisions do not apply to our income tax results; however, we are currently 
participating in the payment deferral of the employer portion of certain payroll taxes.

Note 13. Cash Flow Information

The changes in operating assets and liabilities consisted of the following:

(Increase) decrease:

Account receivable

Long-term receivables

Inventories

Contract assets

Prepaid expenses and other current assets

Income taxes receivables

Investment in affiliates and other assets

Increase (decrease):

Accounts payable

Contract liabilities

Accrued expenses

Warranty obligations

Long-term warranty obligations

Income taxes payable

Long-term marketing obligations and other payables

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

(33,876)  $ 

4,864  $ 

(440)   

(61,159)   

(9,545)   

(7,661)   

121 

(357)   

33,002 

27,398 

6,354 

1,160 

1,764 

(379)   

(1,762)   

1,737 

13,900 

3,080 

2,450 

(148)   

744 

(7,081)   

12,628 

(2,936)   

696 

(367)   

(173)   

2,337 

$ 

(45,380)  $ 

31,731  $ 

(7,461) 

(1,173) 

(8,347) 

(1,931) 

(1,403) 

533 

(3,137) 

2,377 

4,548 

6,745 

273 

883 

390 

(387) 

(8,090) 

Supplemental disclosures of cash flow information consisted of the following:

Cash payments for:

Interest

Income taxes, net of refunds

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

$ 

16  $ 

264  $ 

1,951 

2,557 

46 

977 

Supplemental schedule of non-cash investing and financing activities consisted of the following:

Demonstration equipment transferred to inventory

$ 

53  $ 

56  $ 

Purchases of property and equipment included in accounts payable

Contributions of common stock under the ESPP

4,177 

1,211 

667 

565 

10 

1,951 

2,311 

Year Ended

April 30, 
2022

May 1, 2021 May 2, 2020

66

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 14. Fair Value Measurement

ASC 820, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer 
a liability (an exit price) in an orderly transaction between market participants at the measurement date. It also establishes a 
fair  value  hierarchy  which  requires  an  entity  to  maximize  the  use  of  observable  inputs  and  minimize  the  use  of 
unobservable  inputs  when  measuring  fair  value.  The  fair  value  hierarchy  within  ASC  820  distinguishes  between  the 
following three Levels of inputs which may be utilized when measuring fair value:

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than quoted prices included within Level 1 for the assets or liabilities, either directly or 
indirectly (for example, quoted market prices for similar assets and liabilities in active markets or quoted market prices for 
identical assets or liabilities in markets not considered to be active, inputs other than quoted prices that are observable for 
the asset or liability, or market-corroborated input).

Level  3  -  Unobservable  inputs  supported  by  little  or  no  market  activity  based  on  our  own  assumptions  used  to  measure 
assets and liabilities.

The fair values for fixed-rate long-term receivables are estimated using a discounted cash flow analysis based on interest 
rates currently being offered for contracts with similar terms to customers with similar credit quality. The carrying amounts 
reported in our consolidated balance sheets for long-term receivables approximate fair value and have been categorized as a 
Level  2  fair  value  measurement.  Fair  values  for  fixed-rate  long-term  marketing  obligations  are  estimated  using  a 
discounted cash flow calculation applying interest rates currently being offered for debt with similar terms and underlying 
collateral. The total carrying value of long-term marketing obligations as reported in our consolidated balance sheets within 
other long-term obligations approximates fair value and has been categorized as a Level 2 fair value measurement.

The  following  table  sets  forth  by  Level  within  the  fair  value  hierarchy  our  financial  assets  and  liabilities  that  were 
accounted for at fair value on a recurring basis at April 30, 2022 and May 1, 2021 according to the valuation techniques we 
used  to  determine  their  fair  values.  There  have  been  no  transfers  of  assets  or  liabilities  among  the  fair  value  hierarchies 
presented.

Balance as of April 30, 2022:

Cash and cash equivalents

Restricted cash

Available-for-sale securities:

US Government Securities
US Government Sponsored entities 

Derivatives - asset position

Derivatives - liability position

Balance as of May 1, 2021:

Cash and cash equivalents

Restricted cash

Derivatives - asset position

Derivatives - liability position

Acquisition-related contingent consideration

Fair Value Measurements

Level 1

Level 2

Level 3

Total

$ 

17,143  $ 

865 

3,486 
— 

— 

— 

—  $ 

— 

— 
534 

934 

(311)   

—  $ 

17,143 

— 

— 
— 

— 

— 

865 

3,486 

534 
934 

(311) 

21,494  $ 

1,157  $ 

—  $ 

22,651 

$ 

$ 

77,590  $ 

—  $ 

—  $ 

2,812 

— 

— 

— 

— 

4 

(261)   

— 

$ 

80,402  $ 

(257)  $ 

— 

— 

— 

(363)   

(363)  $ 

67

77,590 

2,812 

4 

(261) 

(363) 

79,782 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
A roll forward of the Level 3 contingent liabilities, both short- and long-term, for the fiscal year ended April 30, 2022 is as 
follows:

Acquisition-related contingent consideration as of May 1, 2021

Additions

Settlements

Interest

Acquisition-related contingent consideration as of April 30, 2022

$ 

$ 

363 

33 

(400) 

4 

— 

The following methods and assumptions were used to estimate the fair value of each class of financial instrument. There 
have been no changes in the valuation techniques used by us to value our financial instruments.

Cash  and  cash  equivalents:  Consists  of  cash  on  hand  in  bank  deposits  and  highly  liquid  investments,  primarily  money 
market  accounts.  The  fair  value  was  measured  using  quoted  market  prices  in  active  markets.  The  carrying  amount 
approximates fair value.

Restricted cash: Consists of cash and cash equivalents held in bank deposit accounts to secure issuances of foreign bank 
guarantees.  The  fair  value  of  restricted  cash  was  measured  using  quoted  market  prices  in  active  markets.  The  carrying 
amount approximates fair value.

Derivatives  –  currency  forward  contracts:  Consists  of  currency  forward  contracts  trading  with  sufficient  frequency  and 
volume  to  enable  us  to  obtain  pricing  information  on  an  ongoing  basis.  The  fair  value  of  these  securities  was  measured 
based  on  a  valuation  from  a  third-party  bank.  See  "Note  15.  Derivative  Financial  Instruments"  for  more  information 
regarding our derivatives.

Contingent  liabilities:  Consists  of  the  fair  value  of  liabilities  measured  on  expected  future  payments  relating  to  business 
acquisitions if conditions are met. The contingent liabilities were calculated by estimating the discounted present value of 
expected future payments as of the acquisition date and subsequently at the end of each reporting period. The fair value 
measurement  is  based  on  significant  unobservable  inputs  as  of  May  1,  2021.  There  were  no  contingent  liabilities  as  of 
April 30, 2022.

Non-recurring  measurements:  The  fair  value  measurement  standard  also  applies  to  certain  non-financial  assets  and 
liabilities measured at fair value on a nonrecurring basis. Certain long-lived assets such as goodwill, intangible assets and 
property  and  equipment  are  measured  at  fair  value  on  a  nonrecurring  basis  and  are  subject  to  fair  value  adjustments  in 
certain circumstances, such as when there is evidence of impairment.

Other  measurements  using  fair  value:  Some  of  our  financial  instruments,  such  as  accounts  receivable,  long-term 
receivables,  prepaid  expense  and  other  assets,  contract  assets  and  liabilities,  accounts  payable,  warranty  obligations,  and 
other  long-term  obligations  are  reflected  in  the  consolidated  balance  sheets  at  carrying  value,  which  approximates  fair 
value due to their short-term nature.

Note 15. Derivative Financial Instruments

We utilize derivative financial instruments to manage the economic impact of fluctuations in currency exchange rates on 
those  transactions  denominated  in  currencies  other  than  our  functional  currency,  which  is  the  U.S.  dollar.  We  enter  into 
currency  forward  contracts  to  manage  these  economic  risks.  We  account  for  all  derivatives  in  the  consolidated  balance 
sheets within accounts receivable or accounts payable measured at fair value, and changes in fair values are recognized in 
earnings unless specific hedge accounting criteria are met for cash flow or net investment hedges. As of April 30, 2022 and 
May  1,  2021,  we  had  not  designated  any  of  our  derivative  instruments  as  accounting  hedges,  and  thus  we  recorded  the 
changes in fair value in the "Other (expense) income, net" line item in the consolidated statements of operations.

68

 
 
 
The  foreign  currency  exchange  contracts  in  aggregated  notional  amounts  in  place  to  exchange  U.S.  dollars  at  April  30, 
2022 and May 1, 2021 were as follows:

April 30, 2022

May 1, 2021

U.S. Dollars

Foreign 
Currency

U.S. Dollars

Foreign 
Currency

Foreign Currency Exchange Forward Contracts:

U.S. Dollars/Australian Dollars

U.S. Dollars/Canadian Dollars

U.S. Dollars/British Pounds

U.S. Dollars/Euros

— 

942 

1,774 

8,575 

— 

1,189 

1,345 

7,513 

2,410 

— 

418 

— 

3,464 

— 

300 

— 

As of April 30, 2022, there was an asset and liability of $934 and $311, respectively, and as of May 1, 2021, there was an 
asset and liability of $4 and $261, respectively, representing the fair value of foreign currency exchange forward contracts, 
which were determined using Level 2 inputs from a third-party bank. As of April 30, 2022, all contracts mature within ten 
months.

Note 16. Commitments and Contingencies

Litigation: We are a party to legal proceedings and claims which arise during the ordinary course of business. We review 
our  legal  proceedings  and  claims,  regulatory  reviews  and  inspections,  and  other  legal  matters  on  an  ongoing  basis  and 
follow  appropriate  accounting  guidance  when  making  accrual  and  disclosure  decisions.  We  establish  accruals  for  those 
contingencies  when  the  incurrence  of  a  loss  is  probable  and  can  be  reasonably  estimated,  and  we  disclose  the  amount 
accrued and the amount of a reasonably possible loss in excess of the amount accrued if such disclosure is necessary for 
our financial statements to not be misleading. We do not record an accrual when the likelihood of loss being incurred is 
probable, but the amount cannot be reasonably estimated, or when the loss is believed to be only reasonably possible or 
remote,  although  disclosures  will  be  made  for  material  matters  as  required  by  ASC  450-20,  Contingencies  -  Loss 
Contingencies.  Our  assessment  of  whether  a  loss  is  reasonably  possible  or  probable  is  based  on  our  assessment  and 
consultation with legal counsel regarding the ultimate outcome of the matter following all appeals.

As of May 2, 2020, we recorded a $2,072 reserve for the probable and reasonably estimated cost to settle a patent litigation 
claim, which was included in the "Accrued expenses" line item in our consolidated balance sheets and "Cost of Sales" in 
consolidated statement of operations. During fiscal 2021, an appellate court ruled in our favor on this matter. Since we no 
longer estimate we have a probable loss, we recorded a credit to the "Cost of sales" line item in our consolidated statement 
of operations and removed the liability from our consolidated balance sheet during fiscal 2021.

For other unresolved legal proceedings or claims, we do not believe there is a reasonable probability that any material loss 
would  be  incurred.  Accordingly,  no  material  accrual  or  disclosure  of  a  potential  range  of  loss  has  been  made  related  to 
these matters. We do not expect the ultimate liability of these unresolved legal proceedings or claims to have a material 
effect on our financial position, liquidity or capital resources.

Warranties:  See  "Note  1.  Nature  of  Business  and  Summary  of  Significant  Accounting  Policies"  for  more  information 
regarding warranties.

Changes in our warranty obligation for the fiscal years ended April 30, 2022 and May 1, 2021 consisted of the following:

Beginning accrued warranty obligations

Warranties issued during the period

Settlements made during the period
Changes in accrued warranty obligations for pre-existing warranties during the 
period, including expirations

$ 

25,960  $ 

9,748 

(7,503)   

673 

Ending accrued warranty obligations

$ 

28,878  $ 

25,624 

8,539 

(5,718) 

(2,485) 

25,960 

April 30, 
2022

May 1, 2021

69

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Performance guarantees: We have entered into standby letters of credit, bank guarantees and surety bonds with financial 
institutions relating to the guarantee of our future performance on contracts, primarily construction-type contracts. As of 
April 30, 2022, we had outstanding letters of credit, bank guarantees and surety bonds in the amount of $4,669, $715 and 
$88,323, respectively. Performance guarantees are issued to certain customers to guarantee the operation and installation of 
the equipment and our ability to complete a contract. These performance guarantees have various terms but are generally 
one  year.  We  enter  into  written  agreements  with  our  customers,  and  those  agreements  often  contain  indemnification 
provisions that require us to make the customer whole if certain acts or omissions by us cause the customer financial loss. 
We make efforts to negotiate reasonable caps and limitations on the recovery of such damages. As of April 30, 2022, we 
were not aware of any indemnification claim from a customer.

Purchase  commitments:  From  time  to  time,  we  commit  to  purchase  inventory,  advertising,  cloud-based  information 
systems, information technology maintenance and support services, and various other products and services over periods 
that  extend  beyond  one  year.  As  of  April  30,  2022,  we  were  obligated  under  the  following  unconditional  purchase 
commitments:

Fiscal years ending

2023

2024

2025

2026

2027

$ 

Amount

4,389 

1,686 

113 

40 

— 

$ 

6,228 

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL 
DISCLOSURE

None.

Item 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Management of our Company is responsible for establishing and maintaining effective disclosure controls and procedures 
as  defined  in  Rule  13a-15(e)  under  the  Securities  Exchange  Act  of  1934.  As  of  April  30,  2022,  an  evaluation  was 
performed,  under  the  supervision  and  with  the  participation  of  management,  including  our  Chief  Executive  Officer  and 
Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based 
upon  that  evaluation,  the  Chief  Executive  Officer  and  Chief  Financial  Officer  concluded  that  as  of  April  30,  2022,  our 
disclosure  controls  and  procedures  were  effective  at  the  reasonable  assurance  level  to  ensure  information  required  to  be 
disclosed in this Annual Report on Form 10-K was recorded, processed, summarized and reported within the time period 
required by the SEC’s rules and forms and accumulated and communicated to management, including our Chief Executive 
Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

During the quarter ended April 30, 2022, there have been no changes in our internal control over financial reporting that 
have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such 
term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. Our internal control system was designed to 
provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements 
for  external  purposes  in  accordance  with  the  accounting  principles  generally  accepted  in  the  United  States.  All  internal 
control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be 
effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

70

 
 
 
 
Under  the  supervision  and  with  the  participation  of  our  management,  including  our  Chief  Executive  Officer  and  Chief 
Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on 
the  framework  in  Internal  Control—Integrated  Framework  issued  by  the  Committee  of  Sponsoring  Organizations  of  the 
Treadway Commission (2013 framework). Based on our evaluation under the framework in Internal Control—Integrated 
Framework, our management concluded our internal control over financial reporting was effective as of April 30, 2022.

Our  internal  control  over  financial  reporting  as  of  April  30,  2022  has  been  audited  by  Deloitte  &  Touche,  LLP,  our 
independent registered public accounting firm, as stated in their report, which is included in this Annual Report on Form 
10-K.

By /s/ Reece A. Kurtenbach

Reece A. Kurtenbach

Chief Executive Officer

June 16, 2022

Item 9B. OTHER INFORMATION

None.

By /s/ Sheila M. Anderson

Sheila M. Anderson

Chief Financial Officer

June 16, 2022

Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

None. 

PART III.

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by this Item 10 will be included under the captions “Proposal One - Election of Directors” and 
“Corporate Governance” in our Proxy Statement for our 2022 annual meeting of shareholders (“Proxy Statement”) to be 
filed  within  120  days  after  our  most  recent  fiscal  year-end.  Any  information  concerning  the  compliance  of  our  officers, 
directors  and  10  percent  shareholders  with  Section  16(a)  of  the  Securities  Exchange  Act  of  1934  is  incorporated  by 
reference to the information to be contained in the Proxy Statement under the caption “Delinquent Section 16(a) Reports.” 
The  information  regarding  Audit  Committee  members  and  “Audit  Committee  Financial  Experts”  is  incorporated  by 
reference to the information to be contained in the Proxy Statement under the caption “Corporate Governance–Committees 
of the Board of Directors.” The information regarding our Code of Conduct is incorporated by reference to the information 
to be contained in the Proxy Statement under the heading “Corporate Governance – Code of Conduct.”

Item 11. EXECUTIVE COMPENSATION

Information regarding the compensation of our directors and officers for the fiscal year ended April 30, 2022 will be in the 
Proxy  Statement  under  the  heading  “Proposal  One  -  Election  of  Directors”  and  “Executive  Compensation”  and  is 
incorporated herein by reference.

We maintain a Code of Conduct which applies to all employees, officers and directors. Included in the Code of Conduct are 
ethics provisions that apply to our Chief Executive Officer, Chief Financial Officer and all other financial and accounting 
management employees. A copy of our Code of Conduct can be obtained from our website at www.daktronics.com on the 
Investor  Relations  page  and  will  be  made  available  free  of  charge  to  any  shareholder  upon  request.  Information  on  or 
available through our website is not part of this Form 10-K. We intend to disclose any waivers from, or amendments to, the 
Code of Conduct by posting a description of such waiver or amendment on our Internet website. However, to date, we have 
not granted a waiver from the Code of Conduct.

Item  12.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT  AND 
RELATED STOCKHOLDER MATTERS

The security ownership of certain beneficial owners and management will be contained in the Proxy Statement under the 
heading “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation - Securities 
Authorized for Issuance Under Equity Compensation Plans” and is incorporated herein by reference.

71

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

Information  required  by  this  item  is  incorporated  by  reference  from  the  sections  entitled  “Proposal  One  –  Election  of 
Directors  –  Independent  Directors”  and  “Corporate  Governance  -  Compensation  Committee  Interlocks  and  Insider 
Participation” that will be contained in our Proxy Statement. There were no related party transactions in fiscal 2022.

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Information regarding our principal accountant will be contained in the Proxy Statement under the heading “Proposal Three 
- Ratification of Appointment of Independent Registered Public Accounting Firm” and is incorporated herein by reference.

72

PART IV.

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

Our financial statements, a description of which follows, are contained in Part II, Item 8:

Report of Independent Registered Public Accounting Firm - Deloitte & Touche LLP

Consolidated Balance Sheets as of April 30, 2022 and May 1, 2021

Consolidated Statements of Operations for each of the three fiscal years ended April 30, 2022, May 1, 2021 and 
May 2, 2020

Consolidated Statements of Comprehensive Income (Loss) for each of the three fiscal years ended April 30, 2022, 
May 1, 2021 and May 2, 2020

Consolidated Statements of Shareholders’ Equity for each of the three fiscal years ended April 30, 2022, May 1, 
2021 and May 2, 2020

Consolidated Statements of Cash Flows for each of the three fiscal years ended April 30, 2022, May 1, 2021 and 
May 2, 2020

Notes to the Consolidated Financial Statements

(2)

Schedules

Other  schedules  are  omitted  because  they  are  not  required  or  are  not  applicable  or  because  the  required 
information is included in the financial statements listed above.

(3)

Exhibits

Certain  of  the  following  exhibits  are  incorporated  by  reference  from  prior  filings.  The  form  with  which  each 
exhibit was filed and the date of filing are as indicated below; the reports described below are filed as Commission 
File No. 0-23246 unless otherwise indicated.

Amended and Restated Articles of Incorporation of the Company (Incorporated by reference to Exhibit 3.1 of the 
Quarterly Report on Form 10-Q/A (Amendment No. 1) of Daktronics, Inc. filed on December 21, 2018).
Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.4 filed with our Annual 
Report on Form 10-K on June 12, 2013).
Form  of  Stock  Certificate  Evidencing  Common  Stock,  without  par  value,  of  the  Company  (Incorporated  by 
reference to Exhibit 4.1 filed with our Amendment No. 1 to the Registration Statement on Form S-1 on January 
12, 1994 as Commission File No. 33-72466).**

Rights Agreement dated as November 16, 2018 between Daktronics, Inc. and Equiniti Trust Company, as Rights 
Agent (Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of Daktronics, Inc. filed on 
November 16, 2018).

First  Amendment  to  Rights  Agreement  dated  as  of  November  19,  2021  between  Daktronics,  Inc.  and  Equiniti 
Trust Company, as Rights Agent (Incorporated by reference to Exhibit 4.2 of the Current report on Form 8-K of 
Daktronics, Inc. filed on November 19, 2021). 

Daktronics, Inc. 2007 Incentive Stock Plan (Incorporated by reference to Exhibit 10.1 filed with our Quarterly 
Report on Form 10-Q on August 20, 2007).*
Daktronics, Inc. 2015 Incentive Stock Plan ("2015 Plan") (Incorporated by reference to Exhibit A to the 
Company's Definitive Proxy Statement on Schedule 14A filed on July 14, 2015).*
Daktronics, Inc. 2020 Incentive Stock Plan ("2020 Plan") (Incorporated by reference to Exhibit A to the 
Company's Definitive Proxy Statement on Schedule 14A filed on July 16, 2020).*
Form of Restricted Stock Award Agreement under the 2020 Plan (Incorporated by reference to Exhibit 10.2 filed 
with our Current Report on Form 8-K on September 3, 2020).*
Form of Non-Qualified Stock Option Agreement Terms and Conditions under the 2020 Plan (Incorporated by 
reference to Exhibit 10.3 filed with our Current Report on Form 8-K on September 3, 2020).*
Form of Incentive Stock Option Terms and Conditions under the 2020 Plan (Incorporated by reference to Exhibit 
10.4 filed with our Current Report on Form 8-K on September 3, 2020).*
Form of Restricted Stock Unit Terms and Conditions under the 2020 Plan (Incorporated by reference to Exhibit 
10.5 filed with our Current Report on Form 8-K on September 3, 2020).*

3.1

3.2

4.1

4.2

4.3

4.3

4.4

4.5

4.6

4.7

4.8

4.9

73

4.10 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 
1934 (Incorporated by reference to Exhibit 4(vi) filed with our Annual Report on Form 10-K filed on June 12, 
2020).

10.1 Credit Agreement dated November 15, 2016 by and between the Company and U.S. Bank National Association 

(Incorporated by reference to Exhibit 10.1 filed with our Current Report on Form 8-K filed on November 16, 
2016).

10.2 Revolving Note dated November 15, 2016 issued by the Company to U.S. Bank National Association 

(Incorporated by reference to Exhibit 10.2 filed with our Current Report on Form 8-K filed on November 16, 
2016).

10.3

10.4

10.5

10.6

Second Amendment to Credit Agreement dated as of November 15, 2019 by and between the Company and U.S. 
Bank National Association (Incorporated by reference to Exhibit 10.1 filed with our Current Report on Form 8-K 
filed on November 15, 2019).

Third Amendment to Credit Agreement dated as of August 28, 2020 by and between the Company and U.S. Bank 
National Association (Incorporated by reference to Exhibit 10.4 filed with our Quarterly Report on Form 10-Q on 
August 28, 2020).

Fourth Amendment to Credit Agreement dated as of March 11, 2021 by and between the Company and U.S. Bank 
National Association (Incorporated by reference to Exhibit 10.5 filed with our Annual Report on Form 10-K on 
June 11, 2021). 

Fifth Amendment to Credit Agreement dated as of April 29, 2022 by and between the Company and U.S. Bank 
National  Association  (Incorporated  by  reference  to  Exhibit  10.1  filed  with  our  Current  Report  on  Form  8-K  on 
April 29, 2022).

10.7

Security  Agreement  dated  as  of  August  28,  2020  by  and  between  the  Company  and  U.S.  Bank  National 
Association (Incorporated by reference to Exhibit 10.5 filed with our Current Report on Form 10-Q of Daktronics, 
Inc. filed on August 28, 2020).
Subsidiaries of the Company. (1)
21.1
23.1 Consent of Deloitte & Touche LLP. (1)
24

Power of Attorney. (1)

31.1 Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities 

Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)

31.2 Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities 

Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.(1)

32.1 Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 

Section 1350).(1)

32.2 Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 

Section 1350). (1)
The following financial information from our Annual Report on Form 10-K for the fiscal year ended May 1, 2021, 
formatted in Extensible Business Reporting Language (iXBRL): (i) the Consolidated Balance Sheets, (ii) the 
Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the 
Consolidated Statements of Shareholders' Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes 
to Consolidated Financial Statements. (1)
Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)

101

104

(1) Filed herewith electronically. 
** Paper Filing

* Indicates a management contract or compensatory plan or arrangement

ADFLOW®, AJT Systems®, All Sport®, Daktronics®, D®, DakStats®, Data Display®, DataTime®, Fuelight™, Fuelink™, 
Galaxy®,  GalaxyPro™,  Go  Digital®,  Keyframe®,  Liveticker®,  Matside®,  OmniSport®,  ProAd®,  ProPixel®,  ProRail®, 
ProStar®,  Sportsound®,  Statvision®,  Tuff  Sport®,  Uniview®,  Vanguard®,  Venus®,  Visiconn®,  V-Tour®,  V-Link®,  and 
Web-Sync®  are  trademarks  of  Daktronics,  Inc.  All  other  trademarks  referenced  are  the  intellectual  property  of  their 
respective companies.

74

Item 16. FORM 10-K SUMMARY

None.

75

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused 
this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, on June 10, 2022.

DAKTRONICS, INC.

By: /s/ Reece A. Kurtenbach

Chief Executive Officer and President

(Principal Executive Officer)

By: /s/ Sheila M. Anderson

Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following 
persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature

By /s/ Shereta Williams
Shereta Williams

By /s/ Lance D. Bultena
Lance D. Bultena

By /s/ Dr. José-Marie Griffiths
Dr. José-Marie Griffiths

By /s/ Reece A. Kurtenbach
Reece A. Kurtenbach

By /s/ James B. Morgan
James B. Morgan

By /s/ John P. Friel
John P. Friel

By /s/ Kevin P. McDermott
Kevin P. McDermott

Date

June 16, 2022

June 16, 2022

June 16, 2022

June 16, 2022

June 16, 2022

June 16, 2022

June 16, 2022

Title

Director

Director

Director

Director

Director

Director

Director

76

(This page has been left blank intentionally.)

DIRECTORS & COMPANY MANAGERS

Shereta D. Williams 1,2
Senior VP Business of Cox Enterprise, 
Inc

INDEPENDENT DIRECTORS

Lance D. Bultena 1,3
Global Director of Hogan Lovells

Dr. Jose-Marie Griffiths 2,3
President of Dakota State University

James B. Morgan 3
Former President and CEO Daktronics, 
Inc.

Kevin P. McDermott 1
Former Partner KPMG LLP

John P. Friel 1,2
Former CEO of Vascor, Inc.
Former President & CEO of 
MEDRAD, Inc.

1 Member of Audit Committee
2 Member of Compensation Committee
3 Member of Nominating and Governance Committee

NON-INDEPENDENT DIRECTORS

Reece A. Kurtenbach
Chairman of the Board, President and 
CEO

Sheila M. Anderson
Chief Financial Officer and Treasurer

Matthew J. Kurtenbach
Vice President of Manufacturing

NAMED EXECUTIVE OFFICERS

Bradley T. Wiemann
Executive Vice President of 
Commercial, High School Park and 
Recreation, and Transportation 
Business Units

Carla S. Gatzke
Vice President of Human Resources 
and Secretary

Brett D. Wendler
Vice President of Engineering

Sarah B. Rose
Vice President of Services

OTHER OFFICERS

Rich E. Hintz
Vice President of Information 
Technology

Jay W. Parker
Vice President of Live Events Sales

Seth T. Hansen
Vice President of Project Management Vice President of International Sales

Judd C. Guthmiller

INVESTOR INFORMATION

ANNUAL MEETING
September 7, 2022, 4:30pm Central Daylight Time
Daktronics, Inc.
201 Daktronics Drive
Brookings, South Dakota
Shareholders of record on July 6, 2022 will be eligible 
to vote at the meeting.

INQUIRIES & INFORMATION
Daktronics, Inc.
Investor Relations
PO Box 5128
Brookings, SD 57006

Website: www.daktronics.com
Email: investor@daktronics.com
Phone: 605-692-0200
Fax: 605-697-4700

STOCK TRANSFER AGENT & REGISTRAR
Equiniti Trust Company
(Formerly Wells Fargo Bank, N.A.)
EQ Shareowner Services
PO Box 64874
St. Paul, MN 55164-0874
Or Overnight Mail:
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120

800-468-9716
www.shareowneronline.com

INDEPENDENT REGISTERED PUBLIC 
ACCOUNTING FIRM
Deloitte & Touche, LLP
Minneapolis, Minnesota

LEGAL COUNSEL
Winthrop & Weinstine, P.A.,
Minneapolis, Minnesota

Cautionary Notice Regarding Forward-Looking Statements:

This Annual Report on Form 10-K (including exhibits and any information incorporated by reference herein) (the "Form 10-K" or the "Report") contains 
both  historical  and  forward-looking  statements  that  involve  risks,  uncertainties  and  assumptions.  The  statements  contained  in  this  Report  that  are  not 
purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21B of the 
Securities  Exchange  Act  of  1934,  as  amended,  including  statements  regarding  our  expectations,  beliefs,  intentions  and  strategies  for  the  future.  These 
statements appear in a number of places in this Report and include all statements that are not historical statements of fact regarding the intent, belief or 
current  expectations  with  respect  to,  among  other  things:  (i.)  our  competition;  (ii.)  our  financing  plans  and  ability  to  maintain  adequate  liquidity;  (iii.) 
trends affecting our financial condition or results of operations; (iv.) our growth and operating strategies; (v.) the declaration and payment of dividends; 
(vi.) the timing and magnitude of future contracts; (vii.) raw material shortages and lead times and supply chain disruptions; (viii.) fluctuations in margins; 
(ix.) the seasonality of our business; (x.) the introduction of new products and technology; (xi.) the amount and frequency of warranty claims; (xii.) our 
ability  to  manage  the  impact  that  new  or  adjusted  tariffs  may  have  on  the  cost  of  raw  materials  and  components  and  our  ability  to  sell  product 
internationally; (xiii.) the resolution of litigation contingencies; (xiv.) the timing and magnitude of any acquisitions or dispositions; (xv.) the impact of 
governmental  laws,  regulations,  and  orders,  including  as  a  result  of  the  COVID-19  pandemic  caused  by  the  coronavirus;  and  (xvi.)  disruptions  to  our 
business  caused  by  geopolitical  events,  military  actions,  work  stoppages,  natural  disasters,  or  international  health  emergencies,  such  as  the  COVID-19 
pandemic. The words “may,” “would,” “could,” “should,” “will,” “expect,” “estimate,” “anticipate,” “believe,” “intend,” “plan” and similar expressions 
and  variations  thereof  are  intended  to  identify  forward-looking  statements.  Investors  are  cautioned  that  any  such  forward-looking  statements  are  not 
guarantees of future performance and involve risks and uncertainties, many of which are beyond our ability to control, and that actual results may differ 
materially from those projected in the forward-looking statements as a result of various factors discussed herein, including those discussed in the section 
of this Form 10-K entitled “Part I, Item 1A. Risk Factors” and “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results 
of Operations,” and those factors discussed in detail in our other filings with the Securities and Exchange Commission.

Copyright © 2022 Daktronics, Inc.