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[10-Q] VSE Corp Quarterly Earnings Report

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
10-Q
Rhea-AI Filing Summary

On 29 Jul 2025, Identiv (INVE) director James E. Ousley reported the acquisition of 28,701 common shares via a grant of Restricted Stock Units (RSUs) under the company’s 2011 Incentive Compensation Plan. The RSUs vest 1/12 each month beginning 1 Jun 2025; vested shares will be delivered on the earlier of (i) three years from the vesting start date or (ii) separation from service. The grant was booked at $0.00, indicating it is part of routine director compensation rather than an open-market purchase. Following the transaction, Ousley’s direct beneficial ownership rises to 285,456 shares, of which 26,310 are still unvested RSUs. No derivative transactions were reported. The filing shows continued equity alignment between the director and shareholders but does not involve immediate cash outlay or signal a change in company fundamentals.

Il 29 luglio 2025, il direttore di Identiv (INVE), James E. Ousley, ha comunicato l'acquisizione di 28.701 azioni ordinarie tramite una concessione di Unità di Azioni Vincolate (RSU) nell'ambito del Piano di Incentivi 2011 della società. Le RSU maturano 1/12 ogni mese a partire dal 1 giugno 2025; le azioni maturate saranno consegnate al primo tra (i) tre anni dalla data di inizio maturazione o (ii) la separazione dal servizio. La concessione è stata registrata a 0,00 $, segnalando che fa parte della normale compensazione del direttore e non di un acquisto sul mercato aperto. Dopo la transazione, la proprietà diretta di Ousley sale a 285.456 azioni, di cui 26.310 sono ancora RSU non maturate. Non sono state segnalate transazioni su strumenti derivati. Il documento mostra un continuo allineamento azionario tra il direttore e gli azionisti, senza comportare un esborso immediato di denaro né indicare un cambiamento nei fondamentali della società.

El 29 de julio de 2025, el director de Identiv (INVE), James E. Ousley, informó la adquisición de 28,701 acciones comunes mediante una concesión de Unidades de Acciones Restringidas (RSU) bajo el Plan de Compensación Incentivada 2011 de la empresa. Las RSU se consolidan 1/12 cada mes a partir del 1 de junio de 2025; las acciones consolidadas se entregarán al primero que ocurra entre (i) tres años desde la fecha de inicio de consolidación o (ii) la separación del servicio. La concesión se registró a $0.00, indicando que forma parte de la compensación habitual del director y no de una compra en el mercado abierto. Tras la transacción, la propiedad directa de Ousley aumenta a 285,456 acciones, de las cuales 26,310 siguen siendo RSU no consolidadas. No se reportaron transacciones con derivados. El informe muestra una alineación continua de capital entre el director y los accionistas, sin implicar un desembolso de efectivo inmediato ni señalar un cambio en los fundamentos de la empresa.

2025� 7� 29�, Identiv(INVE) 이사 James E. Ousley� 회사� 2011� 인센티브 보상 계획� 따라 제한 주식 단위(RSU)� 28,701 보통�� 취득했다� 보고했습니다. RSU� 2025� 6� 1일부� 매달 1/12� 권리 확정되며, 권리 확정� 주식은 (i) 권리 확정 시작일로부� 3� 경과 시점 또는 (ii) 서비� 종료 시점 � 빠른 쪽에 전달됩니�. � 부여는 $0.00� 기록되어, 이는 공개 시장에서� 매입� 아닌 이사� 일상적인 보상 일부임을 나타냅니�. 거래 � Ousley� 직접 소유 주식은 285,456�� 증가했으�, � � 26,310�� 아직 권리 확정되지 않은 RSU입니�. 파생상품 거래� 보고되지 않았습니�. � 보고서는 이사와 주주 간의 지속적� 지� 정렬� 보여주나 즉각적인 현금 지출이� 회사 기본 사항� 변화를 의미하지 않습니다.

Le 29 juillet 2025, le directeur d'Identiv (INVE), James E. Ousley, a déclaré l'acquisition de 28 701 actions ordinaires via une attribution d'Unités d'Actions Restreintes (RSU) dans le cadre du Plan de Rémunération Incitative 2011 de la société. Les RSU acquièrent des droits à raison de 1/12 chaque mois à partir du 1er juin 2025 ; les actions acquises seront livrées au premier événement entre (i) trois ans à compter de la date de début d'acquisition ou (ii) la séparation du service. L'attribution a été comptabilisée à 0,00 $, indiquant qu'il s'agit d'une compensation habituelle du directeur plutôt que d'un achat sur le marché libre. Suite à cette opération, la détention directe d'Ousley s'élève à 285 456 actions, dont 26 310 sont encore des RSU non acquises. Aucune transaction dérivée n'a été signalée. Le dépôt montre un alignement continu des intérêts en actions entre le directeur et les actionnaires, sans impliquer de sortie de trésorerie immédiate ni signaler un changement dans les fondamentaux de l'entreprise.

Am 29. Juli 2025 meldete der Direktor von Identiv (INVE), James E. Ousley, den Erwerb von 28.701 Stammaktien durch eine Zuteilung von Restricted Stock Units (RSUs) im Rahmen des Incentive Compensation Plans 2011 des Unternehmens. Die RSUs werden monatlich zu je 1/12 ab dem 1. Juni 2025 unverfallbar; die unverfallbaren Aktien werden zum früheren Zeitpunkt von (i) drei Jahren ab Beginn der Unverfallbarkeit oder (ii) Ausscheiden aus dem Dienst geliefert. Die Zuteilung wurde mit 0,00 $ bewertet, was darauf hinweist, dass sie Teil der regulären Vergütung des Direktors und kein Kauf am offenen Markt ist. Nach der Transaktion steigt Ousleys direkte Beteiligung auf 285.456 Aktien, davon sind 26.310 noch unverfallbare RSUs. Es wurden keine Derivatgeschäfte gemeldet. Die Meldung zeigt eine fortgesetzte Aktienausrichtung zwischen dem Direktor und den Aktionären, ohne sofortigen Geldaufwand oder eine Änderung der Unternehmensgrundlagen zu signalisieren.

Positive
  • Director’s stake increases by 28,701 shares, lifting total direct ownership to 285,456 shares and reinforcing insider alignment.
  • RSUs vest monthly over three years, encouraging long-term board engagement and retention.
Negative
  • No cash purchase involved; the grant offers limited insight into the director’s personal valuation of INVE shares.
  • Event is immaterial to share count and earnings, providing little incremental information for valuation models.

Insights

TL;DR: Director granted 28.7k RSUs at $0; stake now 285k shares—routine compensation, modestly positive alignment, immaterial to fundamentals.

The Form 4 discloses a standard equity award, not an open-market buy. Although additional ownership often signals confidence, the absence of cash consideration reduces its predictive value. The 28.7k shares represent a small fraction of Identiv’s ~22 m share float, so dilution impact is negligible. Overall, the event slightly improves insider-ownership metrics but is not financially material to INVE’s valuation or near-term trading dynamics.

TL;DR: Routine RSU grant strengthens board equity stake, complies with best-practice vesting; governance impact neutral-to-positive.

The award’s monthly vesting and three-year delivery promote long-term alignment and retention, consistent with shareholder-friendly governance frameworks. No red flags—no accelerated vesting, discounted pricing, or preferential terms. As the shares vest gradually, voting power will increase incrementally, limiting sudden influence changes. From a governance lens, the disclosure is transparent and modestly positive for investor alignment.

Il 29 luglio 2025, il direttore di Identiv (INVE), James E. Ousley, ha comunicato l'acquisizione di 28.701 azioni ordinarie tramite una concessione di Unità di Azioni Vincolate (RSU) nell'ambito del Piano di Incentivi 2011 della società. Le RSU maturano 1/12 ogni mese a partire dal 1 giugno 2025; le azioni maturate saranno consegnate al primo tra (i) tre anni dalla data di inizio maturazione o (ii) la separazione dal servizio. La concessione è stata registrata a 0,00 $, segnalando che fa parte della normale compensazione del direttore e non di un acquisto sul mercato aperto. Dopo la transazione, la proprietà diretta di Ousley sale a 285.456 azioni, di cui 26.310 sono ancora RSU non maturate. Non sono state segnalate transazioni su strumenti derivati. Il documento mostra un continuo allineamento azionario tra il direttore e gli azionisti, senza comportare un esborso immediato di denaro né indicare un cambiamento nei fondamentali della società.

El 29 de julio de 2025, el director de Identiv (INVE), James E. Ousley, informó la adquisición de 28,701 acciones comunes mediante una concesión de Unidades de Acciones Restringidas (RSU) bajo el Plan de Compensación Incentivada 2011 de la empresa. Las RSU se consolidan 1/12 cada mes a partir del 1 de junio de 2025; las acciones consolidadas se entregarán al primero que ocurra entre (i) tres años desde la fecha de inicio de consolidación o (ii) la separación del servicio. La concesión se registró a $0.00, indicando que forma parte de la compensación habitual del director y no de una compra en el mercado abierto. Tras la transacción, la propiedad directa de Ousley aumenta a 285,456 acciones, de las cuales 26,310 siguen siendo RSU no consolidadas. No se reportaron transacciones con derivados. El informe muestra una alineación continua de capital entre el director y los accionistas, sin implicar un desembolso de efectivo inmediato ni señalar un cambio en los fundamentos de la empresa.

2025� 7� 29�, Identiv(INVE) 이사 James E. Ousley� 회사� 2011� 인센티브 보상 계획� 따라 제한 주식 단위(RSU)� 28,701 보통�� 취득했다� 보고했습니다. RSU� 2025� 6� 1일부� 매달 1/12� 권리 확정되며, 권리 확정� 주식은 (i) 권리 확정 시작일로부� 3� 경과 시점 또는 (ii) 서비� 종료 시점 � 빠른 쪽에 전달됩니�. � 부여는 $0.00� 기록되어, 이는 공개 시장에서� 매입� 아닌 이사� 일상적인 보상 일부임을 나타냅니�. 거래 � Ousley� 직접 소유 주식은 285,456�� 증가했으�, � � 26,310�� 아직 권리 확정되지 않은 RSU입니�. 파생상품 거래� 보고되지 않았습니�. � 보고서는 이사와 주주 간의 지속적� 지� 정렬� 보여주나 즉각적인 현금 지출이� 회사 기본 사항� 변화를 의미하지 않습니다.

Le 29 juillet 2025, le directeur d'Identiv (INVE), James E. Ousley, a déclaré l'acquisition de 28 701 actions ordinaires via une attribution d'Unités d'Actions Restreintes (RSU) dans le cadre du Plan de Rémunération Incitative 2011 de la société. Les RSU acquièrent des droits à raison de 1/12 chaque mois à partir du 1er juin 2025 ; les actions acquises seront livrées au premier événement entre (i) trois ans à compter de la date de début d'acquisition ou (ii) la séparation du service. L'attribution a été comptabilisée à 0,00 $, indiquant qu'il s'agit d'une compensation habituelle du directeur plutôt que d'un achat sur le marché libre. Suite à cette opération, la détention directe d'Ousley s'élève à 285 456 actions, dont 26 310 sont encore des RSU non acquises. Aucune transaction dérivée n'a été signalée. Le dépôt montre un alignement continu des intérêts en actions entre le directeur et les actionnaires, sans impliquer de sortie de trésorerie immédiate ni signaler un changement dans les fondamentaux de l'entreprise.

Am 29. Juli 2025 meldete der Direktor von Identiv (INVE), James E. Ousley, den Erwerb von 28.701 Stammaktien durch eine Zuteilung von Restricted Stock Units (RSUs) im Rahmen des Incentive Compensation Plans 2011 des Unternehmens. Die RSUs werden monatlich zu je 1/12 ab dem 1. Juni 2025 unverfallbar; die unverfallbaren Aktien werden zum früheren Zeitpunkt von (i) drei Jahren ab Beginn der Unverfallbarkeit oder (ii) Ausscheiden aus dem Dienst geliefert. Die Zuteilung wurde mit 0,00 $ bewertet, was darauf hinweist, dass sie Teil der regulären Vergütung des Direktors und kein Kauf am offenen Markt ist. Nach der Transaktion steigt Ousleys direkte Beteiligung auf 285.456 Aktien, davon sind 26.310 noch unverfallbare RSUs. Es wurden keine Derivatgeschäfte gemeldet. Die Meldung zeigt eine fortgesetzte Aktienausrichtung zwischen dem Direktor und den Aktionären, ohne sofortigen Geldaufwand oder eine Änderung der Unternehmensgrundlagen zu signalisieren.

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

FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2025

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:  000-03676
vselogonewa01.jpg
VSE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware54-0649263
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
3361 Enterprise Way  
Miramar,Florida33025
(Address of Principal Executive Offices)(Zip Code)
Registrant's Telephone Number, Including Area Code:  (954) 430-6600
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.05 per shareVSECThe NASDAQ Global Select Market

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 definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transaction 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes     No

Number of shares of Common Stock outstanding as of July 25, 2025: 20,676,320



 TABLE OF CONTENTS 
   
   
  Page
PART I
FINANCIAL INFORMATION
 
   
ITEM 1.
Financial Statements
 
   
 
Unaudited Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024
4
   
 
Unaudited Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024
5
   
 
Unaudited Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2025 and 2024
6
   
Unaudited Consolidated Statements of Stockholders' Equity for the three and six months ended June 30, 2025 and 2024
7
 
Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024
9
   
 
Notes to Unaudited Consolidated Financial Statements
10
   
ITEM 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
22
   
ITEM 3.
Quantitative and Qualitative Disclosures About Market Risk
26
   
ITEM 4.
Controls and Procedures
26
   
PART II
OTHER INFORMATION
 
   
ITEM 1.
Legal Proceedings
27
ITEM 1A.
Risk Factors
27
ITEM 2.
Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities
27
ITEM 5.
Other Information
27
ITEM 6.
Exhibits
28
   
Signatures
 
29
   


-2-

Table of Contents
Forward-Looking Statements

This quarterly report on Form 10-Q (“Form 10-Q”) contains statements that, to the extent they are not recitations of historical fact, constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All such statements are intended to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and this statement is included for purposes of such safe harbor provisions.

“Forward-looking” statements, as such term is defined by the Securities and Exchange Commission (the “SEC”) in its rules, regulations and releases, represent the Company's expectations or beliefs, including, but not limited to, statements concerning the Company's operations, economic performance, financial condition, growth, acquisition and disposition strategies, investments and future operational plans. Without limiting the generality of the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “forecast,” “seek,” “plan,” “predict,” “project,” “could,” “estimate,” “might,” “continue,” “seeking” or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. These statements, by their nature, involve substantial risks and uncertainties, certain of which are beyond the Company's control, and actual results may differ materially depending on a variety of important factors, including, but not limited to, those identified elsewhere in this document, including in Item 1A, Risk Factors, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and Item 3, Quantitative and Qualitative Disclosures About Market Risk, as well as with respect to the risks described in Item 1A, Risk Factors, to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the SEC on March 3, 2025 (“2024 Form 10-K") and in Item 1A. Risk Factors of this report. All forward-looking statements made herein are qualified by these cautionary statements and risk factors and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized.

Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that occur or arise after the date hereof.


-3-

Table of Contents
PART I.  FINANCIAL INFORMATION
Item 1.    Financial Statements

VSE CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
June 30,December 31,
(in thousands, except share and per share amounts)20252024
Assets
Current assets:
Cash and cash equivalents$16,906 $29,505 
Receivables (net of allowance of $4.8 million and $4.1 million, respectively)
183,208 158,104 
Contract assets
34,043 29,960 
Inventories463,216 434,059 
Prepaid expenses and other current assets
56,246 30,899 
Current assets held-for-sale 282,820 
Total current assets753,619 965,347 
Property and equipment (net of accumulated depreciation of $27.1 million and $21.3 million, respectively)
80,243 71,041 
Intangible assets (net of accumulated amortization of $86.8 million and $82.7 million, respectively)
208,536 197,157 
Goodwill428,665 428,263 
Operating lease right-of-use assets
43,748 43,225 
Note receivable25,000  
Earn-out receivable23,300  
Other assets38,916 37,597 
Total assets$1,602,027 $1,742,630 
Liabilities and Stockholders' Equity  
Current liabilities:  
Current portion of long-term debt$7,500 $30,000 
Accounts payable140,465 145,492 
Accrued expenses and other current liabilities52,012 52,749 
Dividends payable2,068 2,059 
Current liabilities held-for-sale 68,200 
Total current liabilities202,045 298,500 
Long-term debt, less current portion371,656 400,173 
Deferred compensation7,540 7,262 
Long-term operating lease obligations38,259 39,498 
Other long-term liabilities3,000 9,011 
Total liabilities622,500 754,444 
Commitments and contingencies (Note 8)
Stockholders' equity:  
Common stock, par value $0.05 per share, authorized 44,000,000 shares; issued and outstanding 20,676,320 and 20,590,496, respectively
1,034 1,030 
Additional paid-in capital595,001 591,600 
Retained earnings382,572 392,484 
Accumulated other comprehensive income920 3,072 
Total stockholders' equity979,527 988,186 
Total liabilities and stockholders' equity$1,602,027 $1,742,630 
    
The accompanying notes are an integral part of these consolidated financial statements.
-4-

Table of Contents
VSE CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
 Three months ended June 30,Six months ended June 30,
(in thousands, except share and per share amounts)2025202420252024
Revenues:
Products$173,603 $115,448 $334,154 $223,471 
Services98,536 77,380 194,030 131,740 
Total revenues272,139 192,828 528,184 355,211 
Costs and operating expenses:    
Products144,828 96,624 281,695 189,285 
Services89,795 72,636 176,024 120,440 
Selling, general and administrative expenses8,516 3,780 10,827 6,705 
Lease abandonment costs 12,857  12,857 
Amortization of intangible assets6,487 4,329 12,621 7,679 
Total costs and operating expenses249,626 190,226 481,167 336,966 
Operating income22,513 2,602 47,017 18,245 
Interest expense, net6,445 9,826 14,384 19,016 
Income (loss) from continuing operations before income taxes16,068 (7,224)32,633 (771)
Provision (benefit) for income taxes2,430 (1,936)5,027 (1,025)
Net income (loss) from continuing operations13,638 (5,288)27,606 254 
(Loss) income from discontinued operations, net of tax(10,441)2,511 (33,382)(9,642)
Net income (loss)$3,197 $(2,777)$(5,776)$(9,388)
Earnings (loss) per share:
  Basic
     Continuing operations$0.66 $(0.31)$1.34 $0.02 
     Discontinued operations(0.51)0.15 (1.62)(0.59)
$0.15 $(0.16)$(0.28)$(0.57)
  Diluted
     Continuing operations$0.66 $(0.31)$1.33 $0.01 
     Discontinued operations(0.50)0.15 (1.61)(0.58)
$0.16 $(0.16)$(0.28)$(0.57)
Weighted average shares outstanding:
     Basic20,670,239 17,152,661 20,644,215 16,468,288 
     Diluted20,731,397 17,202,115 20,735,979 16,571,033 
Dividends declared per share$0.10 $0.10 $0.20 $0.20 







The accompanying notes are an integral part of these consolidated financial statements.
-5-

Table of Contents
VSE CORPORATION AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income (Loss)
(Unaudited)

 Three months ended June 30,Six months ended June 30,
 (in thousands)2025202420252024
Net income (loss)$3,197 $(2,777)$(5,776)$(9,388)
Other comprehensive (loss) income, net of tax:
Change in fair value of interest rate swap agreements, net of tax(698)221 (2,152)2,725 
Total other comprehensive (loss) income, net of tax(698)221 (2,152)2,725 
Comprehensive income (loss)$2,499 $(2,556)$(7,928)$(6,663)











































The accompanying notes are an integral part of these consolidated financial statements.
-6-

Table of Contents
VSE CORPORATION AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
(Unaudited)

Three months ended June 30, 2025
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income
Total
Stockholders'
Equity
 Common Stock
 (in thousands, except per share data) SharesAmount
Balance at March 31, 202520,670 $1,033 $591,650 $381,443 $1,618 $975,744 
Net income— — — 3,197 — 3,197 
Stock-based compensation7 1 3,351 — — 3,352 
Other comprehensive loss, net of tax— — — — (698)(698)
Dividends declared ($0.10 per share)
— — — (2,068)— (2,068)
Balance at June 30, 202520,677 $1,034 $595,001 $382,572 $920 $979,527 



Three months ended June 30, 2024
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income
Total
Stockholders'
Equity
 Common Stock
(in thousands, except per share data) SharesAmount
Balance at March 31, 202415,834 $792 $230,805 $376,505 $4,636 $612,738 
Net loss— — — (2,777)— (2,777)
Issuance of common stock2,430 122 161,571 — — 161,693 
Stock issuance in connection with acquisition127 6 9,994 — — 10,000 
Stock-based compensation29 1 1,296 — — 1,297 
Other comprehensive income, net of tax— — — — 221 221 
Dividends declared ($0.10 per share)
— — — (1,856)— (1,856)
Balance at June 30, 202418,420 $921 $403,666 $371,872 $4,857 $781,316 























The accompanying notes are an integral part of these consolidated financial statements.
-7-

Table of Contents
VSE CORPORATION AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity (continued)
(Unaudited)


Six months ended June 30, 2025
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income
Total
Stockholders'
Equity
 Common Stock
(in thousands, except per share data)SharesAmount
Balance at December 31, 202420,591 $1,030 $591,600 $392,484 $3,072 $988,186 
Net loss— — — (5,776)— (5,776)
Stock-based compensation86 4 3,401 — — 3,405 
Other comprehensive loss, net of tax— — — — (2,152)(2,152)
Dividends declared ($0.20 per share)
— — — (4,136)— (4,136)
Balance at June 30, 202520,677 $1,034 $595,001 $382,572 $920 $979,527 


Six months ended June 30, 2024
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income
Total
Stockholders'
Equity
 Common Stock
(in thousands, except per share data) SharesAmount
Balance at December 31, 202315,757 $788 $229,103 $384,702 $2,132 $616,725 
Net loss— — — (9,388)— (9,388)
Issuance of common stock2,430 122 161,571 — — 161,693 
Stock issuance in connection with acquisition127 6 9,994 — — 10,000 
Stock-based compensation106 5 2,998 — — 3,003 
Other comprehensive income, net of tax— — — — 2,725 2,725 
Dividends declared ($0.20 per share)
— — — (3,442)— (3,442)
Balance at June 30, 202418,420 $921 $403,666 $371,872 $4,857 $781,316 






















The accompanying notes are an integral part of these consolidated financial statements.
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VSE CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
Six months ended June 30,
(in thousands)20252024
(a)
(a)
Cash flows from operating activities:
Net loss$(5,776)$(9,388)
Adjustments to reconcile net loss to net cash used in operating activities:  
  Depreciation and amortization19,540 12,868 
  Amortization of debt issuance cost1,067 665 
  Deferred taxes(3,474)(6,925)
  Stock-based compensation6,663 4,812 
  Impairment and loss on sale of business segments47,203 16,867 
  Loss on sale of property and equipment10 421 
  Lease abandonment costs 12,857 
         Earn-out receivable adjustment5,900  
      Changes in operating assets and liabilities, net of impact of acquisitions:  
  Receivables(30,051)(38,292)
  Contract assets(2,969)6,240 
  Inventories(25,478)(25,408)
  Prepaid expenses and other current assets and other assets(26,144)(14,584)
  Operating lease assets and liabilities, net(1,573)(362)
  Accounts payable and deferred compensation(13,724)(47,047)
  Accrued expenses and other liabilities(5,935)(9,312)
      Net cash used in operating activities
(34,741)(96,588)
Cash flows from investing activities:  
Purchases of property and equipment(8,464)(11,674)
Proceeds from the sale of business segments, net of cash divested138,816 42,118 
Cash paid for acquisitions, net of cash acquired(47,739)(112,264)
      Net cash provided by (used in) investing activities82,613 (81,820)
Cash flows from financing activities:  
Borrowings on bank credit facilities
624,881 419,881 
Repayments on bank credit facilities
(674,381)(386,381)
Proceeds from issuance of common stock463 161,692 
Payment of debt financing costs(2,584) 
Payment of taxes for equity transactions(4,248)(2,545)
Dividends paid(4,127)(3,176)
      Net cash (used in) provided by financing activities(59,996)189,471 
Net (decrease) increase in cash and cash equivalents(12,124)11,063 
Cash and cash equivalents, beginning of period29,030 7,930 
Cash and cash equivalents, end of period$16,906 $18,993 
Supplemental disclosure of noncash investing and financing activities:
Note receivable from the sale of business segment
$25,000 $ 
Earn-out receivable from the sale of business segment
$29,200 $ 

(a) The cash flows related to discontinued operations and held-for-sale assets and liabilities have not been segregated, and remain included in the major classes of assets and liabilities. Accordingly, the Consolidated Statements of Cash Flows include the results of continuing and discontinued operations. See Note (3) "Discontinued Operations".




The accompanying notes are an integral part of these consolidated financial statements.
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VSE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2025
Table of Contents






(1) Nature of Operations and Basis of Presentation

Nature of Operations

VSE Corporation (collectively, with its consolidated subsidiaries), "VSE," or the "Company," is a leading provider of aftermarket parts distribution and maintenance, repair and overhaul ("MRO") services for air transportation assets for commercial and government markets. The Company operates in one reportable segment aligned with the Company's operating segment: Aviation.

Basis of Presentation

The Company's accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles ("U.S. GAAP") for interim financial information and in accordance with the instructions to SEC Form 10-Q and Article 10 of SEC Regulation S-X. Therefore, such financial statements do not include all the information and footnotes required by U.S. GAAP for complete financial statements and should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 ("2024 Form 10-K"). In the Company's opinion, all adjustments, including normal recurring items, considered necessary for a fair presentation of results for the interim periods have been included in the accompanying unaudited consolidated financial statements. Operating results for the three and six months ended June 30, 2025, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2025. 

In April 2025, VSE completed the previously announced sale of all of the issued and outstanding shares of common stock of its Fleet segment. See Note (3) "Discontinued Operations" for further information. The consolidated financial statements present the results of operations for the Fleet segment as discontinued operations for all periods presented, and the related assets and liabilities as held-for-sale as of December 31, 2024.

In February 2024, VSE completed the sale of substantially all of the Federal and Defense segment assets. See Note (3) "Discontinued Operations" for further information. The consolidated financial statements present the results of operations for the Federal and Defense segment as discontinued operations for all periods presented.

Certain reclassifications, including reclassifications for discontinued operations, have been made to the prior period financial information to reflect discontinued operations classification. Unless otherwise noted, amounts and disclosures throughout these Notes to Consolidated Financial Statements relate solely to continuing operations and exclude all discontinued operations.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates affecting the financial statements include fair value measurements, inventory provisions, collectability of receivables, valuation allowances on deferred tax assets, fair value of goodwill and other intangible assets and contingencies.

(2) Acquisitions

2025 Acquisition

Turbine Weld Industries, LLC ("Turbine Weld")

On May 1, 2025, the Company acquired Turbine Weld for a total cash consideration of $49.9 million, net of cash acquired of $0.9 million. The acquisition purchase price was funded by borrowings under the Company's revolving credit facility. Turbine Weld is a specialized MRO service provider of complex technical and proprietary engine components for business and general aviation platforms. The acquisition strengthens the Company’s MRO portfolio of services by broadening technical capabilities and expanding the repair portfolio. The acquisition is not material to the Company's consolidated financial statements.

The preliminary allocation of the purchase price resulted in net tangible assets, excluding cash acquired, of $12.6 million, goodwill of $13.3 million, and a customer-related intangible asset of $24.0 million, which is being amortized over a period of 10
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years. Goodwill resulting from the acquisition of Turbine Weld reflects the strategic advantage of expanding the Company's MRO services to new customers. The value attributed to goodwill and customer relationships is deductible for income tax purposes. The Company has not yet finalized the determination of the fair values allocated to various assets and liabilities, including, but not limited to, working capital. Therefore, the allocation of the total consideration for the acquisition to the tangible and identifiable intangible assets acquired, and liabilities assumed, is preliminary until the Company obtains final information regarding their fair values, which could potentially result in changes to the Turbine Weld opening balance sheet. Adjustments or changes to goodwill, assets or liabilities remain possible.

The Company incurred $1.0 million and $1.5 million in acquisition-related expenses related to the Turbine Weld acquisition during the three and six months ended June 30, 2025, respectively, which are included in selling, general and administrative expenses.

2024 Acquisitions

Turbine Controls, Inc. ("TCI")

On April 24, 2024, the Company completed the acquisition of TCI for a total consideration of $122.4 million. The total consideration consisted of cash consideration of $112.4 million, net of $1.2 million cash acquired, and in-kind payment in the form of shares of the Company's common stock with a value equal to approximately $10.0 million. The purchase price of this acquisition was funded by borrowings under the Company's revolving credit facility. TCI is a leading provider of aftermarket MRO support services for complex engine components, as well as engine and airframe accessories, across commercial and military applications. The acquisition presents an opportunity for the Company to accelerate its MRO strategy, including expanding the Company's repair capability offerings and adding several new OEM relationships.

The final purchase price allocation is as follows (in thousands):
Receivables$9,122 
Contract assets16,193 
Inventories5,512 
Prepaid expenses and other current assets570 
Other assets214 
Property and equipment, net6,434 
Intangible asset - customer related59,000 
Goodwill40,201 
Operating lease right-of-use assets7,832 
     Total assets acquired 145,078 
Accounts payable(9,764)
Accrued expense and other current liabilities(5,624)
Long-term operating lease obligations(7,339)
     Total liabilities assumed(22,727)
Net assets acquired, excluding cash$122,351 
Cash consideration, net of cash acquired$112,351 
VSE common stock, at fair value10,000 
Total$122,351 

Goodwill resulting from the acquisition of TCI reflects the strategic advantage of expanding the Company's MRO services to new customers. The value attributed to goodwill and customer relationships is deductible for income tax purposes. The estimated value attributed to the customer relationship intangible assets is being amortized on a straight-line basis using a useful life of 10 years.

The Company incurred $0.5 million and $2.0 million in acquisition-related expenses related to the TCI acquisition during the three and six months ended June 30, 2024, respectively, which are included in selling, general and administrative expenses.
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The following unaudited pro forma financial information presents the combined results of operations for TCI and VSE Corporation for the three and six months ended June 30, 2025, and 2024, respectively. The unaudited consolidated pro forma results of operations are as follows (in thousands):

Three months ended June 30,Six months ended June 30,
2025202420252024
Revenue
$272,139 $199,940 $528,184 $386,993 
Income (loss) from continuing operations
$13,638 $(5,407)$27,606 $859 

The unaudited pro forma combined financial information presented above has been prepared from historical financial statements that have been adjusted to give effect to the acquisition of TCI as though it had occurred on January 1, 2023 and includes adjustments for intangible asset amortization; interest expense and debt issuance costs on long-term debt; and acquisition and other transaction costs. The unaudited pro forma financial information is not intended to reflect the actual results of operations that would have occurred if the acquisition had occurred on January 1, 2023, nor is it indicative of future operating results.

Kellstrom Aerospace Group, Inc. ("Kellstrom Aerospace")

On December 3, 2024, the Company completed the acquisition of Kellstrom Aerospace for a total consideration of approximately $188.9 million, consisting of cash consideration of $168.6 million, net of $10.6 million cash acquired, and in-kind payment in the form of shares of the Company's common stock with a value equal to approximately $20.3 million. The purchase price of this acquisition was funded by the Company's October 2024 underwritten public offering and borrowings under the Company's revolving credit facility. Kellstrom Aerospace is a diversified global distributor and service provider supporting the commercial aerospace engine aftermarket. The acquisition provides an opportunity to improve the Company's position in the commercial aviation aftermarket by expanding product and capability offerings both domestically and internationally, including participation in aircraft engine maintenance events.

The Company has not yet finalized the determination of the fair values allocated to various assets and liabilities, including, but not limited to, working capital and income taxes. Therefore, the allocation of the total consideration for the acquisition to the tangible and identifiable intangible assets acquired, and liabilities assumed, is preliminary until the Company obtains final information regarding their fair values, which could potentially result in changes to the Kellstrom Aerospace opening balance sheet. Adjustments or changes to goodwill, assets or liabilities remain possible.

During the six months ended June 30, 2025, the purchase price allocation was adjusted as a result of working capital and to reflect measurement period adjustments based on new information obtained about facts and circumstances that existed as of the acquisition date. Such adjustments resulted in a $12.9 million decrease to goodwill, driven by a $8.4 million increase to deferred tax assets, a $2.3 million fair value step up to operating lease right-of-use assets, and a $2.2 million working capital settlement which reduced net purchase consideration.

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The adjusted preliminary purchase price is as follows (in thousands):
Receivables$27,379 
Contract assets2,925 
Inventories37,686 
Prepaid expenses and other current assets
2,723 
Property and equipment, net10,301 
Intangible asset - customer related41,900 
Goodwill87,771 
Operating lease right-of-use assets14,141 
Deferred tax assets8,243 
     Total assets acquired 233,069 
Accounts payable(27,750)
Accrued expense and other current liabilities(6,153)
Long-term operating lease obligations(10,300)
     Total liabilities assumed(44,203)
Net assets acquired, excluding cash$188,866 
Cash consideration, net of cash acquired$168,599 
VSE common stock, at fair value
20,267 
Total$188,866 

Goodwill resulting from the Kellstrom Aerospace acquisition reflects the strategic advantage of growing the Company's distribution and MRO capabilities in the commercial aerospace aftermarket. The value attributed to goodwill and customer relationships is not deductible for income tax purposes. The estimated value attributed to the customer relationship intangible assets is being amortized on a straight-line basis using a useful life of 8 years.
Acquisition-related expenses related to the Kellstrom Aerospace acquisition totaled $0.7 million for the six months ended June 30, 2025, and are included in selling, general and administrative expenses.

The following unaudited pro forma financial information presents the combined results of operations for Kellstrom Aerospace and VSE Corporation for the six months ended June 30, 2025, and 2024, respectively. The unaudited consolidated pro forma results of operations are as follows (in thousands):

Three months ended June 30,Six months ended June 30,
2025202420252024
Revenue
$272,139 $243,102 $528,184 $443,860 
Income (loss) from continuing operations
$13,638 $(4,972)$28,199 $2,474 


The unaudited pro forma combined financial information presented above has been prepared from historical financial statements that have been adjusted to give effect to the acquisition of Kellstrom Aerospace as though it had occurred on January 1, 2023 and includes adjustments for intangible asset amortization; interest expense and debt issuance costs on long-term debt; and acquisition and other transaction costs. The unaudited pro forma financial information is not intended to reflect the actual results of operations that would have occurred if the acquisition had occurred on January 1, 2023, nor is it indicative of future operating results.




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(3) Discontinued Operations

Sale of Fleet Segment

On April 1, 2025, VSE completed the previously announced sale of its Fleet segment for a total consideration of up to $230 million (the “Fleet Sale”). This consideration is comprised of $136.1 million of cash, net of $4.8 million cash divested, and is subject to post-close net working capital adjustments. The Company also received a $25 million seller note and an earn-out payment of up to $65 million, subject to the achievement of certain milestones. The seller note is scheduled to mature in July 2030. See Note (11) "Fair Value Measurements" for information regarding the fair value of the earn-out. The Fleet Sale is consistent with the Company's long-term strategy of transforming to a pure-play aviation business focused on higher margin and higher growth aftermarket parts distribution and MRO businesses.

During the six months ended June 30, 2025, the Company recorded a total loss of $47.0 million, inclusive of $3.8 million of transaction fees. The loss was comprised of a pre-tax impairment charge on the Fleet assets held-for-sale of $33.7 million and a pre-tax loss on the Fleet Sale of $13.3 million, which was primarily attributable to a $8.3 million adjustment of a deferred tax liability related to the pre-tax impairment from the first quarter of 2025 and the impact of working capital adjustments of $5.0 million. The total loss is included in (loss) income from discontinued operations, net of tax in the consolidated statements of operations.

Sale of Federal and Defense Segment

In February 2024, VSE entered into two separate agreements to sell substantially all the Federal and Defense segment's operational assets ("FDS Sale") for cash consideration of $42.9 million. The FDS Sale is consistent with the Company's long-term strategic growth strategy of transforming to a pure-play aviation business focused on higher margin and higher growth aftermarket parts distribution and MRO businesses. The Company recorded a pre-tax loss on the FDS Sale of $0.2 million during the six months ended June 30, 2025 related to a settlement of net working capital, and a pre-tax loss of $12.7 million and transaction fees of $2.5 million for the six months ended June 30, 2024. All such losses and transaction fees are included in (loss) income from discontinued operations, net of tax in the consolidated statements of operations.

The components of (loss) income from discontinued operations, net of tax for the three and six months ended June 30, 2025 and 2024, consist of the following (in thousands):
For the three months ended June 30,For the six months ended June 30,
2025202420252024
Revenues$ $73,131 $75,358 $178,556 
Costs and operating expenses
36 69,601 71,865 174,853 
(Loss) income from discontinued operations(36)3,530 3,493 3,703 
Other impairment  33,708 4,204 
Loss on the sale of discontinued operations13,251  13,495 12,663 
Total (loss) income before income taxes(13,287)3,530 (43,710)(13,164)
(Benefit) provision for income taxes(2,846)1,019 (10,328)(3,522)
(Loss) income from discontinued operations, net of tax$(10,441)$2,511 $(33,382)$(9,642)


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The assets and liabilities reported as held-for-sale consist of the following (in thousands):
December 31,
2024
Assets
Cash and cash equivalents$(475)
Receivables, net
39,459 
Inventories142,259 
Prepaid expenses and other current assets11,057 
Property and equipment, net14,546 
Intangible assets, net124 
Goodwill63,190 
Operating lease right-of-use assets10,101 
Other assets2,559 
    Total assets held-for-sale$282,820 
Liabilities
Accounts payable$42,099 
Accrued expenses and other current liabilities9,446 
Long-term operating lease obligations8,645 
Deferred tax liabilities8,010 
    Total liabilities held-for-sale$68,200 

Selected financial information related to cash flows from discontinued operations is as follows (in thousands):

For the six months ended June 30,
20252024
Depreciation and amortization$731 $1,675 
Stock-based compensation (a)
$(225)$425 
Purchases of property and equipment$208 $1,738 
(a) Stock-based compensation benefit was recognized during the six months ended June 30, 2025 due to forfeitures in the period.


(4) Revenue

Disaggregation of Revenues
The Company's revenues are derived from the delivery of products to and services performed for its commercial and government customers.

A summary of revenues by customer for the three and six months ended June 30, 2025 and 2024 is as follows (in thousands):

Three months ended June 30,
Six months ended June 30,
2025
2024
2025
2024
Commercial$271,288 $191,296 $526,241 $349,280 
Government851 1,532 1,943 5,931 
     Total$272,139 $192,828 $528,184 $355,211 




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A summary of revenues by type for the three and six months ended June 30, 2025 and 2024 is as follows (in thousands):

Three months ended June 30,
Six months ended June 30,
2025
2024 (a)
2025
2024 (a)
Repair
$98,536 $77,380 $194,030 $131,740 
Distribution
173,603 115,448 334,154 223,471 
     Total$272,139 $192,828 $528,184 $355,211 
(a) Certain revenue amounts in the prior year have been reclassified to conform to current presentation of revenue type categories.

Contract Balances

Contract balances were as follows (in thousands):
June 30,December 31,
Financial Statement Classification20252024
Billed and billable receivables
Receivables, net
$183,208 $158,104 
Contract assets - unbilled receivables
Contract assets
$34,043 $29,960 
Contract liabilitiesAccrued expenses and other current liabilities$2,825 $4,479 
For the six months ended June 30, 2025 and 2024, the Company recognized revenue that was previously included in the beginning balance of contract liabilities of $3.0 million and $1.7 million, respectively.

(5) Debt

Long-term debt consisted of the following (in thousands):
June 30,December 31,
20252024
Bank credit facility - term loan$300,000 $277,500 
Bank credit facility - revolving facility83,000 155,000 
Principal amount of long-term debt383,000 432,500 
Less: debt issuance costs
(3,844)(2,327)
Total debt
379,156 430,173 
Less: current portion
(7,500)(30,000)
Long-term debt, less current portion$371,656 $400,173 

On May 2, 2025, the Company entered into a new credit agreement, which provides for a $300 million term loan facility and a $400 million revolving credit facility, both maturing on May 2, 2030. The revolving credit facility includes an aggregate amount of $30 million which is available through a sub facility in the form of letters of credit. The new credit agreement replaced the Company's existing term loan and revolving credit facility. The proceeds of the term loan were utilized to pay fees and expenses incurred in connection with the new agreement and to repay, in full, amounts outstanding under the previous credit agreement.

Borrowings under the new credit agreement accrue interest at either the term SOFR or ABR, plus in each case an applicable margin (based on the Company's Total Net Leverage Ratio). The ABR for any day is a fluctuating rate per annum equal to the highest of (i) the Federal Funds Effective Rate plus .50%; (ii) the Prime Rate and (iii) the daily SOFR rate plus 1%. The applicable margin for term SOFR loans ranges from 1.25% to 2.25% and for ABR loans from 0.25% to 1.25%. The Company also pays a commitment fee with respect to undrawn amounts under the revolving loan facility ranging from .20% to .30% (based on the Company's Total Net Leverage Ratio) and fees on letters of credit that are issued.

The Company incurred $2.6 million of fees in connection with the new credit agreement, of which $2.3 million were deferred as debt issuance costs and will be amortized to interest expense over the remaining term of the agreement.

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As of June 30, 2025, the interest rate on the Company's outstanding term loan borrowings and weighted average interest rate on its aggregate outstanding revolving facility were 6.08% and 6.07%, respectively. As of June 30, 2025 and December 31, 2024, the Company had letters of credit outstanding of $0.6 million and $0.8 million, respectively.

Future required term loan and revolving facility payments as of June 30, 2025 are as follows (in thousands):
Year EndingTerm LoanRevolving FacilityTotal
Remainder of 2025$3,750 $ $3,750 
20267,500  7,500 
202711,250  11,250 
202820,625  20,625 
202922,500  22,500 
2030234,375 83,000 317,375 
     Total$300,000 $83,000 $383,000 

Restrictive covenants of the new credit agreement include a maximum Total Net Leverage Ratio and a minimum Interest Coverage Ratio. The Company was in compliance with the required ratios and other terms and conditions under its credit agreement as of June 30, 2025.


(6) Derivative Instruments and Hedging Activities

The Company's derivative instruments designated as cash flow hedges as of June 30, 2025 were as follows (in thousands):

Notional AmountPaid Fixed Rate Receive Variable RateSettlement and Termination
Interest rate swaps$150,0002.8%1-month term SOFRMonthly through October 31, 2027
Interest rate swaps
$100,0004.5%1-month term SOFR
Monthly through July 31, 2026

The Company is party to fixed interest rate swap instruments that are designated and accounted for as cash flow hedges to manage risks associated with interest rate fluctuations on a portion of the Company's floating rate debt. For the three and six months ended June 30, 2025, the Company reclassified $0.5 million and $1.1 million, respectively, from accumulated other comprehensive income to interest expense, net. The Company estimates that it will reclassify $0.8 million of unrealized gains from accumulated other comprehensive income into earnings in the twelve months following June 30, 2025. See Note (11) "Fair Value Measurements" for the fair value of the interest rate swaps.


(7) Earnings Per Share

Basic earnings per share ("EPS") is computed by dividing net income by the weighted average number of shares of common stock outstanding during each period. Shares issued during the period are weighted for the portion of the period that they were outstanding. The calculation of diluted earnings per common share includes the dilutive effects for the assumed vesting of outstanding stock-based awards. The antidilutive common stock equivalents excluded from the diluted per share calculation are not material.

The weighted-average number of shares outstanding used to compute basic and diluted EPS were as follows:
Three months ended June 30,Six months ended June 30,
 2025202420252024
Basic weighted average common shares outstanding20,670,239 17,152,661 20,644,215 16,468,288 
Effect of dilutive shares61,158 49,454 91,764 102,745 
Diluted weighted average common shares outstanding20,731,397 17,202,115 20,735,979 16,571,033 


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(8) Commitments and Contingencies

Contingencies

The Company may have certain claims in the normal course of business, including legal proceedings, against it and against other parties. Legal liabilities are recorded when it is probable that the outcome in a proceeding will be unfavorable and the related loss amount can be reasonably estimated. In the Company's opinion, the resolution of these claims will not have a material adverse effect on its results of operations, financial condition, or cash flows.

Further, from time-to-time, government agencies audit or investigate whether the Company's operations are being conducted in accordance with applicable contractual and regulatory requirements. Government audits or investigations of the Company, whether relating to government contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties being imposed, which could lead to suspension or debarment from future government contracting. Government investigations often take years to complete and many result in no adverse action against the Company. The Company believes, based upon current information, that the outcome of any such government disputes, audits and investigations will not have a material adverse effect on its results of operations, financial condition, or cash flows.


(9) Business Segment

The sale of the Company's Fleet and Federal and Defense segments allow VSE to focus on a long-term strategic growth strategy focused on higher margin and higher growth aftermarket parts distribution and MRO businesses. Following the sales of the Fleet and Federal and Defense segments, management of the Company's business operations is conducted under a single reportable operating segment: Aviation. The Company's Aviation segment provides aftermarket MRO and distribution services to commercial, business and general aviation, cargo, military and defense, and rotorcraft customers globally. Core services include parts distribution, MRO services including engine components and accessories, fuel controls, avionics, pneumatics, hydraulics, wheel and brake, and rotable exchange and supply chain services.

The operating segment reported below is the only segment for which separate financial information is available and for which segment results are evaluated regularly by the Company's President and Chief Executive Officer, who is the Chief Operating Decision Maker ("CODM"), in deciding how to allocate resources and in assessing performance. As the Company operates under a single reportable operating segment, the CODM evaluates segment performance based on net income (loss) and considers budget-to-actual, sequential period and prior period variances on a monthly basis when making decisions about allocating capital and personnel. The expenses listed below are viewed as significant segment expenses as part of the CODM’s evaluation.

Net sales of the Company exclude intercompany sales as these activities are eliminated in consolidation. The Company's segment information is as follows (in thousands):
Three months ended June 30,
Six months ended June 30,
2025202420252024
Revenues$272,139 $192,828 $528,184 $355,211 
Costs and operating expenses:
Segment costs (a)
221,397 157,946 431,415 288,878 
Depreciation and amortization (b)
9,626 6,034 18,792 10,968 
Allocated corporate cost (c)
6,044 4,380 11,381 8,587 
Unallocated corporate costs
12,559 21,866 19,579 28,533 
Operating income
22,513 2,602 47,017 18,245 
Interest expense, net6,445 9,826 14,384 19,016 
Provision (benefit) for income taxes
2,430 (1,936)5,027 (1,025)
(Loss) income from discontinued operations, net of tax
(10,441)2,511 (33,382)(9,642)
Net income (loss)
$3,197 $(2,777)$(5,776)$(9,388)
(a) Segment costs consist of material, labor, overhead, and selling, general, and administrative costs attributable to the Aviation segment.
(b) This line item includes only depreciation and amortization attributable to the Aviation segment.
(c) Primarily includes costs for information technology, human resources, accounting, and legal support services allocated to the Aviation segment.


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(10) Goodwill and Intangible Assets

Goodwill

Changes in the carrying amount of goodwill for the six months ended June 30, 2025 were as follows (in thousands):
Carrying Amount
Balance as of December 31, 2024$428,263 
Acquisitions13,342 
Measurement period adjustments(12,940)
Balance as of June 30, 2025$428,665 

Goodwill increased during the six months ended June 30, 2025 in connection with the acquisition of Turbine Weld during the three months ended June 30, 2025, offset by measurement period adjustments for the Kellstrom Aerospace acquisition. See Note (2) "Acquisitions" for further information.

Intangible Assets

Intangible assets consisted of the following (in thousands):
Cost
Accumulated Amortization
Net Intangible Assets
June 30, 2025
Customer-related
$295,350 $(86,814)$208,536 
December 31, 2024   
Customer-related
$271,350 $(74,193)$197,157 
Trade names8,500 (8,500) 
Total$279,850 $(82,693)$197,157 

The gross carrying amount of customer-related intangibles increased during the six months ended June 30, 2025, in connection with the acquisition of Turbine Weld during the period as discussed in Note (2) "Acquisitions." The increase was offset by intangible assets with a cost of $8.5 million which were fully amortized as of December 31, 2024, and are no longer being reflected in the intangible asset values as of June 30, 2025. The weighted-average useful life for all intangible assets as of June 30, 2025 is 12.2 years.

As of June 30, 2025, the estimated future annual amortization expense related to intangible assets is as follows (in thousands):
Year ending
Amount
Remainder of 2025$13,374 
202626,749 
202725,002 
202824,169 
202924,106 
203023,666 
Thereafter71,470 
Total$208,536 

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(11) Fair Value Measurements

The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis and the level they fall within the fair value hierarchy (in thousands):
Amounts Recorded at Fair ValueFinancial Statement ClassificationFair Value HierarchyFair Value June 30, 2025Fair Value December 31, 2024
Non-COLI assets held in Deferred Supplemental Compensation Plan(a)
Other assetsLevel 1$659 $629 
Interest rate swapsOther assetsLevel 2$1,225 $4,093 
Earn-out receivable
Earn-out receivable
Level 3
$23,300 $ 
(a) Non-Company Owned Life Insurance ("COLI") assets held in the Company's deferred supplemental compensation plan consist of equity funds with fair value based on observable inputs such as quoted prices for identical assets in active markets and changes in fair value are recorded as selling, general and administrative expenses.

The carrying amounts of cash and cash equivalents, receivables, accounts payable and amounts included in prepaid expenses and other current assets and accrued expenses and other current liabilities that meet the definition of a financial instrument approximate fair value due to their relatively short maturity. The carrying value of the note receivable approximates fair value as the stated interest income effectively offsets the time value of money, resulting in minimal discounting impact. The carrying value of the Company's outstanding debt obligations approximates its fair value. The fair value of the note receivable and long-term debt are calculated using Level 2 inputs based on interest rates available for debt with terms and maturities similar to the Company's existing debt arrangements.

In connection with the sale of the Fleet segment in April 2025, the Company may receive up to $65 million in earn-out payments should the Fleet segment achieve certain milestones during 2025. The initial fair value of the earn-out receivable was determined using a modified Black-Scholes model. The modified Black-Scholes model is based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs include a selected asset volatility of 65%, which was selected in part based on the median of guideline public companies analyzed, and a discount rate of 17.4%. Changes in these assumptions could result in a material change to the amount of the fair value measurement. Pursuant to the sale agreement, half of the earn-out amount, if any, is due to the Company by December 31, 2026, with the second half due by June 30, 2027.

The following table presents the changes in the fair value of the earn-out receivable:
Earn-out Receivable
Balance as of December 31, 2024$ 
Sale date fair value of earn-out29,200 
Subsequent fair value adjustments(5,900)
Balance as of June 30, 2025$23,300 

The sale date fair value of the earn-out receivable was utilized in calculating the Company's impairment loss on Fleet assets classified as held-for-sale, which was recognized during the first quarter of 2025 and is included in (loss) income from discontinued operations, net of tax, in the consolidated statements of operations. Following the Fleet sale, any subsequent fair value adjustments to the earn-out receivable will be recorded within selling, general and administrative expenses in the consolidated statements of operations.


(12) Income Taxes

Income tax expense during interim periods is based on the estimated annual effective income tax rate plus any discrete items that are recorded in the period in which they occur. The Company's tax rate is affected by discrete items that may occur in any given year but may not be consistent from year to year.

The Company's effective tax rate for continuing operations was 15.1% and 15.4% for the three and six months ended June 30, 2025 respectively, and 26.8% and 132.9% for the three and six months ended June 30, 2024 respectively. The effective tax rate was lower for the three and six months ended June 30, 2025 compared to the same periods of the prior year primarily due to lower
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book income in 2024, a higher excess stock compensation deduction recognized for tax purposes in connection with current year stock vesting, and a valuation allowance reversal for certain tax attributes in 2025.

On July 4, 2025, Congress enacted the One Big Beautiful Bill Act (“OBBBA”), which includes several changes to the Internal Revenue Code that may result in changes to the Company’s income tax expense. The Company is currently evaluating the impacts of the OBBBA but does not believe that changes in tax law will materially affect the Company’s operating performance or financial position.


(13) Lease Abandonment and Other Restructuring Costs

In connection with the FDS sale as described in Note (3) "Discontinued Operations," the Company implemented post-sale changes that resulted in one-time lease abandonment charges of $12.9 million related to its former headquarters office space during the three and six months ended June 30, 2024. Additionally, the Company incurred $3.8 million in corporate restructuring expenses during the same period, primarily related to the cancellation of contracts and leasing agreements associated with the FDS Sale.

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Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

Business Overview

VSE is a diversified aviation aftermarket products and services company providing maintenance, repair and overhaul ("MRO") services, parts distribution, logistics, supply chain management and consulting services for transportation assets to commercial and government markets.

Recent Developments

Sale of Fleet Segment

In April 2025, the Company completed the previously announced sale of its Fleet segment. See Note (3) "Discontinued Operations" to the consolidated financial statements for further information.

Acquisition of Turbine Weld Industries, LLC

In May 2025, the Company completed the acquisition of Turbine Weld Industries, LLC ("Turbine Weld"), a specialized MRO provider of complex technical and proprietary engine components for business and general aviation platforms. See Note (2) "Acquisitions" for further information.

New Credit Agreement

In May 2025, the Company entered into a new credit agreement, which fully replaced its previous credit agreement. See Note (5) "Debt" to the consolidated financial statements for further information.

Business Trends

During the second quarter of 2025, the Company's strong execution of new and existing distribution awards, the expansion of product line and repair capabilities, and contributions from recent acquisitions produced strong results, with quarterly revenue reaching $272.1 million for the three months ended June 30, 2025, representing a 41% increase year-over-year. Market growth, share gains and solid end-market activity have resulted in increased distribution and repair revenue of 50% and 27%, respectively, during the three months ended June 30, 2025, compared to the same period for the prior year. The Company's growth has been driven by several strategic initiatives, including executing on newly awarded distribution agreements, most notably the Pratt & Whitney Canada EMEA program, the introduction of new products and service capabilities to its portfolio, including its new Original Equipment Manufacturers ("OEM") licensed manufacturing program, and contributions from recent acquisitions. Additionally, expanding the Company's partnerships with OEMs has provided it new opportunities, including access to new markets with an established customer base.

The Company believes the acquisition of TCI in April 2024, the acquisition of Kellstrom Aerospace in December 2024 and the recent acquisition of Turbine Weld in May 2025 are strongly aligned with VSE's core business and increases the Company's exposure to the high-growth, higher-margin engine aftermarket. Furthermore, the Company believes that the Honeywell FCS acquisition in September 2023 to exclusively manufacture, sell, market, distribute, and repair certain fuel control systems, expands its existing capabilities and provides access to new customers and end markets.

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Results of Operations

The following table summarizes the Company's consolidated results of operations (in thousands):

 Three months ended June 30,Six months ended June 30,
20252024Change ($)Change (%)20252024Change ($)Change (%)
Revenues$272,139 $192,828 $79,311 41 %$528,184 $355,211 $172,973 49 %
Costs and operating expenses249,626 190,226 59,400 31 %481,167 336,966 144,201 43 %
Operating income22,513 2,602 19,911 765 %47,017 18,245 28,772 158 %
Interest expense, net6,445 9,826 (3,381)(34)%14,384 19,016 (4,632)(24)%
Income (loss) from continuing operations before income taxes
16,068 (7,224)23,292 322 %32,633 (771)33,404 4,333 %
Provision (benefit) for income taxes
2,430 (1,936)4,366 226 %5,027 (1,025)6,052 590 %
Net income (loss) from continuing operations
$13,638 $(5,288)$18,926 358 %$27,606 $254 $27,352 10,769 %

Revenues. Revenues increased for the three and six months ended June 30, 2025, compared to the same periods in the prior year primarily driven by contributions from the acquisitions of TCI, Kellstrom Aerospace, and Turbine Weld, recently initiated distribution contract wins and improved demand for the Company's commercial aerospace and business and general aviation products and services resulting from solid end market activity in air travel. Aviation distribution revenue increased $58.2 million, or 50%, and repair revenue increased $21.2 million, or 27%, for the three months ended June 30, 2025, compared to the same period in the prior year. Aviation distribution revenue increased $110.7 million, or 50%, and repair revenue increased $62.3 million, or 47%, for the six months ended June 30, 2025, compared to the same period in the prior year.

Costs and Operating Expenses. Costs and operating expenses increased for the three and six months ended June 30, 2025, compared to the same periods in the prior year primarily due to increases in revenue. Included in costs and operating expenses is the amortization of intangible assets related to acquisitions, which was $6.5 million for the three months ended June 30, 2025, compared to $4.3 million for the same period in the prior year. Amortization of intangible assets was $12.6 million for the six months ended June 30, 2025, compared to $7.7 million for the same period in the prior year. Additionally, the Company incurred a $5.9 million valuation adjustment charge on the earn-out receivable from the Fleet sale during the three months ended June 30, 2025.

Operating Income. Operating income increased for the three and six months ended June 30, 2025, compared to the same periods of the prior year primarily due to the previously mentioned improved current period revenues and one-time prior year charges, including a lease abandonment charge of $12.9 million and corporate restructuring charges of $3.8 million. These operating income increases were partially offset by the previously mentioned increased amortization of intangible assets, an earn-out valuation adjustment charge, and an increase in corporate acquisition and integration costs incurred during the current periods.

Interest Expense. Interest expense decreased for the three and six months ended June 30, 2025, as compared to the same periods in the prior year primarily due to a decrease in the Company's debt facility borrowings and a lower average interest rate on borrowings outstanding.

Provision for Income Taxes. The Company's effective tax rate for continuing operations was 15.1% and 15.4% for the three and six months ended June 30, 2025 respectively, and 26.8% and 132.9% for the three and six months ended June 30, 2024 respectively. The Company's tax rate is affected by discrete items that may occur in any given year but may not be consistent from year to year. Permanent differences such as foreign derived intangible income deduction, Section 162(m) limitation, capital gains tax treatment, state income taxes, certain federal and state tax credits and other items caused differences between the Company's statutory U.S. federal income tax rate and its effective tax rate. The lower effective tax rate for the three and six months ended June 30, 2025 compared to the same periods in 2024 primarily due to lower book income in 2024, a higher excess stock compensation deduction recognized for tax purposes in connection with current year stock vesting, and a valuation allowance reversal for certain tax attributes in 2025.




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Liquidity and Capital Resources

Liquidity

On May 2, 2025, the Company entered into a new credit agreement, which provides for a $300 million term loan facility and a $400 million revolving credit facility, both maturing on May 2, 2030. The new debt agreement provides a lower interest rate, greater flexibility and increased borrowing capacity. The new credit agreement replaced the Company's previous term loan and revolving credit facility, which were scheduled to mature in October 2026.

Borrowings under the new credit agreement will accrue interest at either the term SOFR rate plus the SOFR margin or ABR plus the ABR margin. The Company, at its option may select between one, three or six month Term SOFR Rates. The applicable SOFR margin or ABR margin will be determined based on the Company’s Total Net Leverage Ratio.

The Company's primary sources of external financing are the capital markets and its credit agreement. The Company's internal sources of liquidity are primarily from operating activities, specifically from changes in the level of revenues and associated inventory, accounts receivable and accounts payable, and profitability. Significant increases or decreases in revenues and inventory, accounts receivable and accounts payable can affect the Company's liquidity. Inventory and accounts payable levels can be affected by the timing of large opportunistic inventory purchases and by distributor agreement requirements. Accounts receivable and accounts payable levels can be affected by changes in the level of work the Company performs and by the timing of large purchases. In addition to operating cash flows, other significant factors that affect the Company's overall management of liquidity include capital expenditures, divestitures, and investments in the acquisition of businesses.

The Company's outstanding borrowings under the credit agreement decreased approximately $49.5 million for the six months ended June 30, 2025. As of June 30, 2025, the Company had outstanding borrowings under its term loan of $300.0 million, borrowings outstanding under its revolving facility of $83.0 million, outstanding letters of credit of $0.6 million, and $316.4 million of unused commitments under the credit agreement.

The Company believes its existing balances of cash and cash equivalents, along with its cash flows from operations and debt instruments under its credit agreement mentioned above, will provide sufficient liquidity for business operations as well as capital expenditures, dividends, and other capital requirements associated with its business operations over the next twelve months and thereafter for the foreseeable future.

Cash Flows

The following table summarizes the Company's cash flows (in thousands):
Six months ended June 30,
 20252024
Net cash used in operating activities$(34,741)$(96,588)
Net cash provided by (used in) investing activities
82,613 (81,820)
Net cash (used in) provided by financing activities
(59,996)189,471 
Net (decrease) increase in cash and cash equivalents$(12,124)$11,063 

Cash used in operating activities decreased $61.8 million for the six months ended June 30, 2025, as compared to the same period of the prior year. The decrease was primarily due to an increase in net income from continuing operations and improved receivable collections.

Cash provided by investing activities increased $164.4 million for the six months ended June 30, 2025, as compared to the same period of the prior year. The increase was primarily due to cash provided during the current period of $138.8 million related to the Fleet and FDS sales, net of cash divested, offset by cash provided in the prior period of $42.1 million related to the FDS sale. The increase was also driven by higher cash paid for the prior year TCI acquisition, net of cash acquired, of $112.3 million, as compared to cash paid for the current year Turbine Weld acquisition, net of cash acquired, of $49.9 million. See Note (2) "Acquisitions" and Note (3) "Discontinued Operations" to the consolidated financial statements for further information.

Cash used in financing activities increased $249.5 million for the six months ended June 30, 2025, as compared to the same period of the prior year. The increase was primarily due to net repayments of debt during the current period of $49.5 million, as
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compared to net borrowings of debt during the prior period of $33.5 million. The increase was also driven by the prior period receipt of $162.0 million in proceeds related to the Company's public underwritten offering of its common stock in May 2024.

The Company paid cash dividends totaling $4.1 million or $0.20 per share during the six months ending June 30, 2025. Pursuant to the Company's credit agreement, the payment of cash dividends is subject to annual restrictions. The Company has paid cash dividends annually since 1973.

Other Obligations and Commitments

There have not been any material changes to the Company's other obligations and commitments that were included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 ("2024 Form 10-K").

Inflation and Pricing

There have not been any material changes to this disclosure from those discussed in the Company's 2024 Form 10-K.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on its financial condition, changes in financial condition, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources.

Disclosures About Market Risk

Interest Rate Risk

The Company's credit agreement provides available borrowing at variable interest rates. The Company's interest expense is impacted by the overall global economic and interest rate environment. Accordingly, future interest rate changes could potentially put the Company at risk for a material adverse impact on future earnings and cash flows. To mitigate this risk, the Company has employed interest rate hedges to fix rates on a portion of its outstanding borrowings for specified periods. For additional information related to the Company's debt and interest rate swaps, see Note (5) and Note (6), respectively, to the Consolidated Financial Statements.

The Company believes there have been no material changes in market risks from those discussed in the Company's 2024 Form 10-K.

Critical Accounting Policies, Estimates and Judgments

The Company's consolidated financial statements are prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"), which requires the Company to make estimates and assumptions. Certain critical accounting policies affect the more significant accounts, particularly those that involve judgments, estimates and assumptions used in the preparation of the Company's consolidated financial statements, including revenue recognition, inventory valuation, business combinations, goodwill and intangible assets, and income taxes. If any of these estimates, assumptions or judgments prove to be incorrect, the Company's reported results could be materially affected. Actual results may differ significantly from the Company's estimates under different assumptions or conditions. See "Item 7. Management Discussion and Analysis of Financial Condition and Results of Operations" and Note (1) "Nature of Business and Summary of Significant Accounting Policies" in the Company's 2024 Annual Report on Form 10-K for further discussions of the Company's significant accounting policies and estimates. There have been no significant changes in the Company's critical accounting estimates during the six months ended June 30, 2025, from those disclosed in the Company's 2024 Form 10-K.

Recently Issued Accounting Pronouncements

For a description of recently announced accounting standards, including the expected dates of adoption and estimated effects, if any, on the Company's consolidated financial statements, see Note (1) "Nature of Business and Summary of Significant Accounting Policies — Recent Adopted Accounting Pronouncements” to the Company's Consolidated Financial Statements included in its 2024 Form 10-K.


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Item 3.    Quantitative and Qualitative Disclosures About Market Risk

See "Disclosures About Market Risk" in Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Item 4.    Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Management of the Company has evaluated, with the participation of its Chief Executive Officer and Chief Financial Officer, the effectiveness of the disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based on this evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2025, disclosure controls and procedures were effective to ensure that information the Company is required to disclose in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

In connection with the Company's acquisitions of Kellstrom Aerospace and Turbine Weld, certain areas of the Company's internal control over financial reporting changed. These areas are primarily related to integrating corporate functions such as entity level controls and certain financial reporting controls. Certain control structure items remain in operation at Kellstrom Aerospace and Turbine Weld, primarily related to information technology, inventory management, human resources, processing and billing of revenues, and collection of those revenues. The control structures at Kellstrom Aerospace and Turbine Weld have been modified to appropriately oversee and incorporate these activities into the overall control structure. The Company will continue to evaluate the need for additional internal controls over financial reporting.
There have been no additional changes in the Company's internal control over financial reporting during the quarterly period covered by this report that materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

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PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings

None.


Item 1A. Risk Factors

There have been no material changes to the previously disclosed risk factors in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 ("2024 Form 10-K”) and in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (the "2025 Q1 10-Q"). The risk factors disclosed in the Company's 2024 Form 10-K and 2025 Q1 10-Q should be considered together with information included in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, and under "Forward-Looking Statements" and "Management's Discussion and Analysis of Financial Condition and Results of Operations."


Item 2.    Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

The Company did not purchase any of its equity securities during the period covered by this report other than 194 shares of common stock that were voluntarily forfeited to VSE by participants in its 2006 Restricted Stock Plan (the "2006 Plan") to cover their personal tax liability for vesting stock awards under the 2006 Plan.


Item 5.    Other Information

During the three months ended June 30, 2025, no director or "officer," as defined in Rule 16a-1(f) of the Exchange Act, of the Company adopted, modified, or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.
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Item 6.    Exhibits

(a) Exhibits  
Exhibit 3.1
Certificate of Amendment of the Restated Certificate of Incorporation of VSE Corporation dated as of May 8, 2025
Exhibit 10.1
Credit Agreement, dated as of May 2, 2025, by and among the Company as the borrower, each subsidiary of the Company from time to time party thereto as guarantors, the lenders from time to time party thereto and Citizens Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (Commission File No. 000-03676) filed on May 7, 2025)
Exhibit 31.1
 
Section 302 CEO Certification
Exhibit 31.2
 
Section 302 CFO Certification
Exhibit 32.1
 
Section 906 CEO Certification
Exhibit 32.2
 
Section 906 CFO Certification
Exhibit 101.INS
 Inline XBRL Instance Document
Exhibit 101.SCH
 Inline XBRL Taxonomy Extension Schema Document
Exhibit 101.CAL
 Inline XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit 101.DEF
 Inline XBRL Taxonomy Extension Definition Linkbase Document
Exhibit 101.LAB
 Inline XBRL Taxonomy Extension Label Linkbase Document
Exhibit 101.PRE
 Inline XBRL Taxonomy Extension Presentation Document
Exhibit 104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


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VSE CORPORATION AND SUBSIDIARIES


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  VSE CORPORATION
Date:July 31, 2025By:
/s/ John A. Cuomo
  John A. Cuomo
  Director, Chief Executive Officer and President
  (Principal Executive Officer)

Date:July 31, 2025By:
/s/ Adam R. Cohn
  
Adam R. Cohn
  
Chief Financial Officer
  
(Principal Financial Officer)
  
Date:July 31, 2025By:
/s/ Tarang Sharma
  Tarang Sharma
  
Chief Accounting Officer
  
(Principal Accounting Officer)
  


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Vse Corp

NASDAQ:VSEC

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VSEC Stock Data

2.92B
20.07M
2.3%
111.47%
10.43%
Aerospace & Defense
Services-engineering Services
United States
MIRAMAR