Gencor Industries, Inc. filings document operating results, governance matters, capital structure, and material events for a manufacturer of highway-construction equipment and environmental control equipment. Form 8-K reports include financial-results releases, leadership changes, auditor changes, annual meeting scheduling, shareholder votes, and control-related disclosures.
The company’s proxy materials describe director elections, auditor ratification, advisory compensation votes, and voting mechanics for common stock and Class B stock. Its disclosures identify GENC common stock listed on NYSE American and describe Class B stock provisions that affect board elections. Filing topics also include internal-control and audit-related matters, beneficial ownership, and formal records of board and shareholder actions.
Gencor Industries, Inc. notified the SEC it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 and submitted a Form 12b-25 stating it will file the Quarterly Report no later than the fifth calendar day following the prescribed due date. The notice states the delay is to complete the review of financial statements.
The company expects to report revenue of $33,799,000 for the quarter ended March 31, 2026 versus $38,204,000 for the quarter ended March 31, 2025, and a backlog of $60.5 million at March 31, 2026 compared with $27.8 million at March 31, 2025. The filing says management is still assessing whether operating income or net income will materially change from the prior-year quarter.
GENCOR INDUSTRIES INC insider data show that E.J. Elliott Family Limited Partnership is a ten percent owner, reporting existing holdings rather than a new transaction. The partnership directly holds 2,022,477 shares of Class B Common Stock and 1,518,828 shares of Common Stock, with E.J. Elliott, LLC as its general partner and indirect owner.
GENCOR INDUSTRIES INC director and President Marc G. Elliott filed an amended insider report to correct the transaction date and reflect a large gifted position held indirectly. The Form 4/A shows a bona fide gift transaction involving 2,022,477 shares of Class B Common Stock on May 1, 2026, reported as an indirect holding "By FLP." A footnote explains that on May 1, 2026, Elliott was assigned interests in E.J. Elliott, LLC, making him the majority member and manager of the LLC, which is the sole general partner of the E.J. Elliott Family Limited Partnership that holds these shares, and he disclaims beneficial ownership except to the extent of his pecuniary interest.
Gencor Industries’ chairman reports a significant ownership stake in the company. E.J. Elliott Family Limited Partnership, E.J. Elliott, LLC and Marc G. Elliott jointly report beneficial ownership of 1,787,844 shares of Common Stock and 2,214,757 shares of Class B Common Stock, representing 27.3% of the total shares outstanding as of February 5, 2026. Each Class B share is convertible into one Common share at the holder’s option.
FLP holds 1,518,828 Common and 2,022,477 Class B shares, which may be deemed beneficially owned by the LLC and Mr. Elliott. On May 1, 2026, Mr. Elliott was gifted membership interests making him majority member and manager of the LLC, giving him indirect control over FLP’s holdings. He also used about $3.7 million of personal funds to buy 269,016 Common and 192,280 Class B shares for investment purposes, and the reporting persons state they may buy or sell additional shares depending on conditions but have no specific corporate change plans beyond Mr. Elliott’s existing role as president and board chairman.
Gencor Industries, Inc. reports that a change in control may be deemed to have occurred on May 1, 2026, following an internal Elliott family ownership transfer. Membership interests in the LLC that controls the Elliott Family Limited Partnership were reassigned as a gift to Marc G. Elliott, giving him control of the LLC and, indirectly, the partnership.
The partnership beneficially owns 1,518,828 shares, or 12.3%, of Gencor’s common stock and 2,022,477 shares, or 87.2%, of its Class B stock as of February 5, 2026. After the transfer, Marc G. Elliott may be deemed to beneficially own 1,787,844 common shares (14.5%) and 2,214,757 Class B shares (95.5%).
Because Gencor’s Class B stock elects 75% of the board of directors voting separately as a class, Marc G. Elliott may be deemed to have acquired indirect control of the company through this structure. The transfer was characterized as a gift for no consideration, and the company states it is not aware of other arrangements that would further change control.
GENCOR INDUSTRIES INC director, President and Chairman Marc G. Elliott reported indirect transfers classified as bona fide gifts of 3,541,305 shares, consisting of 2,022,477 shares of class B stock and 1,518,828 shares of common stock, related to the E.J. Elliott Family Limited Partnership.
Following these entries, he reports 2,022,477 class B shares and 1,518,828 common shares held indirectly through the family limited partnership, and 192,280 class B shares and 269,016 common shares held directly. The filing notes he disclaims beneficial ownership of the partnership-held shares except for his pecuniary interest.
Gencor Industries held its annual stockholder meeting on April 3, 2026, where all proposals were approved. Holders of Common Stock elected John G. Coburn as director with 5,451,083 votes for, 3,700,489 votes withheld and 1,371,158 broker non-votes.
Holders of Class B Stock unanimously elected Marc G. Elliott, Thomas A. Vecchiolla and Walter A. Ketcham, Jr., each receiving 2,318,857 votes for. Stockholders also ratified Carr, Riggs & Ingram, L.L.C. as independent registered public accounting firm for the year ending September 30, 2026.
Common and Class B stockholders approved holding an advisory vote on executive compensation every three years, with Common Stock casting 9,055,905 votes for the three-year frequency and Class B Stock casting 2,318,857 votes for it. No other business was brought before the meeting.
Systematic Financial Management filed a Schedule 13G reporting a passive ownership stake in Gencor Industries Inc. common stock as of December 31, 2025.
The firm reports beneficial ownership of 1,125,406 shares, representing about 9.1% of the outstanding common stock, with sole voting power over 591,256 shares and sole dispositive power over all 1,125,406 shares. The filing certifies the position is held in the ordinary course of business and not for the purpose of influencing control.
Gencor Industries reported net revenue of $23,577,000 for the quarter ended December 31, 2025, down 25% from $31,416,000 a year earlier, mainly from weaker contract equipment sales. Gross margin improved to 28.7% from 27.6% as higher-margin parts and freight made up a larger mix.
Net income declined to $3,442,000 from $3,817,000, with earnings per share at $0.23 versus $0.26. The company held $36,731,000 in cash and $111,003,000 in marketable securities and had no debt, while backlog rose to $57.4 million. Management again disclosed material weaknesses in internal control over financial reporting and said disclosure controls were not effective.