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~~UNITED~~Washington, ~~STATES~~DC 20549

~~SECURITIES~~FORM ~~AND EXCHANGE COMMISSION~~ 10-K

~~Washington,~~(Mark ~~DC 20549~~ One)

10-K

	☑	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended February 29, 2024
		OR
	☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the transition period from _____________to______________

~~(Mark~~Commission ~~One)~~file number 0-13394

☒VIDEO ~~ANNUAL~~DISPLAY ~~REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~CORPORATION

~~For~~(Exact ~~the~~name ~~fiscal~~of ~~year~~registrant ~~ended~~as ~~February~~specified ~~28,~~in ~~2023~~its charter)

Georgia	58-1217564
(State of Incorporation)	(IRS Employer Identification No.)

5155 King Street, Cocoa, Florida	32926
(Address of principal executive offices)	(Zip code)

Registrant's telephone number, including area code:	(321) 784-4427

☐Securities ~~TRANSITION~~Registered ~~REPORT~~Pursuant ~~PURSUANT~~to TOSection ~~SECTION 13 OR 15~~12(db) OFof ~~THE~~the ~~SECURITIES EXCHANGE ACT OF 1934~~Act:

~~0-13394~~Title of each class Name of each exchange on which registered Common Stock, no par value OTCMKTS

~~VIDEO~~Securities ~~DISPLAY~~registered ~~CORPORATION~~pursuant to Section 12(g) of the Act: None

~~(Exact~~Indicate ~~name~~by ofcheck mark whether the registrant is a well-known seasoned issuer, as ~~specified~~defined in ~~its~~Rule ~~charter)~~405 of the Securities Act. YES ☐ No ☑

Georgia		58-1217564
(State of Incorporation)		(IRS EmployerIdentification No.)
5155 King Street, Cocoa, Florida		32926
(Address of principal executive offices)		(Zip code)

Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES ☐ No ☑

~~784-4427~~Indicate by check mark if 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 ☐

~~Securities~~Indicate ~~Registered~~by ~~Pursuant~~check mark if disclosure of delinquent filers pursuant to ~~Section 12(b)~~Item 405 of Regulation S-K is not contained herein, and will not be contained, to the ~~Act:~~best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☑

~~Title~~Indicate ofby ~~each~~check ~~class~~mark ~~Name~~whether the registrant has submitted electronically every Interactive Data file required to be submitted pursuant to Rule 405 of ~~each~~Regulation ~~exchange~~S-T onduring ~~which~~the ~~registered~~preceding ~~Common~~12 ~~Stock,~~months no(or ~~par~~for ~~value~~such ~~OTCMKTS~~shorter period that the registrant was required to submit such files). Yes ☑ No ☐

~~Securities~~Indicate ~~registered~~by ~~pursuant~~check tomark ~~Section 12(g)~~whether ofthe registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the ~~Act:~~definitions ~~None~~of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

~~Indicate~~Large byaccelerated ~~check~~filer ~~mark~~☐ ~~whether~~Accelerated ~~the~~filer ~~registrant~~☐ ~~is a well~~Non-~~known~~accelerated ~~seasoned~~filer ~~issuer,~~☐ asSmaller ~~defined~~reporting incompany ~~Rule~~☑ ~~405~~Emerging ofgrowth ~~the~~company ~~Securities Act. YES~~ ☐ ~~NO ☒~~

~~Indicate~~If an emerging growth company, indicate by check mark ~~whether~~if the registrant ishas elected not ~~required~~ to ~~file~~use ~~reports~~the ~~pursuant~~extended totransition ~~Section 13~~period for complying with any new or revised financial accounting standards provided pursuant to Section 15 13(da) of the Exchange Act. ~~YES ☐ NO ☒~~ ☐

Indicate by check mark whether the registrant has ~~submitted~~filed ~~electronically~~a ~~every~~report ~~Interactive~~on ~~Data~~and ~~File~~attestation ~~required~~ to beits ~~submitted~~management’s ~~pursuant~~assessment toof ~~Rule 405~~the effectiveness of ~~Regulation S-T~~its ~~(§232.405~~internal ofcontrol ~~this~~over ~~chapter~~financial reporting under Section 404(b) ~~during~~of the ~~preceding~~Sarbanes-Oxley ~~12 months~~Act (or15 ~~for~~U.S.C. ~~such~~7262(b)) ~~shorter~~by ~~period~~the ~~that~~registered ~~the~~public ~~registrant~~accounting ~~was~~firm ~~required~~that toprepared ~~submit~~or ~~such~~issued ~~files)~~its audit report. ~~YES ☒ NO~~ ☐

☒If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

~~non~~Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-~~accelerated~~based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

~~Large~~YES ~~accelerated filer~~ ☐ ~~Accelerated~~NO ~~filer ☐ Non-accelerated filer ☐ Smaller reporting company ☒ Emerging growth company ☐~~☑

IfAs anof ~~emerging~~August ~~growth~~31, ~~company~~2023, ~~indicate~~the byaggregate ~~check~~market ~~mark~~value ifof the ~~registrant~~voting ~~has~~and ~~elected~~non-voting ~~not~~common toequity ~~use~~held ~~the~~by ~~extended~~non-affiliates ~~transition~~based ~~period~~upon ~~for~~the ~~complying~~closing ~~with~~sales ~~any~~price ~~new~~for orthe ~~revised~~Registrant’s ~~financial~~common ~~accounting~~stock ~~standards~~as ~~provided~~reported ~~pursuant~~in tothe ~~Section 13(a)~~Over of the ~~Exchange~~Counter ~~Act. ☐~~Markets “OTCMKTS” was $304,096.

~~Indicate~~The bynumber ~~check~~of ~~mark~~shares ~~whether~~outstanding of the registrant ~~has filed a report on and attestation to its management~~’s ~~assessment~~Common ofStock ~~the~~as ~~effectiveness~~ of ~~its~~May ~~internal~~1,2024 ~~control~~was ~~over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U~~5,878,290.~~S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒~~

IfDOCUMENTS ~~securities~~INCORPORATED ~~are~~BY registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐ REFERENCE

~~§240~~Portions of the definitive proxy statement to be delivered to stockholders in connection with our 2024 Annual Meeting of Stockholders are incorporated by reference in Part III of this Form 10-K.~~10D~~ In addition, certain exhibits previously filed with the registrant’s prior Forms 10-~~1(b)~~K, Forms 8-K, Form S-18 and Schedule 14A are incorporated by reference in Part IV of this Form 10-K. ☐

~~12b-2~~VIDEO DISPLAY CORPORATION

~~non-voting~~TABLE OF CONTENTS

non-affiliates

ITEM NUMBER		PAGE NUMBER
	PART I
Item 1.	Business.	2
Item 1A.	Risk Factors.	5
Item 1B.	Unresolved Staff Comments.	7
Item 2.	Properties.	8
Item 3.	Legal Proceedings.	8
Item 4.	Submission of Matters to a Vote of Security Holders.	8
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	9
Item 6.	Selected Financial Data.	9
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	10
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	14
Item 8.	Financial Statements and Supplementary Data.	15
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	36
Item 9A.	Controls and Procedures.	36
Item 9B.	Other Information.	37
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance.	38
Item 11.	Executive Compensation.	38
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	38
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	38
Item 14.	Principal Accounting Fees and Services.	38
	PART IV
Item 15.	Exhibits, Financial Statement Schedules.	39
	Signatures	40

~~The~~PART ~~number of shares outstanding of the registrant’s Common Stock as of May 1, 2023 was 5,878,290.~~ I

~~DOCUMENTS~~Item ~~INCORPORATED~~1. ~~BY REFERENCE~~ Business.

~~Form 10-K.~~General

~~Forms~~ Video Display Corporation and subsidiaries (the “Company”, ”us”, “we” or “VDC”) is a provider and manufacturer of video products, components, and systems for visual display and presentation of electronic information media in a variety of requirements and environments. The Company designs, engineers, manufactures, markets, distributes and installs technologically advanced display products and systems, from basic components to turnkey systems, for government, military, aerospace, medical, industrial, and commercial organizations. The Company markets its products worldwide primarily from facilities located in the United States. Please read the comments under the caption “Forward looking statements and risk factors” in Item 1A Risk Factors of this Annual Report on Form 10-K,.

~~Forms 8-K,~~Description of Principal Business

~~Form S-18~~The Company generates revenues from the manufacturing and distribution of displays and display components. The Company operates primarily in two divisions: simulation, training and display products, and cyber secure products and services. The Company sold it’s two business subsidiaries in Kentucky, Lexel Imaging and Unicomp LLC on December 1, 2023.

~~Form 10-K.~~Consolidated Net Sales by division for fiscal 2024 are comprised of the following:

~~Table~~Simulation, ofTraining ~~Contents~~and Display Products (92%)

~~VIDEO~~Cyber ~~DISPLAY~~Secure ~~CORPORATION~~Products (8%)

~~TABLE~~A OFmore ~~CONTENTS~~detailed discussion of sales by category of product is included under the section entitled “Principal Products by Division.”

ITEM NUMBER		PAGE NUMBER
	PART I
Item 1.	Business		1
Item 1A.	Risk Factors		5
Item 1B.	Unresolved Staff Comments		8
Item 2.	Properties		8
Item 3.	Legal Proceedings		9
Item 4.	Submission of Matters to a Vote of Security Holders		9
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		10
Item 6.	Selected Financial Data		10
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		11
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		16
Item 8.	Financial Statements and Supplementary Data		17
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		38
Item 9A.	Controls and Procedures		38
Item 9B.	Other Information		39
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance		40
Item 11.	Executive Compensation		40
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		40
Item 13.	Certain Relationships and Related Transactions, and Director Independence		40
Item 14.	Principal Accounting Fees and Services		40
	PART IV
Item 15.	Exhibits, Financial Statement Schedules		41
	Signatures		42

The Company’s manufacturing and distribution facilities are located in Florida.

~~Table~~The ofCompany ~~Contents~~continues to explore opportunities to expand its product offerings in the display industry. The Company anticipates that this expansion will be achieved by adding new products in the rugged displays or by acquiring existing companies that would enhance the Company’s position in the display industry. Management continually evaluates product trends externally in the industry and internally in the divisions in which the Company operates.

~~PART~~Segment I Information

~~Item 1~~We operate and manage our business as one segment. ~~Business~~The two divisions have similarities such as the types of products and markets served. Therefore, we believe they meet the criteria for aggregation under the applicable authoritative guidance and, as such, are reported as one segment within the Consolidated Financial Statements.

~~General~~Principal Products by Division

~~Video Display Corporation and subsidiaries (the “Company”~~Simulation, ~~”us”,~~Training ~~“we” or “VDC”) is a provider~~ and ~~manufacturer~~Display of video products, components, and systems for visual display and presentation of electronic information media in a variety of requirements and environments. The Company designs, engineers, manufactures, markets, distributes and installs technologically advanced display products and systems, from basic components to turnkey systems, for government, military, aerospace, medical, industrial, and commercial organizations. The Company markets its products worldwide primarily from facilities located in the United States. Please read the comments under the caption “Forward looking statements and risk factors” in Item 1A Risk Factors of this Annual Report on Form 10-K. Products

~~Description~~The ofCompany’s ~~Principal~~simulation, ~~Business~~training and display products operations are conducted in the VDC’s Cocoa, Florida location. Product lines include:

~~The~~• ~~Company~~Dome ~~generates~~Aircraft ~~revenues~~Simulator ~~from~~Display the manufacturing and distribution of displays and display components. The Company operates primarily in four divisions: simulation, training and display products, cyber secure products and services, Data display CRTs, and other computer products. Systems

~~Consolidated~~• ~~Net~~Multi-Faceted ~~Sales~~Aircraft bySimulator ~~division~~Display ~~for fiscal 2023 are comprised of the following:~~ Systems

~~Simulation,~~• ~~Training~~Video ~~and~~Walls ~~Display~~for ~~Products~~Broadcast ~~(62%)~~and Control Centers

~~Cyber~~• ~~Secure~~Rugged ~~Products~~Video Walls for Combat Information Center (7%CIC)

~~Data~~• ~~Display~~Rugged ~~CRTs~~Flat ~~(20%)~~Panel Displays and Computers

~~Other~~• ~~Computer~~TEMPEST Products ~~(11%)~~

A• ~~more~~TEMPEST ~~detailed discussion of sales by category of product is included under the section entitled “Principal Products by Division.”~~ Services

~~The~~• ~~Company’s~~Projector ~~manufacturing~~ and ~~distribution~~Monitor ~~facilities are located in Kentucky and Florida.~~ Upgrades

~~The~~• ~~Company~~Projection continues to explore opportunities to expand its product offerings in the display industry. The Company anticipates that this expansion will be achieved by adding new products or by acquiring existing companies that would enhance the Company’s position in the display industry. Management continually evaluates product trends externally in the industry and internally in the divisions in which the Company operates. Screens

~~Segment Information~~ 2

WeThese ~~operate~~product ~~and~~lines ~~manage~~are ~~our~~used ~~business~~by asthe ~~one~~military ~~segment.~~branches ~~The four divisions have similarities~~ such as the ~~types~~Navy ~~of products~~ and ~~markets~~Air ~~served.~~Force ~~Therefore,~~and wevarious ~~believe~~government ~~they~~agencies ~~meet~~such as the ~~criteria~~Department ~~for~~of ~~aggregation~~Defense ~~under~~and the ~~applicable~~Department ~~authoritative~~of ~~guidance~~Energy. ~~and,~~VDC asalso ~~such,~~supplies ~~are~~direct ~~reported~~view asvideo ~~one~~walls ~~segment~~into ~~within~~both the ~~Consolidated~~Command ~~Financial~~and ~~Statements.~~Control and Broadcast markets.

~~Principal~~This ~~Products~~portion byof ~~Division~~the Company’s operations, which contributed approximately 92% of fiscal 2024 consolidated net sales, involves the design, engineering, and manufacturing of digital projector display units and rugged displays. The Company customizes these units for specific applications, including ruggedization for military uses or size reduction due to space limitations in industrial and medical applications. Because of the Company’s flexible and cost-efficient manufacturing, it is able to handle low volume orders that generate higher margins.

~~Simulation~~This portion of the Company’s operations targets niche markets where competition from major multinational electronics companies tends to be lower. The prime customers for these products include defense, ~~Training~~security, training, and ~~Display~~simulation ~~Products~~areas of the United States of America (U.S.) and foreign militaries as well as the major defense contractors such as the Boeing Company, L-3 Communications Corporation, DRS Laurel Technologies, and others. Flight simulator displays are produced to provide a full range of flight training simulations for military and commercial applications.

~~The~~Cyber ~~Company’s~~Secure ~~simulation, training and display products operations are conducted in the VDC’s Cocoa, Florida location. Product lines include:~~ Products

•The ~~Dome~~Company ~~Aircraft~~acquired ~~Simulator~~the AYON Cyber Security (“ACS”) division in March 2012. ACS was formerly known as Hetra Products and most recently as StingRay56 before becoming part of Video Display ~~Systems~~Corporation. ACS specializes in advanced TEMPEST technology, also known as Emanation Security (EMSEC), products and custom engineering solutions to include extreme environmental performance and survivability technologies (MIL-STD-810 and DO-160) in support of military forces, intelligence agencies, prime contractors and niche commercial sectors worldwide. ACS has a long history of specializing in TEMPEST technology. In addition to its TEMPEST products and services, the business also provides various contract services to government agencies and prime contractors. Services performed include design and testing solutions for defense and niche commercial uses worldwide. This division represented approximately 8% of fiscal 2024 consolidated net sales.

•Patents ~~Multi-Faceted~~and ~~Aircraft Simulator Display Systems~~Trademarks

•The ~~Video~~Company ~~Walls~~holds ~~for~~patents ~~Broadcast~~with respect to certain products and ~~Control~~services. ~~Centers~~The Company also sells products under various trademarks and trade names. The Company believes that success in its industry primarily will be dependent upon incorporating emerging technology into new product line introductions, frequent product enhancements, and customer support and service.

•Seasonal ~~Rugged~~Variations ~~Video~~in ~~Walls for Combat Information Center (CIC)~~Business

•Historically, ~~Rugged~~there ~~Flat~~has ~~Panel~~not ~~Displays~~been ~~and~~seasonal ~~Computers~~variability in the Company’s business.

•Working ~~TEMPEST~~Capital ~~Products~~Practices

•The ~~TEMPEST~~accompanying ~~Services~~consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has sustained losses for four of the last five years. The accumulated losses reported has resulted from a combination of lower revenues at certain divisions without a commensurate reduction of expenses. The Company’s working capital and liquid asset position is presented as follows:

• Projector and Monitor Upgrades

	February 29, 2024			February 28, 2023

Working capital	$	(1,117	)	$	(1,297	)
Liquid assets	$	169		$	361

•Management’s ~~Projection~~plans ~~Screens~~with regard to improving working capital includes increasing marketing efforts in its ruggedized displays, and small specialty displays. The Company is developing new products for customers in the ruggedized display section of its business. The Company has orders for ruggedized display products which are being engineered by the Company’s engineering department which will be delivered in the Company’s next fiscal year. The Company sees the ruggedized display business as repeatable business and a source of a steady income stream. The Company sold its two business units in Kentucky, Lexel Imaging and Unicomp on December 1, 2023.

1 3

~~Table~~The Company’s efforts to increase revenues by upgrading its sales and marketing efforts are showing results with an increase in the Company’s revenue in the current fiscal year, especially in ruggedized products. These efforts have increased revenues from last year and will increase them even more in the upcoming fiscal year as the Company’s business typically has longer lead times from initial contact to a sale and the including the amount of ~~Contents~~time to develop the products by engineering. Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow.

~~These~~The ~~product~~Company ~~lines~~moved ~~are~~the ~~used~~corporate byaccounting functions to the ~~military~~Cocoa, ~~branches~~Florida ~~such~~location aswhich allows the ~~Navy~~Company ~~and~~to ~~Air~~become ~~Force~~more efficient and ~~various~~save ~~government~~money ~~agencies~~on ~~such~~reducing asredundant ~~the~~operations. ~~Department~~The ofCompany ~~Defense~~has ~~and~~not automatically replaced employees who have left the ~~Department~~Company ofwhile ~~Energy.~~it ~~VDC~~works ~~also~~to ~~supplies~~increase ~~direct~~business. ~~view~~The ~~video~~Company ~~walls~~reduced ~~into~~expenses ~~both~~further by closing the ~~Command~~Tucker, ~~and~~Georgia ~~Control~~facility ~~and~~on ~~Broadcast~~March ~~markets.~~31, 2022.

~~This~~If ~~portion~~additional ofand ~~the~~more ~~Company’s~~permanent ~~operations,~~capital ~~which~~is ~~contributed~~required ~~approximately~~to ~~62%~~fund ofthe ~~fiscal~~operations ~~2023~~of ~~consolidated net sales, involves~~ the ~~design~~Company, ~~engineering,~~no ~~and~~assurance ~~manufacturing~~can ofbe ~~digital~~given ~~projector~~that ~~display~~the ~~units. The~~ Company ~~customizes~~will ~~these~~be ~~units~~able ~~for~~to ~~specific~~obtain ~~applications,~~the ~~including~~capital ~~ruggedization~~on ~~for~~terms ~~military~~favorable ~~uses or size reduction due~~ to ~~space limitations in industrial and medical applications. Because of~~ the Company~~’s flexible and cost-efficient manufacturing~~, itif isat ~~able to handle low volume orders that generate higher margins~~all.

~~This~~Concentration ~~portion~~ of the Company’s operations targets niche markets where competition from major multinational electronics companies tends to be lower. The prime customers for these products include defense, security, training, and simulation areas of the United States of America (U.S.) and foreign militaries as well as the major defense contractors such as the Boeing Company, L-3 Communications Corporation, DRS Laurel Technologies, and others. Flight simulator displays are produced to provide a full range of flight training simulations for military and commercial applications. Customers

~~Cyber~~The ~~Secure~~Company ~~Products~~sells to a variety of domestic and international customers on an open-unsecured account basis. These customers principally operate in the military, industrial and avionics industries. The Company had direct and indirect net sales to the U.S. government, primarily the Department of Defense for training and simulation programs that comprised approximately 86% and 51% of consolidated net sales for fiscal 2024 and 2023, respectively. Sales to foreign customers were approximately 3% and 8% of consolidated net sales for fiscal 2024 and 2023, respectively. The Company had two customers, DRS Laurel Technologies and L3Harris with 53% and 12% of the Company’s consolidated net sales in fiscal 2024. The Company attempts to minimize credit risk by reviewing customers' credit history before extending credit, and by monitoring customers' credit exposure on a daily basis. The Company establishes an allowance for doubtful accounts receivable based upon factors surrounding the credit risk of specific customers, historical trends and other information.

The Company acquired the AYON Cyber Security (“ACS”) division in March 2012. ACS was formerly known as Hetra Products and most recently as StingRay56 before becoming part of Video Display Corporation. ACS specializes in advanced TEMPEST technology, also known as Emanation Security (EMSEC), products and custom engineering solutions to include extreme environmental performance and survivability technologies (MIL-STD-810 and DO-160) in support of military forces, intelligence agencies, prime contractors and niche commercial sectors worldwide. ACS has a long history of specializing in TEMPEST technology. In addition to its TEMPEST products and services, the business also provides various contract services to government agencies and prime contractors. Services performed include design and testing solutions for defense and niche commercial uses worldwide. This division represented approximately 7% of fiscal 2023 consolidated net sales. Backlog

~~CRTs~~The Company’s backlog is comprised of undelivered, firm customer orders, which are scheduled to ship within twelve months. The Company’s backlog was approximately $5.6 million on February 29, 2024, and ~~Phosphor~~$9.9 ~~Products~~million on February 28, 2023. It is anticipated that more than 90% of the February 29, 2024, backlog will ship during fiscal 2025.

~~Since~~Environmental its organization in 1975, the Company has been engaged in the distribution and original equipment manufacturers (OEMs) of Cathode ray tubes (CRTs) using new and recycled CRT glass bulbs, primarily in the replacement market, for use in data display screens, including computer terminal monitors, medical monitor equipment and various other data display applications and in television sets. Matters

The Company’'s ~~CRT~~operations ~~manufacturing~~are ~~operation~~subject ofto ~~new~~federal, state, and ~~recycled~~local ~~CRTs~~laws isand ~~conducted~~regulations atrelating ato ~~facility~~the ~~located~~generation, instorage, ~~Lexington~~handling, ~~Kentucky~~emission, ~~(Lexel)~~transportation, and discharge of materials into the environment. The ~~Company~~costs ~~offers~~of ~~CRTs~~complying ~~from~~with ~~other~~environmental ~~manufacturers~~protection atlaws ~~this~~and ~~facility~~regulations ashave ~~well.~~not ~~This~~had ~~division~~a ~~represented~~material ~~approximately~~adverse ~~20%~~impact ofon ~~fiscal~~the ~~2023~~Company's consolidated ~~net~~financial ~~sales.~~condition, results of operations, or cash flow in the past and are not expected to have a material adverse impact in the foreseeable future.

~~The~~Research ~~Company maintains the capability of manufacturing~~ and remanufacturing monochrome CRTs for Flight Simulators and Medical Monitors. In addition, our Lexel operation manufactures highly specialized CRTs called a Direct-View Storage Tubes (DVSTs) for military radar applications. All CRTs manufactured by the Company pass rigorous testing and quality requirements. The Medical Monitors are tested in accordance with standards from Underwriters Laboratories. Major customers for our CRT products include GE Healthcare, Leonardo DRS, Richardson Electronics, Flight Safety and many more. Development

The ~~Company~~objectives ~~also~~of ~~distributes~~the ~~new~~Company’s ~~CRTs~~research and ~~other~~development ~~electronic~~activities ~~tubes~~are ~~purchased~~to ~~from~~increase ~~OEMs. The~~efficiency ~~Company~~and ~~sells~~quality ~~CRTs~~in ~~into~~its ~~the~~manufacturing ~~replacement~~and ~~market~~assembly ~~which~~operations ~~sometimes~~and ~~takes five~~ to ~~seven~~enhance ~~years~~its toexisting ~~develop;~~product ~~these~~line ~~purchased~~by ~~inventories~~developing ~~sometimes~~alternative doproduct ~~not~~applications sell as quickly as other inventories. Bulk CRT purchases have declined over the past few years as the Company is managing current inventory levels against the anticipated reduction in future CRT demand due to ~~the~~existing ~~growth~~display ofsystems ~~flat~~and ~~panel~~electron optic technology.

The Company’s Lexel operation also provides a wide variety of products for the scientific community in the way of phosphor coated substrates. This is an area of potential growth for the Company as advances in the scientific community are made and the demand for phosphor coated substrates increase worldwide. These products are used in many applications including CCD imaging, RHEED/LEED view ports, Digital X-Ray Imaging, Electron Microscopy, Alpha detectors for Neutron generators, and Spectrometry to name a few. Some of our major customers for these products include Bruker, Photonis, and all the US National Laboratories. Employees

2As of February 29, 2024, the Company employed 35 persons on a full-time basis. Of these, 5 were employed in executive, administrative, and clerical positions, 3 were employed in sales and distribution, 9 in engineering, and 18 were employed in manufacturing operations. The Company believes its employee relations to be satisfactory. No employees are under collective bargaining agreements.

~~Table of Contents~~4

~~Other Computer Products~~ Competition

The Company ~~acquired~~believes athat ~~small~~it ~~keyboard~~has ~~company~~a oncompetitive ~~October 23,~~advantage ~~2017.~~in ~~The~~the ~~Company’s~~display ~~long~~industry ~~term~~due ~~plans~~to ~~are~~its ability to ~~use~~engineer ~~this~~custom asdisplay solutions for a ~~platform~~variety of industrial, military and commercial applications, its ability to ~~manufacture~~provide ~~cyber-secure~~internally ~~keyboards~~produced ascomponent ~~part~~parts, ofand its manufacturing flexibility. As a result, the ~~cyber~~Company ~~security~~can ~~division~~offer more customization in the design and engineering of new products. ~~This~~With ~~division~~the ~~was~~operations ~~11%~~of VDC Display Systems, Jaco Display Solutions and AYON Cyber Security, the Company believes it has become one of the ~~2023~~leading ~~consolidated~~suppliers ~~net~~within ~~sales.~~each of these specialty display markets.

~~Patents~~The Company now operates in several markets in the areas of custom electronic solutions. The Company has reentered the ruggedized display business and ~~Trademarks~~is actively looking to grow this business. The Company’s VDC Display Systems division specializes in projector design and video solutions, and the Company’s AYON Cyber Security division specializes in making electronic devices cyber secure. The Company specializes in the design and installation of video walls focusing on configurable visual solutions for command and control and other large format visuals in the energy, utility, transportation, industrial and security markets.

The Company’s ~~holds~~ability ~~patents with respect~~ to ~~certain~~compete ~~products~~effectively ~~and services. The Company also sells products under various trademarks and trade names. The Company believes that success~~ in ~~its~~this ~~industry~~market ~~primarily~~is ~~will be~~ dependent upon ~~incorporating~~its ~~emerging~~continued ~~technology~~ability ~~into~~to ~~new~~respond ~~product~~promptly ~~line~~to ~~introductions,~~customer ~~frequent~~orders ~~product enhancements,~~ and ~~customer~~to ~~support~~offer ~~and~~competitive ~~service~~pricing.

~~Seasonal~~Item ~~Variations~~1A. inRisk ~~Business~~ Factors.

~~Historically,~~Forward ~~there~~looking ~~has~~statements ~~not~~and ~~been~~risk ~~seasonal variability in the Company’s business.~~ factors

~~Working~~All ~~Capital~~statements ~~Practices~~other than statements of historical facts included in this report, including, without limitation, those statements contained in Item 1, are statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 as amended and Section 21E of the Securities Exchange Act of 1934. The words “expect”, “estimate”, “anticipate”, “predict”, “believe” and similar expressions and variations thereof are intended to identify forward-looking statements. Such statements appear in a number of places in this report and include statements regarding the intent, belief or current expectations of the Company, its directors or its officers with respect to, among other things: (i) trends affecting the Company’s consolidated financial condition, results of operations or cash flows; (ii) the Company’s financing plans; (iii) the Company’s business and growth strategies, including potential acquisitions; and (iv) other plans and objectives for future operations. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties and actual results may differ materially from those predicted in the forward-looking statements or which may be anticipated from historical results or trends.

~~The~~Our ~~accompanying~~Company ~~consolidated~~operates ~~financial~~in ~~statements~~technology-based ~~were~~markets ~~prepared~~that oninvolve a ~~going~~number ~~concern~~of ~~basis~~risks, some of which ~~contemplates~~are ~~the~~beyond ~~realization~~our ofcontrol. ~~assets~~The ~~and~~following ~~the~~discussion ~~satisfaction~~highlights ofsome ~~liabilities~~risks inand ~~the~~uncertainties ~~normal~~that ~~course~~investors ofshould ~~business.~~consider, ~~The~~in ~~Company~~conjunction ~~has~~with ~~sustained~~all ~~losses~~other ~~for~~information ~~four~~in ofthis ~~the~~Annual ~~last~~Report ~~five~~on ~~years~~Form 10-K. ~~The~~Additional ~~accumulated~~risks ~~losses~~and ~~reported~~uncertainties ~~has~~not ~~resulted~~presently ~~from~~known ato ~~combination~~the ofCompany ~~lower~~may ~~revenues~~impair atthe ~~certain~~Company’s ~~divisions~~business ~~without~~and aoperations. ~~commensurate~~If ~~reduction~~any of ~~expenses.~~the ~~The~~following risks actually occur, the Company’s ~~working~~business, ~~capital~~consolidated ~~and~~financial ~~liquid~~condition, ~~asset~~cash ~~position~~flows, isor ~~presented~~results asof ~~follows:~~operations could be materially affected.

	February 28,2023			February 28,2022
Working capital	$	(1,297	)	$	509
Liquid assets	$	400		$	245

History of losses and declining liquidity

~~Management’s~~Declining ~~plans~~liquidity ~~with regard to improving working capital includes increasing marketing efforts in its ruggedized displays,~~ and ~~small~~lack ~~specialty displays. The Company is developing new products for customers in the ruggedized display section~~ of ~~its~~credit ~~business.~~availability ~~The~~could ~~Company~~have ~~has~~important orders for ruggedized display products which are being engineered by the Company’s engineering department which will be delivered in the Company’s next fiscal year. The Company is also entertaining a letter of intent to sell the TEMPEST business to supply working capital for the expanding ruggedized display business. The Company sees the ruggedized display business as repeatable business and a source of a steady income stream. The Company is working towards streamlining its two business units in Kentuckyconsequences, Lexel Imaging and Unicomp. The Company is moving from being a manufacturer of CRT products to a distributor of CRT products, while working with customers on last time buys of certain specialty products. Unicomp, the keyboard division has completed a redesign of one of its better selling keyboards, forced by the lack of availability of certain computer chips used in the production of the previous model. including:

~~The~~• ~~Company’s~~generating ~~efforts~~insufficient tocash ~~increase~~flows ~~revenues by upgrading its sales and marketing efforts are showing results with an increase in the Company’s backlog, especially in ruggedized products. These efforts have increased revenues~~ from ~~last~~operating ~~year~~activities ~~and will increase them even more in the upcoming fiscal year as the Company’s business typically has longer lead times from initial contact~~ to ameet ~~sale and the including the amount of time to develop the products by engineering. The pandemic has also slowed down the process of obtaining new business as many of~~ our ~~customers~~payment and potential customers are still working from home. Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow. obligations;

~~The~~• ~~Company~~increasing ~~moved~~our ~~the~~vulnerability ~~corporate accounting functions~~ to ~~the~~general ~~Cocoa,~~economic ~~Florida location which allows the Company to become more efficient~~ and ~~save~~industry money on reducing redundant operations. The Company has not automatically replaced employees who have left the Company while it works to increase business. The Company reduced expenses further by closing the Tucker, Georgia facility on March 31, 2022. conditions;

If• ~~additional~~requiring ~~and~~a ~~more~~substantial ~~permanent~~portion ~~capital~~of iscash ~~required~~flow tofor ~~fund~~operating ~~the~~activities ~~operations~~and ofas ~~the~~a ~~Company,~~result noreducing ~~assurance~~our ~~can~~ability beto ~~given~~use ~~that~~our ~~the~~cash ~~Company~~flow ~~will~~to befund ~~able~~capital toexpenditures, ~~obtain~~capitalize ~~the~~on ~~capital~~future onbusiness ~~terms~~opportunities ~~favorable~~and toexpand ~~the~~our ~~Company,~~business ifand atexecute ~~all.~~our strategy;

3• causing us to make non-strategic divestitures;

~~Table~~• limiting our ability to adjust to changing market conditions and to react to competitive pressure and placing us at a competitive disadvantage compared to our competitors who may have access to a line of ~~Contents~~credit.

~~Concentration of Customers~~ 5

~~The~~Changes ~~Company sells to a variety of domestic and international customers on an open-unsecured account basis. These customers principally operate~~ in ~~the medical, military, industrial and avionics industries. The Company had direct and indirect net sales to the U.S.~~ government, ~~primarily~~priorities ~~the~~may affect ~~Department~~military ~~of Defense for training and simulation programs that comprised approximately 51% and 43% of consolidated net sales for fiscal 2023 and 2022~~spending, ~~respectively. Sales to foreign customers were approximately 8%~~ and ~~11%~~our of consolidated ~~net~~financial ~~sales~~condition ~~for fiscal 2023~~ and ~~2022,~~results ~~respectively. The Company had two customers, Naval Air Warfare and DRS Laurel Technologies with 14% and 10%~~ of ~~the~~operations ~~Company’s~~or ~~consolidated~~cash ~~net~~flows ~~sales~~could insuffer ~~fiscal~~if ~~2023.~~their ~~The~~purchases ~~Company attempts to minimize credit risk by reviewing customers’ credit history before extending credit, and by monitoring customers’ credit exposure on a daily basis~~decline. ~~The Company establishes an allowance for doubtful accounts receivable based upon factors surrounding the credit risk of specific customers, historical trends and other information.~~

~~Backlog~~We currently derive a portion of our net sales (86% in fiscal 2024) from direct and indirect sales to the U.S. government. If we are unable to replace expiring contracts, which are typically less than twelve months in duration, with contracts for new business, our sales could decline, which would have a material adverse effect on our business, consolidated financial condition, results of operations, or cash flows. We expect that direct and indirect sales to the U.S. government will continue to account for a substantial portion of our sales in the foreseeable future. We have no assurance that these government-related sales will continue to reach or exceed historical levels in future periods.

~~The~~Our ~~Company’s~~inability ~~backlog is comprised of undelivered, firm customer orders, which are scheduled~~ to ~~ship~~secure ~~within~~financing ~~twelve~~could ~~months.~~negatively ~~The~~affect ~~Company’s~~the ~~backlog~~future ~~was approximately $9.9 million at February 28, 2023 and $5.2 million at February 28, 2022. It is anticipated that more than 90%~~ of ~~the~~our ~~February 28, 2023 backlog will ship during fiscal 2024~~business.

~~Environmental~~● ~~Matters~~Our inability to secure financing with our current bank or others, if necessary, could expose us to the risk of losing business; and

~~The~~● ~~Company’s~~Our ~~operations~~inability ~~are subject~~ to ~~federal,~~secure ~~state,~~financing ~~and local laws and regulations relating to the generation, storage, handling, emission, transportation, and discharge of materials into the environment. The costs of complying~~ with ~~environmental~~a ~~protection~~commercial ~~laws~~bank ~~and~~could ~~regulations~~expose ~~have~~us ~~not~~to ~~had a material adverse impact on~~ the ~~Company’s~~risk ~~consolidated financial condition, results~~ of ~~operations,~~increased orinterest ~~cash flow in the past and are not expected to have a material adverse impact in the foreseeable future~~rates.

~~Research~~Our industry is highly competitive and ~~Development~~competitive conditions may adversely affect our business.

~~The~~Our ~~objectives~~success ofdepends ~~the~~on ~~Company’s~~our ~~research~~ability ~~and~~to ~~development~~compete ~~activities~~in markets that are tohighly ~~increase~~competitive, ~~efficiency~~with rapid technological advances and ~~quality~~products that require constant improvement in ~~its~~both ~~manufacturing~~price and ~~assembly~~performance. ~~operations~~In most of our markets, we are experiencing increased competition, and we expect this trend to ~~enhance~~continue. ~~its~~This ~~existing~~environment ~~product~~may ~~line~~result byin ~~developing~~changes ~~alternative~~in ~~product~~relationships ~~applications~~with customers or vendors, the ability to ~~existing~~develop ~~display~~new ~~systems~~relationships, ~~and~~or ~~electron~~the ~~optic~~business ~~technology~~failure of customers or vendors, which may negatively affect our business. If our competitors are more successful than we are in developing new technology and products, our business may be adversely affected.

~~Employees~~Competitive pressures may increase or change through industry consolidation, entry of new competitors, marketing changes or otherwise. There can be no assurance that the Company will be able to continue to compete effectively with existing or potential competitors.

AsCompetitors ofor ~~February 28,~~third ~~2023,~~parties ~~the~~may infringe ~~Company employed 58 persons~~ on aour ~~full-time~~intellectual ~~basis~~property. Of these, 10 were employed in executive, administrative, and clerical positions, 3 were employed in sales and distribution, 14 in engineering, and 31 were employed in manufacturing operations. The Company believes its employee relations to be satisfactory. No employees are under collective bargaining agreements.

~~Competition~~The Company holds patents with respect to certain products and services. The Company also sells products under various trademarks and trade names. Should competitors or third parties infringe on these rights, costly legal processes may be required to defend our intellectual property rights, which could adversely affect our business.

~~The~~Future ~~Company~~acquisitions ~~believes~~may ~~that~~not itprovide ~~has~~benefits ~~a competitive advantage in the display industry due~~ to its ability to engineer custom display solutions for a variety of industrial, military and commercial applications, its ability to provide internally produced component parts, and its manufacturing flexibility. As a result, the Company ~~can offer more customization in the design and engineering of new products~~. With the operations of VDC Display Systems, Jaco Display Solutions and AYON Cyber Security, the Company believes it has become one of the leading suppliers within each of these specialty display markets.

The Company’s ~~now~~growth ~~operates~~strategy inincludes ~~several~~expansion ~~markets~~through inacquisitions ~~the~~that ~~areas~~enhance ~~of custom electronic solutions. The Company has reentered~~ the ~~ruggedized~~profitability ~~display business~~ and isshareholder ~~actively~~value ~~looking~~of tothe ~~grow this business~~Company. The Company’s ~~VDC~~continues ~~Display~~to ~~Systems~~seek ~~division~~new ~~specializes~~products inthrough ~~projector~~acquisitions ~~design~~ and ~~video~~internal ~~solutions,~~development ~~and~~that ~~the~~complement ~~Company’s~~existing ~~AYON~~profitable ~~Cyber~~product ~~Security~~lines. ~~division~~There ~~specializes~~can inbe ~~making~~no ~~electronic~~assurance ~~devices~~that ~~cyber~~the ~~secure. The~~ Company ~~specializes~~will inbe ~~the~~able ~~design~~to ~~and~~complete ~~installation~~further ofacquisitions ~~video~~or ~~walls~~that ~~focusing~~past onor ~~configurable~~future ~~visual~~acquisitions ~~solutions~~will ~~for~~not ~~command~~have ~~and~~a ~~control~~material ~~and~~adverse ~~other~~impact ~~large~~on ~~format visuals in~~ the ~~energy,~~Company’s ~~utility,~~consolidated ~~transportation, industrial and security markets~~operations.

4If we are unable to retain certain key personnel and hire new, highly skilled personnel, we may not be able to execute our business plan.

~~Table~~Our future success depends on the skills, experience, and efforts of ~~Contents~~our senior managers. The loss of services of any of these individuals, or our inability to attract and retain qualified individuals for key management positions, could negatively affect our business.

~~The~~Our ~~Company~~business isoperations acould ~~wholesale~~be ~~distributor~~disrupted ~~and~~if ~~manufacturer~~our ofinformation ~~OEM~~technology ~~CRTs.~~systems ~~The~~fail ~~Company believes it is the only company that offers complete service in replacement markets with its manufacturing and recycling capabilities. The Company’s ability~~ to ~~compete~~perform ~~effectively in this market is dependent upon its continued ability to respond promptly to customer orders and to offer competitive pricing~~adequately.

~~Item 1A~~We depend upon our information technology systems in the conduct of our operations and financial reporting. ~~Risk~~If ~~Factors~~our major information systems fail to perform as anticipated, we could experience difficulties in maintaining normal business operations. Such systems-related problems could adversely affect product development, sales, and profitability.

~~Forward looking statements and risk factors~~ 6

~~All~~Changes statements other than statements of historical facts included in this report, including, without limitation, those statements contained in Item 1, are statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 as amended and Section 21E of the Securities Exchange Act of 1934. The words “expect”, “estimate”, “anticipate”, “predict”, “believe” and similar expressions and variations thereof are intended to ~~identify~~accounting ~~forward-looking~~rules ~~statements. Such statements appear in a number of places in this report and include statements regarding the intent, belief~~ or ~~current~~regulations ~~expectations~~may ofadversely ~~the~~affect ~~Company,~~our ~~its directors or its officers with respect to, among other things: (i) trends affecting the Company’s consolidated financial condition,~~ results of operations or cash flows; (ii) the Company’s financing plans; (iii) the Company’s business and growth strategies, including potential acquisitions; and (iv) other plans and objectives for future operations. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties and actual results may differ materially from those predicted in the forward-looking statements or which may be anticipated from historical results or trends.

~~Our~~New ~~Company~~accounting ~~operates~~rules inor ~~technology-based~~regulations ~~markets~~and ~~that~~varying ~~involve~~interpretations ~~a number~~ of ~~risks,~~existing ~~some~~accounting ofrules ~~which~~or ~~are~~regulations ~~beyond~~have ~~our~~occurred ~~control. The following discussion highlights some risks~~ and ~~uncertainties~~may ~~that~~occur ~~investors should consider,~~ in ~~conjunction~~the ~~with all other information in this Annual Report on Form 10-K~~future. ~~Additional~~Future ~~risks~~changes ~~and~~to ~~uncertainties~~accounting ~~not~~rules ~~presently~~or ~~known~~regulations toor the ~~Company~~questioning ~~may impair the Company’s business and operations. If any~~ of ~~the~~current ~~following~~accounting ~~risks~~practices ~~actually~~may ~~occur,~~adversely ~~the~~affect ~~Company’s~~our ~~business,~~ consolidated financial condition, ~~cash flows,~~ or results of operations ~~could be materially affected~~.

~~History~~The ofCompany’s ~~losses~~stock ~~and~~price ~~declining~~may ~~liquidity~~be negatively affected by a variety of factors.

~~Declining~~In ~~liquidity~~addition ~~and~~to ~~lack~~any impact the Company’s operating performance, potential future Company sales or repurchases of ~~credit~~common ~~availability~~stock, ~~could~~the Company’s dividend policies or possible anti-takeover measures available to the Company may have, ~~important~~changes ~~consequences~~in securities markets caused by general foreign or domestic economic, ~~including:~~consumer or business trends, the impact of interest rate policies by the federal reserve board, and other factors outside the Company’s control may negatively affect our stock price.

•Our ~~generating~~stock ~~insufficient~~may ~~cash~~be ~~flows~~traded ~~from~~infrequently ~~operating~~and ~~activities~~in low volumes, so you may be unable to ~~meet~~sell ~~our~~your ~~payment~~shares ~~obligations;~~at or near the quoted bid price if you need to sell your shares.

•Our ~~increasing~~stock is quoted on the OTC Markets and the shares of our ~~vulnerability~~common tostock ~~general~~may ~~economic~~trade infrequently and ~~industry~~in ~~conditions;~~low volumes, meaning that the number of persons interested in purchasing our common shares at or near bid prices at any given time may be relatively small or non-existent. An investor may find it difficult to obtain accurate quotations as to the market value of our common stock or to sell his or her shares at or near bid prices, if at all.

•Changes ~~requiring~~to aestimates, ~~substantial~~or ~~portion of cash flow for~~ operating ~~activities~~results ~~and~~that asare alower ~~result~~than ~~reducing~~ our ~~ability~~current toestimates, ~~use~~may ~~our~~cause ~~cash~~us ~~flow~~ to ~~fund~~incur ~~capital~~impairment ~~expenditures,~~charges. ~~capitalize on future business opportunities and expand our business and execute our strategy;~~

•We ~~causing~~make uscertain toestimates ~~make~~and ~~non~~projections in connection with our impairment analyses for other long-~~strategic~~term ~~divestitures;~~assets. If these estimates or projections change or prove incorrect, we may be required to record impairment charges. If these impairment charges were significant, our consolidated financial position or results of operations would be adversely affected.

•International ~~limiting~~factors ~~our~~could ~~ability~~negatively toaffect ~~adjust to changing market conditions and to react to competitive pressure and placing us at a competitive disadvantage compared to~~ our ~~competitors who may have access to a line of credit~~business.

~~Changes~~A small portion of our consolidated net sales (3% in ~~government~~fiscal ~~priorities~~2024) ~~may affect~~were ~~military~~made ~~spending,~~to ~~and~~foreign customers. We also receive certain raw materials from foreign vendors. We are subject to the risks inherent in conducting our ~~consolidated~~business ~~financial~~across ~~condition~~national ~~and~~boundaries, ~~results~~many of ~~operations~~which orare ~~cash~~outside ~~flows~~of ~~could~~our ~~suffer~~control. ifThese ~~their~~risks ~~purchases~~include ~~decline.~~the following:

We• ~~currently~~Economic derive a portion of our net sales (51% in fiscal 2023) from direct and indirect sales to the U.S. government. If we are unable to replace expiring contracts, which are typically less than twelve months in duration, with contracts for new business, our sales could decline, which would have a material adverse effect on our business, consolidated financial condition, results of operations, or cash flows. We expect that direct and indirect sales to the U.S. government will continue to account for a substantial portion of our sales in the foreseeable future. We have no assurance that these government-related sales will continue to reach or exceed historical levels in future periods. downturns;

~~Our~~• ~~inability~~Currency toexchange ~~secure~~rate ~~financing~~and ~~could~~interest ~~negatively~~rate ~~affect the future of our business.~~ fluctuations;

• ~~Our~~Changes ~~inability~~in togovernmental ~~secure~~policy ~~financing~~or ~~with~~laws ~~our~~including, ~~current~~among ~~bank or~~ others, ifthose ~~necessary,~~relating ~~could expose us~~ to ~~the risk of losing business~~taxation; ~~and~~

• ~~Our~~International ~~inability~~military, topolitical, ~~secure~~diplomatic ~~financing~~and ~~with~~terrorist ~~a commercial bank could expose us to the risk of increased interest rates.~~incidents;

5• Government instability;

~~Table~~• Nationalization of ~~Contents~~foreign assets;

~~Our~~• ~~industry~~Natural isdisasters; ~~highly competitive~~ and ~~competitive~~supply ~~conditions~~chain ~~may adversely affect our business.~~ issues

~~Our~~• ~~success~~Tariffs ~~depends on our ability to compete in markets that are highly competitive, with rapid technological advances~~ and ~~products~~governmental ~~that~~trade ~~require constant improvement in both price and performance~~policies. In most of our markets, we are experiencing increased competition, and we expect this trend to continue. This environment may result in changes in relationships with customers or vendors, the ability to develop new relationships, or the business failure of customers or vendors, which may negatively affect our business. If our competitors are more successful than we are in developing new technology and products, our business may be adversely affected.

~~Competitive~~We ~~pressures~~cannot ~~may~~ensure ~~increase~~that one or ~~change~~more ~~through industry consolidation, entry~~ of ~~new~~these ~~competitors,~~factors ~~marketing~~will ~~changes~~not ornegatively ~~otherwise.~~affect ~~There~~our ~~can~~international becustomers noand, ~~assurance~~as ~~that~~a ~~the~~result, ~~Company~~our ~~will~~business beand ~~able~~consolidated tofinancial ~~continue to compete effectively with existing or potential competitors~~performance.

~~Competitors~~Item or1B. ~~third-parties~~Unresolved ~~may infringe~~Staff ~~on our intellectual property~~Comments.

~~The Company holds patents with respect to certain products and services~~None. The Company also sells products under various trademarks and trade names. Should competitors or third-parties infringe on these rights, costly legal processes may be required to defend our intellectual property rights, which could adversely affect our business.

~~Migration to flat panel and other technology may negatively affect our CRT business.~~ 7

~~The~~Item ~~Company acquires CRT inventory when the replacement market appears to demonstrate adequate future demand and the purchase price allows a reasonable profit for the risk~~2. ~~Due to the extended time frame for the replacement market to develop (five to seven years), these purchased inventories may not sell as quickly as other inventories~~Properties. If the Company is unable to manage CRT inventory levels in coordination with reduced future CRT demand due to the growth of flat panel technology, the marketability of inventory on hand may be affected and the Company may incur significant costs in the disposal of excess inventory.

The Company ~~anticipates~~has ~~that~~one ~~flat~~location, ~~panel and other technology products~~Cocoa, ~~due~~Florida. toThe ~~their~~Florida ~~lower~~location ~~space~~is ~~and~~leased ~~power~~from ~~requirements,~~a ~~has~~related ~~become~~party ~~the~~at ~~display~~current ofmarket ~~choice~~rates inwith ~~many~~the ~~display applications. Given this shift~~Cocoa, ~~the~~Florida ~~Company~~space ~~has~~currently ~~focused~~serving ~~its~~as ~~efforts~~the ~~and~~corporate ~~its~~headquarters ~~acquisition strategy toward flat panel technologies~~location. IfSee ~~the~~Part ~~Company~~III, isItem ~~unable~~13 toCertain ~~replace~~Relationships ~~any~~and ~~future~~Related ~~declines~~Transactions in ~~CRT~~this ~~sales~~Annual ~~with~~Report ~~products~~on ~~based~~Form on10-K. ~~other~~Management ~~technologies,~~believes ~~our~~the ~~business~~facilities ~~may~~to be ~~adversely~~adequate ~~affected.~~for its needs.

~~Future~~The ~~acquisitions~~following ~~may~~table ~~not~~details ~~provide~~manufacturing, ~~benefits~~warehouse, toand ~~the~~administrative ~~Company.~~ facilities:

The Company’s growth strategy includes expansion through acquisitions that enhance the profitability and shareholder value of the Company. The Company continues to seek new products through acquisitions and internal development that complement existing profitable product lines. There can be no assurance that the Company will be able to complete further acquisitions or that past or future acquisitions will not have a material adverse impact on the Company’s consolidated operations.

Location		Square Feet		Lease Expires
Cocoa, Florida		34,500		February 19, 2025

IfItem we3. ~~are~~Legal ~~unable to retain certain key personnel and hire new, highly-skilled personnel, we may not be able to execute our business plan~~Proceedings.

~~Our future success depends on the skills, experience, and efforts of our senior managers.~~ The ~~loss~~Company ofis ~~services~~involved ofin ~~any~~various oflegal ~~these~~proceedings ~~individuals,~~relating ~~or our inability~~ to ~~attract~~claims ~~and~~arising ~~retain~~in ~~qualified~~the ~~individuals~~ordinary ~~for~~course ~~key~~of ~~management positions, could negatively affect our~~ business.

~~Our~~Item ~~business~~4. ~~operations~~Submission ~~could~~of beMatters ~~disrupted~~to ifa ~~our~~Vote ~~information~~of ~~technology~~Security ~~systems fail to perform adequately~~Holders.

WeNo ~~depend~~matters ~~upon~~were ~~our~~submitted ~~information~~to ~~technology~~a ~~systems~~vote ~~in the conduct~~ of ~~our~~security ~~operations~~holders ~~and~~during ~~financial~~the ~~reporting.~~fourth Ifquarter ~~our~~of ~~major~~the ~~information~~fiscal ~~systems~~year ~~fail~~covered toby ~~perform~~this asAnnual ~~anticipated, we could experience difficulties in maintaining normal business operations~~Report. ~~Such systems-related problems could adversely affect product development, sales, and profitability.~~

6 8

~~Table~~PART ~~of Contents~~II

~~Our~~Item ~~business~~5. ~~operations~~Market ~~could~~for beRegistrant’s ~~adversely~~Common ~~impacted~~Equity, byRelated ~~the~~Stockholder ~~effects~~Matters, ofand ~~the~~Issuer ~~novel~~Purchases ~~Coronavirus~~of ~~(COVID-19)~~Equity ~~or any other related adverse public health developments~~Securities.

The ~~risk~~Company’s ofcommon ~~the~~stock ~~Coronavirus~~is totraded ~~our~~on ~~employees,~~the ~~customers~~Over-the-Counter ~~and~~Market ~~supply~~(OTCMKTS) ~~chain~~under ~~could~~the ~~negatively~~symbol ~~impact our ability to conduct our business due to threat of illness, quarantines, restrictions of movement and closures of key customers and suppliers~~VIDE.

~~Changes~~The tofollowing ~~accounting~~table ~~rules~~shows orthe ~~regulations~~range ~~may~~of ~~adversely~~prices ~~affect~~for ~~our~~the ~~results~~Company’s ofcommon ~~operations~~stock as reported by the OTCMKTS for each quarterly period beginning on March 1, 2022. The prices reflect inter-dealer prices, without mark-up, mark-down, or commission, and may not necessarily represent actual transactions.

New accounting rules or regulations and varying interpretations of existing accounting rules or regulations have occurred and may occur in the future. Future changes to accounting rules or regulations or the questioning of current accounting practices may adversely affect our consolidated financial condition or results of operations.

	For Fiscal Years Ended
	February 29, 2024				February 28, 2023
Quarter Ended	High		Low		High		Low

May		1.70		0.75		1.19		0.91
August		1.15		0.96		1.82		0.93
November		1.15		1.00		2.50		0.72
February		1.06		0.97		2.55		1.09

~~The~~There ~~Company’s~~were ~~stock~~approximately ~~price~~120 ~~may~~holders beof ~~negatively~~record ~~affected~~of bythe aCompany’s ~~variety~~common stock as of ~~factors.~~May 13, 2024.

InPayment ~~addition~~of tocash ~~any~~dividends ~~impact~~in the ~~Company’s operating performance, potential~~ future ~~Company~~will ~~sales~~be ordependent ~~repurchases~~upon ~~of common stock,~~ the ~~Company’s~~consolidated ~~dividend~~earnings ~~policies~~and orfinancial ~~possible~~condition ~~anti-takeover~~of ~~measures available to~~ the Company ~~may have, changes in securities markets caused by general foreign or domestic economic, consumer or business trends, the impact of interest rate policies by the federal reserve board,~~ and other factors ~~outside~~that the ~~Company’s~~Board ~~control~~of Directors may ~~negatively~~deem ~~affect our stock price~~appropriate.

~~Our~~Securities ~~stock~~Authorized ~~may~~for beIssuance ~~traded~~Under ~~infrequently~~Equity ~~and~~Compensation ~~in low volumes, so you may be unable to sell your shares at or near the quoted bid price if you need to sell your shares.~~ Plans

~~Our~~The ~~stock~~following istable ~~quoted~~provides oninformation ~~the~~as ~~OTC Markets and the shares~~ of ~~our~~February ~~common stock may trade infrequently and in low volumes~~29, ~~meaning~~2024 ~~that~~regarding ~~the~~compensation ~~number~~plans of(including ~~persons~~individual ~~interested~~compensation inarrangements) ~~purchasing~~under ~~our~~which common ~~shares~~stock atof ~~or near bid prices at any given time may be relatively small or non-existent. An investor may find it difficult to obtain accurate quotations as to~~ the ~~market~~Company ~~value~~is ofauthorized ~~our~~for ~~common stock or to sell his or her shares at or near bid prices, if at all~~issuance.

Changes to estimates, or operating results that are lower than our current estimates, may cause us to incur impairment charges.

Stock Option Plan

Number of

securities to be

issued upon exercise

of outstanding

options, warrants

and rights

Weighted-average

exercise price of

outstanding options,

warrants and rights

Number of securities

remaining available for

future issuance under

equity compensation

plans (excluding

securities reflected in

first column)

Equity compensation plans approved by security holders

200,000

0.82

614,000

WeIssuer ~~make~~Purchases certain estimates and projections in connection with our impairment analyses for other long-term assets. If these estimates or projections change or prove incorrect, we may be required to record impairment charges. If these impairment charges were significant, our consolidated financial position or results of ~~operations~~Equity ~~would be adversely affected.~~ Securities

~~International~~The ~~factors~~Company ~~could~~has ~~negatively~~a ~~affect~~stock ~~our~~repurchase ~~business~~program, pursuant to which it had been authorized to repurchase up to 2,632,500 shares of the Company’s common stock in the open market. On January 20, 2014, the Board of Directors of the Company approved a continuation of the stock repurchase program and authorized the Company to repurchase up to 1,500,000 additional shares of the Company’s common stock in the open market. There is no minimum number of shares required to be repurchased under the program. During fiscal 2024 and 2023, the Company did not repurchase any shares of the Company’s stock. Under this program, an additional 490,186 shares remain authorized to be repurchased by the Company on February 29, 2024.

AItem ~~small portion of our consolidated net sales (8% in fiscal 2023) is made to foreign customers~~6. WeSelected ~~also~~Financial receive certain raw materials from foreign vendors. We are subject to the risks inherent in conducting our business across national boundaries, many of which are outside of our control. These risks include the following: Data

~~• Economic downturns;~~N/A

~~• Currency exchange rate and interest rate fluctuations;~~9

•Item ~~Changes~~7. inManagement’s ~~governmental~~Discussion ~~policy~~and orAnalysis ~~laws~~of ~~including,~~Financial ~~among~~Condition ~~others,~~and ~~those~~Results ~~relating~~of ~~to taxation;~~Operations.

~~• International military, political, diplomatic and terrorist incidents;~~Overview

•The ~~Government~~Company ~~instability;~~manufactures and distributes a wide range of display devices, encompassing, among others, industrial, military, and simulation display solutions. The Company is organized into the following two interrelated divisions that have similar products and markets served and therefore are aggregated into one reportable segment:

•● ~~Nationalization~~Simulation and Training Products– offers a wide range of ~~foreign~~projection ~~assets;~~display systems for use in training, simulation, military, medical, industrial applications, video walls and command and control centers including ruggedized displays.

•● ~~Natural~~Cyber ~~disasters;~~Secure Products – provides advanced TEMPEST technology and ~~supply~~(EMSEC) ~~chain~~products. ~~issues~~This business also provides various contract services including the design and testing solutions for defense and niche commercial uses worldwide.

•During ~~Tariffs~~fiscal 2024, management of the Company focused key resources on strategic efforts to support the efforts of operations to increase market share. The Company also seeks to look for acquisition opportunities that enhance the profitability and ~~governmental~~shareholder ~~trade~~value ~~policies~~of the Company. The Company continues to seek new products through acquisitions and internal development that complement existing profitable product lines. Challenges facing the Company during these efforts include:

7Inventory management - Management regularly reviews the Company’s investment in inventories for declines in value and writes down the cost when it is apparent that the expected net realizable value of the inventory falls below its’ carrying amount. The Company operates in an environment of constantly changing technologies. The Company also inventories product to ensure it has adequate inventory to fulfill orders for transitioning product lines. Management reviews inventory levels on a quarterly basis. Such reviews include observations of product development trends of the original equipment manufacturers, new products being marketed, and technological advances relative to the product capabilities of the Company’s existing inventories.

~~Table~~Sales generation – Although the Company increased sales this year, it was unable to reduce operating expenses at the needed level to reach profitability. In order to improve revenue generating activities, management is focused on increasing marketing efforts in its ruggedized displays business. The company is focusing efforts on winning major multi-year military programs for ruggedized displays, computers, and other ancillary military products. The company is already seeing positive results with a number of ~~Contents~~recent awards and increased sales pipeline.

~~We cannot ensure that one or more of these factors will not negatively affect our international customers and, as a result, our business and consolidated financial performance.~~ Operations

~~Item 1B.~~The ~~Unresolved~~following ~~Staff~~table ~~Comments.~~sets forth, for the fiscal years indicated, the percentages that selected items in the Company’s consolidated statements of operations bear to total revenues (amounts in thousands):

~~None~~(See Item 1. Business – Description of Principal Business and Principal Products for discussion about the Company’s Products and Divisions.)

Item 2. Properties.

	2024						2023
	Amount			%			Amount			%
Net Sales
Simulation and Training		7,600			91.6	%		5,035			89.5	%
Cyber Secure Products		697			8.4			589			10.5
Total net sales		8,297			100.0			5,624			100.0
Costs and expenses
Cost of goods sold		5,314			64.0	%		4,118			73.2	%
Selling and delivery		670			8.1			456			8.1
General and administrative		2,677			32.2			2,753			49.0
		8,661			104.3			7,327			130.3

Loss from operations		(364	)		(4.4	)		(1,703	)		(30.3	)

Interest expense, net		(4	)		(0.0	)		(15	)		(0.3	)
Employee retention credit income		238			2.9			-			0.0
Gain on sale of subsidiaries		370			4.5			-			0.0
Gain on disposal of assets		-			0.0			2			0.1
Other income, net		283			3.4			469			8.3
Income (loss) from continuing operations		523			6.3			(1,247	)		(22.2	)
Income tax expense		-			-			-			-
Net income (loss) from continuing operations		523			6.3			(1,247	)		(22.2	)
Loss from discontinued operations		(655	)		(7.9	)		(746	)		(13.2	)
Net loss		(132	)		(1.6	)		(1,993	)		(35.4	)

The Company has two locations, Cocoa, Florida and Lexington, Kentucky. The Florida location is leased from a related party at current market rates with the Cocoa, Florida space currently serving as the Corporate headquarters location. See Part III, Item 13 Certain Relationships and Related Transactions in this Annual Report on Form 10~~-K. Management believes the facilities to be adequate for its needs.~~

~~The~~Fiscal ~~following~~2024 ~~table~~Compared ~~details~~to ~~manufacturing,~~Fiscal ~~warehouse, and administrative facilities:~~ 2023

Location	Square Feet		Lease Expires
Cocoa, Florida		34,500	February 19, 2025
Lexington, Kentucky		41,055	July 30, 2023

Net Sales

8Consolidated net sales increased 47.5% for the year ended February 29, 2024, compared to the year ended February 28, 2023, and increased 164.4% for the three months ended February 29, 2024, compared to the comparable three months last year. The Display Systems division increased by 50.9% for the year ended February 29, 2024, compared to last year and was up 220.1% for the quarter ended February 29, 2024, compared to the same three months last year. The division sales increased due to new customers for ruggedized products, there are now three major products being produced and sold. Sales of rugged products exceeded over $4.0 million to one customer. Steady sales in specialty displays including sale to one customer of over $1.0 million. The Company is currently developing additional new products for the ruggedized display markets for which it already has orders. The Company’s AYON Cyber Security (ACS) division is up 18.4% for the year ended February 29, 2024 compared to fiscal year ended February 28, 2023, but decreased 15.1% for the three months ended February 29, 2024 compared to the same three months last year. The business relied on primarily service business with not much in product sales. Activity for products picked up in the fourth quarter leading to a backlog of over $0.3 million at February 29, 2024.

~~Table~~Gross ~~of Contents~~Margins

~~Item~~ Consolidated gross margins increased by 98.1% for fiscal 2024. Gross margin percentage to net sales were 36.0% for fiscal 2024 compared to 26.8% for fiscal 2023. Overall gross margin dollars increased by $1.5 million, $3.0 ~~Legal~~million ~~Proceedings~~versus $1.5 million the prior fiscal year due to increased revenues and better margins.

~~The~~VDC ~~Company~~Display isSystems ~~involved~~(VDCDS) gross margin percentage was 35.1% compared to 27.8% in ~~various~~the ~~legal~~prior ~~proceedings~~year ~~relating~~and the gross margin dollars were $2,666 thousand compared to ~~claims~~$1,401 ~~arising~~thousand infor the ~~ordinary~~year ~~course~~ended ofFebruary ~~business~~29, 2024, compared to the year ended February 28, 2023. For the three months ended February 29, 2024, compared to the same period last year, VDCDS gross margin percentage was 35.3% compared to 6.7%. Gross margin dollars were $894 thousand compared to $53 thousand.

~~Item 4~~ACS gross margin percentage were 45.5% ~~Submission~~compared ofto ~~Matters~~17.8% and the gross margin dollars were $317 thousand compared to a$105 ~~Vote~~thousand offor ~~Security~~the ~~Holders~~year ended February 29, 2024, compared to the year ended February 28, 2023. For the three months ended February 29, 2024 compared to the same period last year, ACS gross margin percentage were 22.3% compared to 13.4% and gross margin dollars were $46 thousand compared to $33 thousand.

NoOperating ~~matters were submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this Annual Report.~~ Expenses

9Operating expenses as a percentage of sales decreased to 38.1% for fiscal 2024 from 52.8% in fiscal 2023. Operating expenses as a percentage of sales were lower for fiscal 2024 when compared to fiscal 2023 due to the increase in sales in fiscal 2024 while holding operating expense relatively flat except for additional selling expenses incurred while increasing the sales by 47.5%. Actual administrative expenses decreased by $16 thousand.

~~Table~~The Company is working to reduce costs in all areas of ~~Contents~~the business to bring its cost structure in line with the current size of the business. The Company has structed new commission agreements with both inside and outside personnel which will reduce commissions while not impacting sales. The Company closed the corporate headquarters in Georgia and has merged it into the Florida location, which is saving considerable operating expenses. The Company is expanding its product offerings, primarily in ruggedized displays and in doing so, is adding costs strategically to support those businesses.

~~PART~~Interest II Expense

~~Item 5.~~Interest ~~Market~~expense was $4 thousand in fiscal 2024 and $15 thousand for ~~Registrant~~fiscal 2023 related to the Company’s ~~Common~~obligations. ~~Equity,~~The ~~Related~~interest ~~Stockholder~~expense ~~Matters,~~is ~~and~~primarily ~~Issuer~~from ~~Purchases~~the offinancing ~~Equity~~lease ~~Securities~~on the TEMPEST equipment for the cyber security business. The equipment was paid in full December 1, 2023.

~~The~~Other Company’s common stock is traded on the Over-the-Counter Market (OTCMKTS) under the symbol VIDE. The Company had previously traded on National Association of Securities Dealers Automated Quotation System (“NASDAQ”) national market system under the symbol VIDE until April 30, 2015. Income

~~The~~In ~~following~~fiscal ~~table~~2024, ~~shows~~ the ~~range~~Company ofreceived ~~prices~~$238 ~~for~~thousand ~~the~~in ~~Company’s~~retention ~~common~~credit ~~stock~~income, as$283 thousand ~~reported~~income byon ~~the~~write ~~OTCMKTS~~off for ~~each~~accrued ~~quarterly~~expense ~~period~~for ~~beginning~~prior onyear ~~March 1~~deferred salary of the CEO, ~~2021.~~and ~~The~~$370 ~~prices~~thousand ~~reflect~~proceeds ~~inter-dealer~~from ~~prices,~~the ~~without~~sale ~~mark-up,~~of ~~mark-down,~~subsidiaries. orThis ~~commission,~~was ~~and~~off ~~may~~-set ~~not~~by ~~necessarily~~$4 ~~represent~~thousand ~~actual~~for ~~transactions~~cancelled loan costs.

	For Fiscal Years Ended
	February 28,2023				February 28,2022
Quarter Ended	High		Low		High		Low
May		1.19		0.91		2.70		1.13
August		1.82		0.93		1.40		1.12
November		2.50		0.72		1.22		1.02
February		2.55		1.09		1.27		0.83

~~There~~In ~~were~~fiscal ~~approximately~~2023, ~~120~~the ~~holders~~Company ofreceived ~~record~~$498 ofthousand ~~the~~in ~~Company’s~~proceeds ~~common~~from ~~stock~~a asclass ofaction ~~May 13~~lawsuit, ~~2023~~$2 thousand on the sale of assets and $2 thousand in miscellaneous other. Other expense netted against other income was $31 thousand for the payout of a lawsuit.

~~Payment~~Income ~~of cash dividends in the future will be dependent upon the consolidated earnings and financial condition of the Company and other factors that the Board of Directors may deem appropriate.~~ Taxes

~~Securities~~The ~~Authorized~~Company ~~for~~had ~~Issuance~~a ~~Under~~net ~~Equity~~loss ~~Compensation~~before ~~Plans~~taxes of approximately $0.1 million in fiscal 2024 and $2.0 million in fiscal 2023 which a full valuation allowance was provided due to historical losses resulting in an effective tax rate of 0%.

~~The~~Liquidity ~~following~~and ~~table~~Capital ~~provides~~Resources ~~information as of February 28, 2023 regarding compensation plans (including individual compensation arrangements) under which common stock of the Company is authorized for issuance.~~

Stock Option Plan		Number ofsecurities to beissued upon exerciseof outstandingoptions, warrantsand rights				Weighted-averageexercise price ofoutstanding options,warrants and rights				Number of securitiesremaining available forfuture issuance underequity compensationplans (excludingsecurities reflected infirst column)
Equity compensation plans approved by security holders			200,000			$	0.82				614,000

The accompanying consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has sustained losses for four of the last five years. The accumulated losses reported has resulted from a combination of lower revenues at certain divisions without a commensurate reduction of expenses. The Company’s working capital and liquid asset position is presented as follows:

Issuer Purchases of Equity Securities

	February 29, 2024			February 28, 2023

Working capital	$	(1,117	)	$	(1,297	)
Liquid assets	$	169		$	361

~~The~~Management’s ~~Company~~plans ~~has~~with aregard ~~stock~~to ~~repurchase~~improving ~~program,~~working ~~pursuant~~capital toincludes ~~which~~increasing itmarketing ~~had~~efforts ~~been~~in ~~authorized~~its toruggedized ~~repurchase~~displays, upand tosmall ~~2,632,500~~specialty ~~shares~~displays. ofThe ~~the~~ Company’s ~~common~~is ~~stock~~developing innew ~~the~~products ~~open~~for ~~market.~~customers Onin ~~January 20,~~the ~~2014,~~ruggedized ~~the~~display ~~Board~~section of ~~Directors~~its ofbusiness. ~~the~~The Company ~~approved~~received aorders ~~continuation~~for ofnew ~~the~~ruggedized ~~stock~~display ~~repurchase program~~products, ~~and~~engineered ~~authorized~~by the Company’s toengineering ~~repurchase~~department upthat towere ~~1,500,000~~delivered ~~additional~~this ~~shares~~year ofand ~~the~~we ~~Company’s~~have ~~common~~repeat ~~stock~~orders coming in the ~~open~~next ~~market~~fiscal year. ~~There~~The effort to increase ruggedized products is noongoing ~~minimum~~and ~~number~~the ofengineering ~~shares~~department ~~required~~is toworking beon ~~repurchased~~other ~~under~~new ~~the~~products ~~program.~~which ~~During~~we ~~fiscal~~expect ~~2023~~to receive orders and ~~2022,~~ship in the next fiscal year. The Company ~~did~~has ~~not~~restructured ~~repurchase~~the ~~any~~TEMPEST ~~shares~~business to reduce costs and focus on the service side of the ~~Company’s~~business ~~stock~~and do product business as it presents itself. ~~Under~~The ~~this~~Company ~~program~~sold its two business units in Kentucky, anLexel ~~additional~~Imaging ~~490~~and Unicomp,~~186~~ ~~shares~~on ~~remain~~December ~~authorized~~1, to2023, bewhich ~~repurchased~~did bynot ~~the~~have ~~Company~~a atviable ~~February 28,~~plan ~~2023.~~to get to profitability.

~~Item 6~~The Company’s efforts to increase revenues by upgrading its sales and marketing efforts are showing results with an increase in the Company’s sales, especially in ruggedized products. ~~Selected~~These ~~Financial~~efforts ~~Data~~have increased revenues from last year and will increase them even more in the upcoming fiscal year as the Company’s business typically has longer lead times from initial contact to a sale and the including the amount of time to develop the products by engineering. The pandemic has also slowed down the process of obtaining new business as many of our government customers and potential customers are still working from home. Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow.

~~N/A~~The Company moved the corporate accounting functions to the Cocoa, Florida location which allows the Company to become more efficient and save money on reducing redundant operations. The Company has not automatically replaced employees who have left the Company while it works to increase business. The Company reduced expenses further by closing the Tucker, Georgia facility on March 31, 2022.

10If additional and more permanent capital is required to fund the operations of the Company, no assurance can be given that the Company will be able to obtain the capital on terms favorable to the Company, if at all.

~~Table~~Cash used by operations of ~~Contents~~continuing operations was $0.6 million in fiscal 2024 and used $0.6 in fiscal 2023. During fiscal 2024, the net loss was $0.1 million and adjustments to reconcile net loss to net cash were a loss from discontinued operations of $0.7 million, $0.2 million in depreciation, a non-cash lease cost of $0.2 million, inventory related charges of $0.1 million offset by a gain on the sale of subsidiaries of $0.4 million. Working capital related accounts used $1.1 million, including $1.1 million of inventory, a reduction of operating leases of $0.2 million and $0.1 million change in contract assets and liabilities. This was offset by changes in accounts payable of $0.3 million and a $.1 million change in prepaid expenses. During fiscal 2023 the net loss was $2.0 million and adjustments to reconcile net loss to net cash were a loss from discontinued operations of $0.7 million, $0.2 million of depreciation, $0.1 million of amortization charges and $0.1 million of non-cash lease charges. Working capital related accounts provided $0.4 million from a decrease in retention credit receivable of $0.4 million, an increase in accounts payable of $0.4 million, a decrease in inventories of $0.3 million and a change in contract assets of $0.2 million. These items were offset by a decrease in customer deposits of $0.8 million, a decrease in contract assets of $0.2 million and a decrease in operating lease liabilities of $0.1 million.

~~Item 7.~~Investing ~~Management’s~~activities ~~Discussion~~of ~~and~~continuing ~~Analysis~~operations ofused ~~Financial~~$286 ~~Condition~~thousand ~~and~~for ~~Results~~capital ofexpenditures ~~Operations.~~in fiscal 2024 compared to using $39 thousand in fiscal 2023.

~~Overview~~Financing activities of continuing operations provided $0.7 million for the year ended February 29, 2024, primarily from additional borrowings from the Company’s Chief Executive Officer less repayments on an equipment lease of $0.1 million. Financing activities provided $0.8 million in fiscal 2023. The Company received $0.9 million in a related party loan and paid $0.1 million in equipment financing.

The Company ~~manufactures~~has ~~and~~a ~~distributes~~stock arepurchase ~~wide~~program, ~~range~~pursuant to which it has been authorized to repurchase up to 2,632,500 shares of ~~display~~the ~~devices~~Company’s common stock in the open market. On January 20, ~~encompassing~~2014, ~~among~~the ~~others,~~Board ~~industrial~~of Directors of the Company approved a one-time continuation of the stock repurchase program, ~~military~~and authorized the Company to repurchase up to 1,500,000 ~~medical~~additional shares of the Company’s common stock, ~~and~~depending ~~simulation~~on ~~display~~the ~~solutions~~market price of the shares. ~~The~~There is no minimum number of shares required to be repurchased under the program. During fiscal years 2024 and 2023, the Company isdid ~~organized~~not ~~into~~repurchase any of the ~~following~~Company’s ~~four~~stock. ~~interrelated~~Under ~~divisions~~this ~~that~~program, ~~have~~an ~~similar~~additional ~~products~~490,186 ~~and~~shares ~~markets~~remain ~~served~~authorized ~~and~~to ~~therefore~~be ~~are~~repurchased ~~aggregated~~by ~~into~~the ~~one~~Company ~~reportable~~at ~~segment:~~February 29, 2024.

• Simulation and Training Products– offers a wide range of projection display systems for use in training, simulation, military, medical, industrial applications, video walls and command and control centers including ruggedized displays.12

•Transactions ~~Cyber~~with ~~Secure~~Related ~~Products~~Parties ~~– provides advanced TEMPEST technology~~ and ~~(EMSEC)~~Contractual ~~products.~~Obligations ~~This business also provides various contract services including the design and testing solutions for defense and niche commercial uses worldwide.~~

•The ~~Data~~Company ~~Display~~leases ~~CRTs~~a –building ~~offers~~in aCocoa, ~~wide~~Florida, ~~range~~from ofan ~~CRTs~~entity ~~for~~that ~~use~~is incontrolled ~~data~~by ~~display~~the ~~screens~~Company’s CEO. The building in Cocoa, ~~including~~Florida ~~computer~~is ~~terminal~~the ~~monitors~~new operational site for both VDC Display Systems, AYON Cyber Security and ~~medical~~the ~~monitoring~~corporate ~~equipment~~office. See Note 10.

•The ~~Other~~Company ~~Computer~~borrows ~~Products~~money –from ~~offers~~the ~~keyboard~~Chief ~~products~~Executive ~~with~~Officer afrom ~~plan~~time to ~~manufacture~~time ~~and~~to ~~offer~~support ~~cyber-secure~~operations. ~~keyboards~~In asfiscal ~~part~~2024, the Company borrowed approximately $760 thousand bringing the total of the ~~cyber~~note ~~secure~~payable ~~products~~to ~~division~~$2,144 thousand and owes another $141 thousand in rent. There are no repayment terms related to the amounts owed but the Company intends to pay back the CEO when funds are available in fiscal 2025. These amounts are included in the Company’s consolidated balance sheet.

~~During~~Contractual ~~fiscal~~Obligations 2023, management of the Company focused key resources on strategic efforts to support the efforts of operations to increase market share. The Company also seeks to look for acquisition opportunities that enhance the profitability and shareholder value of the Company. The Company continues to seek new products through acquisitions and internal development that complement existing profitable product lines. Challenges facing the Company during these efforts include:

~~Inventory~~Future ~~management~~contractual -maturities ~~Management~~due ~~regularly~~under ~~reviews~~operating ~~the Company’s investment in inventories for declines in value~~ and ~~writes~~finance ~~down~~leases ~~the cost when it is apparent that the expected net realizable value of the inventory falls below its carrying amount. The Company operates in an environment of constantly changing technologies~~ and ~~retains~~other aobligations ~~certain~~at ~~amount~~February of inventory for legacy products for maintenance and replacement capabilities for its customers. The Company also inventories product to ensure it has adequate inventory to fulfill orders for transitioning product lines. Management reviews inventory levels on a quarterly basis. Such reviews include observations of product development trends of the original equipment manufacturers29, ~~new~~2024 ~~products~~are ~~being~~as ~~marketed,~~follows ~~and~~(in ~~technological advances relative to the product capabilities of the Company’s existing inventories.~~ thousands):

Impact of COVID-19 – The Company has been actively monitoring the novel coronavirus, or COVID-19, situation and its impact globally. Financial results for fiscal 2023 were impacted by COVID-19 due to delayed orders and/or the fulfillment of the related orders. However, the Company currently does not expect any material impact on our financial results for fiscal 2024. Management continues to operate normally with the exception of restrictions issued by federal and local governments and supply chain issues as a result of the pandemic. If a reoccurrence of the COVID-19 pandemic occurs, the Company may experience other disruptions that could severely impact the business, results of operations and prospects.

	Payments due by period
	Total		Less than 1 year		1 – 3 years		3 – 5 years		More than 5 years
Operating lease obligations	$	190	$	190	$	-	$	-	$	-
Note payable -related party		2,144		2,144		-		-		-
Warranty reserve obligations		4		4		-		-		-

Total	$	2,338	$	2,338	$	-	$	-	$	-

~~Sales~~Critical ~~generation –~~Accounting ~~Although~~Policies the Company increased sales this year, it was unable to reduce operating expenses at the needed level to reach profitability. In order to improve revenue generating activities, management is focused on increasing marketing efforts in its ruggedized displays business. The company has recently entered into an agreement with a prominent military manufacturing representative and added sales personnel to focus efforts on winning major multi-year military programs for ruggedized displays, computers, and other ancillary military products. The company is already seeing positive results with a number of recent awards and increased sales pipeline and backlog. Estimates

Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations are based upon the Company’s consolidated financial statements. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These principles require the use of estimates and assumptions that affect amounts reported and disclosed in the consolidated financial statements and related notes. The accounting policies that may involve a higher degree of judgments, estimates, and complexity include inventory valuation, contract revenue recognition as well as profitability or loss recognition estimates, and the sufficiency of the valuation reserve relating to deferred tax assets. The Company uses the following methods and assumptions in determining its estimates:

~~The~~Inventory ~~following table sets forth, for the fiscal years indicated, the percentages that selected items in the Company’s consolidated statements of operations bear to total revenues (amounts in thousands):~~ valuation

~~(See~~Management ~~Item~~regularly 1reviews the Company’s investment in inventories for declines in value and writes down the cost when it is apparent that the expected net realizable value of the inventory falls below its carrying amount. ~~Business~~The –Company ~~Description~~operates in an environment of ~~Principal~~constantly ~~Business~~changing technologies and ~~Principal~~retains ~~Products~~a certain amount of inventory for ~~discussion~~legacy ~~about~~products for maintenance and replacement capabilities for its customers. The Company maintains inventory on certain products to ensure it has adequate inventory to fulfill orders for transitioning product lines. Management reviews inventory levels on a quarterly basis. Such reviews include observations of product development trends of the original equipment manufacturers, new products being marketed, and technological advances relative to the product capabilities of the Company’s ~~Products~~existing ~~and Divisions~~inventories.)

	2023					2022
	Amount		%			Amount		%
Net Sales
Simulation and Training		5,035		62.1	%		4,088		58.4	%
Data Display CRTs		1,566		19.3			992		14.2
Cyber Secure Products		589		7.3			612		8.7
Other Computer Products		912		11.3			1,309		18.7
Total net sales		8,102		100.0			7,001		100.0

Revenue recognition

11The Company recognizes revenue upon transfer of control of the promised products or services to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services. VDC derives revenue primarily from sales of simulation and video wall systems, cyber secure products, data displays, and keyboards. The Company excludes sales and usage-based taxes from revenue.

~~Table~~The Company’s simulation and video wall systems are custom-built (using commercial off-the-shelf products) to customer specifications under fixed price contracts. Judgment is required to determine whether each product and service is considered to be a distinct performance obligation that should be accounted for separately under the contract. Generally, these contracts contain one performance obligation (the installation of ~~Contents~~a fully functional system). The Company recognizes revenue for these systems over time as control is transferred based on labor hours incurred on each project based on the percentage of completion method.

Costs and expenses
Cost of goods sold		6,930			85.5	%		7,324			103.7	%
Selling and delivery		446			5.5			555			7.9
General and administrative		3,505			43.3			3,753			53.6
	10,881			134.3			11,632			165.2
Loss from operations		(2,779	)		(34.3	)		(4,631	)		(65.2	)
Interest expense, net		(15	)		(0.2	)		(25	)		(0.4	)
Employee retention credit income		31			0.4			796			11.4
Gain on extinguishment of PPP loans		—			0.0			1,084			15.5
Gain on disposal of assets		5			0.1			—			0.0
Other income, net		765			9.4			216			3.1
(Loss) income before income taxes		(1,993	)		(24.6	)		(2,560	)		(35.6	)
Income tax expense		—			0.0			—			0.0
Net (loss) income		(1,993	)		(24.6	)		(2,560	)		(35.6	)

~~Fiscal~~The ~~2023~~Company ~~Compared~~recognizes revenue related to ~~Fiscal~~its ~~2022~~cyber secure products, specialty displays, and some rugged displays at a point in time when control is transferred to the customer (generally upon shipment of the product to the customer).

~~Net~~Timing ~~Sales~~of invoicing to customers may differ from timing of revenue recognition; however, the Company’s contracts do not include a significant financing component as substantially all invoices have terms of 30 days or less. The Company is applying the practical expedient to exclude from consideration any contracts with payment terms of one year or less and does not offer terms extending beyond one year.

~~Consolidated~~Income net sales increased 15.7% for year ended February 28, 2023 compared to the year ended February 28, 2022 and decreased 1.0% for the three months ended February 28, 2023 compared to the comparable three months last year. The Company’s AYON Cyber Security (ACS) division is down 3.8% for the year ended February 28, 2023 compared to fiscal year ended February 28, 2022 and increased 305.9% for the three months ended February 28, 2023 compared to the same three months last year. The business relied on primarily service business with not much in product sales. Product sales picked up in the fourth quarter leading to the large increase versus prior year quarter’s sales. The Display Systems division increased by 23.2% for the year ended February 28, 2023 compared to last year and was down 18.8% for the quarter ended February 28, 2023 compared to the same three months last year. The division sales increased due to new customers for ruggedized products and steady sales in specialty displays. The Company is currently developing new products for the ruggedized display markets which it already has orders for. The Data Display division sales were up 57.8% for the year ended February 28, 2023 due to last time buy orders from customers. The division sells a specialty product, a direct view storage tube (DVST) to two customers in Asia. Orders are expected from both customers, but due to the pandemic, the funds which would have been used for these products were diverted to other priorities. The division also sells replacement CRTS for flight simulators. Because of changing technology, the demand for these products has decreased. The Lexel division will be dependent on continued sales of the DVST products and steady sales of its cathode ray tube products (CRTs) to increase their sales. Lexel had an increase of 22.9% for three months ended February 28, 2023 compared to the three months ended February 28, 2022. The Company’s keyboard division, posted sales of $0.9 million and $0.2 million for the year and three months ended February 28, 2023 compared to $1.3 million and $0.3 million for the comparable periods last year, respectively. Sales were down due to the availability of one of the products due to a chip shortage forcing the Company to redesign one of the products. taxes

~~Gross~~Deferred ~~Margins~~income taxes are provided to reflect the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has established a valuation allowance of $6.1 million on the Company’s deferred tax assets.

~~Consolidated~~The ~~gross~~Company ~~margins~~accounts ~~increased~~for uncertain tax positions under the provisions of ASC Topic 740, which contains a two-step approach to ~~14%~~recognizing ~~for~~and ~~fiscal~~measuring ~~2023~~uncertain ~~from~~tax (3positions.~~7)%~~ ~~for~~The ~~fiscal~~first ~~2022.~~step ~~Overall~~is ~~gross~~to ~~margin~~evaluate ~~dollars~~the ~~increased~~tax position for recognition by ~~$1.4 million~~determining ~~versus~~if the ~~prior~~weight ~~fiscal~~of ~~year~~available ~~due~~evidence toindicates ~~increased~~it ~~revenues~~is ~~and~~more ~~decreased~~likely ~~costs~~than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The ~~gross~~second ~~margins~~step ~~were~~is ~~impacted~~to bymeasure the ~~changes~~tax inbenefit ~~technology~~as the largest amount, which ~~led~~is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company's totax ~~charging~~positions ~~off~~and ~~approximately~~tax ~~$500 thousand~~benefits, inwhich ~~inventory~~may inrequire ~~fiscal~~periodic ~~2023~~adjustments. ~~compared~~At toFebruary ~~$919 thousand~~29, in2024, ~~inventory~~the ~~charges~~Company ~~recorded~~did tonot ~~cost~~record ofany ~~goods~~liabilities ~~sold~~for ~~during~~uncertain ~~fiscal~~tax ~~2022~~positions.

~~ACS~~Off-Balance ~~gross~~Sheet margin percentage were 17.8% compared to 21.1% and the gross margin dollars were $105 thousand compared to $129 thousand for the year ended February 28, 2023 compared to the year ended February 28, 2022. For the three months ended February 28, 2023 compared to the same period last year, ACS gross margin percentage were 13.4% compared to a negative 48.8% and gross margin dollars were $33 thousand compared to a negative $29 thousand. Arrangements

~~VDC~~The ~~Display~~Company ~~Systems~~does ~~(VDCDS)~~not ~~gross~~have ~~margin~~during ~~percentage was 29.4% compared to 14.3% in~~ the ~~prior~~periods ~~year~~presented, and the ~~gross~~Company ~~margin~~does ~~dollars~~not ~~were~~currently $1have,~~478 thousand~~ ~~compared~~any tooff-balance ~~$584 thousand~~sheet ~~for the year ended February 28~~arrangements, ~~2023~~as ~~compared~~defined tounder ~~the~~SEC ~~year ended February 28, 2022~~rules. For the three months ended February 28, 2023 compared to the same period last year, VDCDS gross margin percentage was 8.4% compared to 12.6%. Gross margin dollars were $66 thousand compared to $123 thousand.

~~The~~Recent ~~keyboard~~Accounting division, Unicomp, had $80 thousand of gross margin dollars or 8.7% to sales for the year ended February 28, 2023 and $363 thousand of gross margin dollars or 27.7% for the year ended February 28, 2022. For the quarter ended February 28, 2022, Unicomp had a negative $49 thousand of gross profit or a negative 22.9% compared to $48 thousand or 15.7%. Pronouncements

12Refer to Note 1, “Summary of Significant Accounting Policies” for a discussion of recent accounting pronouncements and their effect on the Company.

~~Table~~Impact of ~~Contents~~Inflation

~~The~~Inflation ~~Data~~has ~~Display~~not ~~division~~ had a ~~negative~~material ~~$490 thousand~~effect inon ~~gross margin dollars for~~ the ~~year~~Company's ~~ended~~results February 28, 2023 compared to a negative $1,337 thousand for the year ended February 28, 2022. The Data Display division for Lexel had a negative $392 thousand in gross margin dollars for the three months ended February 28, 2023 compared to a negative $265 thousand for the three months ended February 28, 2022. The division is in the process of ~~curtailing~~operations ~~much of its manufacturing in displays and moving~~ to ~~become a distributor~~date.

~~Operating~~Item ~~Expenses~~7A. Quantitative and Qualitative Disclosures About Market Risk.

~~Operating~~The ~~expenses~~Company’s asprimary amarket ~~percentage~~risks ofinclude ~~sales~~changes ~~decreased~~in totechnology ~~48.8%~~and ~~for~~government ~~fiscal~~spending. ~~2023~~The ~~from~~rapid ~~61.5%~~advances in ~~fiscal~~video ~~2022.~~and ~~Operating~~projection ~~expenses~~technology aspresent a ~~percentage~~challenge offor ~~sales~~the ~~were~~Company’s ~~lower~~management ~~for~~and ~~fiscal~~engineers ~~2023~~to ~~when~~be ~~compared~~able to ~~fiscal~~meet ~~2022~~the ~~due~~ever-changing todemands in the ~~increase~~markets in ~~sales~~which init ~~fiscal~~operates. ~~2023~~The ~~with~~Company did a ~~corresponding~~significant ~~decrease~~amount of business with the government (86% of revenues) in ~~operating~~fiscal ~~expenses~~2024. ~~Actual~~Failure ~~operating~~of ~~expenses~~the ~~decreased~~government byto ~~$357 thousand.~~continue to fund programs in the Company’s markets could have a detrimental effect on the Company.

The Company is working to reduce costs in all areas of the business to bring its cost structure in line with the current size of the business. The Company closed the corporate headquarters in Georgia and has merged it into the Florida location, which is saving considerable operating expenses. The Company is expanding its product offerings, primarily in ruggedized displays and in doing so, is adding costs strategically to support those businesses. The keyboard and CRT divisions are making changes to maximize profitability including reducing the size of their operating facility and streamlining their product offerings. 14

~~Interest~~Item ~~Expense~~8. Financial Statements and Supplementary Data.

~~Interest~~Video ~~expense~~Display ~~was~~Corporation ~~$15 thousand in fiscal 2023~~ and ~~$25 thousand for fiscal 2022 related to the Company’s obligations. The interest expense is primarily from the financing lease on the TEMPEST equipment for the cyber security business.~~ Subsidiaries

~~Other~~Index ~~Income~~to Consolidated Financial Statements

In fiscal 2023, the Company received $498 thousand in proceeds from a class action lawsuit, $274 thousand in royalties, $19 thousand in rental income, $31 thousand in retention credit revenue, $5 thousand on the sale of assets, $11 thousand in interest income and $2 thousand in miscellaneous other. Other expense netted against other income was $31 thousand for the payout of a lawsuit and $8 thousand in settlement of another dispute.

Report of Independent Registered Public Accounting Firm, ID # 794	16

Consolidated Balance Sheets as of February 29, 2024, and February 28, 2023.	18

Consolidated Statements of Operations for the years ended February 29, 2024, and February 28, 2023.	20

Consolidated Statements of Shareholders’ Equity (Deficit)for the years ended February 29, 2024, and February 28, 2023.	21

Consolidated Statements of Cash Flows for the years ended February 29, 2024, and February 28, 2023.	22

Notes to Consolidated Financial Statements	23

In fiscal 2022, the Company had $1,084 thousand in gain on extinguishment of PPP loans, $796 thousand in employee retention credit income, net rental income of $210 thousand and $4 thousand in bad debt recovery. 15

~~Income~~Report ~~Taxes~~of Independent Registered Public Accounting Firm

~~The~~To ~~Company~~the ~~had~~Shareholders ~~a net loss before taxes of approximately $2.0 million in fiscal 2023~~ and ~~$2.6 million~~the inBoard ~~fiscal 2022 which a full valuation allowance was provided due to historical losses resulting in an effective tax rate~~ of ~~0%.~~ Directors

~~Liquidity~~Video ~~and~~Display ~~Capital Resources~~ Corporation

~~The~~Opinion ~~accompanying consolidated financial statements were prepared~~ on ~~a going concern basis, which contemplates~~ the ~~realization~~Financial of assets and the satisfaction of liabilities in the normal course of business. The Company has sustained losses for four of the last five years. The accumulated losses reported has resulted from a combination of lower revenues at certain divisions without a commensurate reduction of expenses. The Company’s working capital and liquid asset position is presented as follows: Statements

	February 28,2023			February 28,2022
Working capital	$	(1,297	)	$	509
Liquid assets	$	400		$	245

We have audited the accompanying consolidated balance sheets of Video Display Corporation and subsidiaries (the Company) as of February 29, 2024 ,and February 28, 2023, and the related consolidated statements of operations, shareholders’ equity (deficit), and cash flows for each of the years in the two-year period ended February 29, 2024, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of February 29, 2024,and February 28, 2023, and the results of its operations and its cash flows for each of the years in the two-year period ended February 29, 2024, in conformity with accounting principles generally accepted in the United States of America.

~~Management’s~~Substantial ~~plans~~Doubt ~~with~~about ~~regard to improving working capital includes increasing marketing efforts in its ruggedized displays, and small specialty displays. The Company is developing new products for customers in~~ the ~~ruggedized display section of its business. The~~ Company ~~has orders for ruggedized display products which are being engineered by the Company~~’s ~~engineering~~Ability ~~department which will be delivered in the Company’s next fiscal year. The Company is also entertaining a letter of intent~~ to ~~sell~~Continue ~~the TEMPEST business to supply working capital for the expanding ruggedized display business. The Company sees the ruggedized display business~~ as ~~repeatable business and~~ a ~~source~~Going of a steady income stream. The Company is working towards streamlining its two business units in Kentucky, Lexel Imaging and Unicomp. The Company is moving from being a manufacturer of CRT products to a distributor of CRT products, while working with customers on last time buys of certain specialty products. Unicomp, the keyboard division has completed a redesign of one of its better selling keyboards, forced by the lack of availability of certain computer chips used in the production of the previous model. Concern

13The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has historically reported net losses or breakeven results along with reporting low levels of working capital. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans regarding those matters also are described in Note 1. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Table~~Basis offor ~~Contents~~Opinion

~~The~~These ~~Company’s~~consolidated ~~efforts~~financial tostatements ~~increase~~are ~~revenues~~the byresponsibility ~~upgrading~~of ~~its~~the ~~sales~~Company’s ~~and~~management. ~~marketing~~Our ~~efforts~~responsibility ~~are~~is ~~showing~~to ~~results~~express ~~with~~ an ~~increase~~opinion inon the Company’s ~~backlog,~~consolidated ~~especially~~financial instatements ~~ruggedized~~based ~~products.~~on ~~These~~our ~~efforts~~audits. ~~have~~We ~~increased~~are ~~revenues~~a ~~from~~public ~~last~~accounting ~~year~~firm ~~and~~registered ~~will~~with ~~increase them even more in~~ the ~~upcoming~~Public ~~fiscal year as the~~ Company’s ~~business~~Accounting ~~typically~~Oversight ~~has~~Board ~~longer~~(United ~~lead~~States) ~~times~~(PCAOB) ~~from~~and ~~initial~~are ~~contact~~required to abe ~~sale~~independent ~~and~~with ~~the~~respect ~~including~~to the ~~amount~~Company ofin ~~time~~accordance towith ~~develop~~ the ~~products by engineering~~U.S. ~~The~~federal ~~pandemic~~securities ~~has~~laws ~~also~~and ~~slowed down~~ the ~~process~~applicable ofrules ~~obtaining~~and ~~new~~regulations ~~business as many~~ of ~~our~~the ~~customers~~Securities and ~~potential~~Exchange ~~customers~~Commission ~~are~~and ~~still~~the ~~working from home~~PCAOB. ~~Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow.~~

~~The~~We ~~Company~~conducted ~~moved~~our ~~the~~audits ~~corporate~~in ~~accounting~~accordance ~~functions~~with tothe standards of the ~~Cocoa,~~PCAOB. ~~Florida~~Those ~~location~~standards ~~which~~require ~~allows~~that we plan and perform the ~~Company~~audit to ~~become~~obtain ~~more~~reasonable ~~efficient~~assurance ~~and~~about ~~save~~whether ~~money~~the onconsolidated ~~reducing~~financial ~~redundant~~statements ~~operations~~are free of material misstatement, whether due to error or fraud. The Company ~~has~~is not ~~automatically~~required ~~replaced~~to ~~employees~~have, ~~who~~nor ~~have~~were ~~left~~we ~~the~~engaged ~~Company~~to ~~while~~perform, itan ~~works~~audit toof ~~increase~~its ~~business~~internal control over financial reporting. ~~The~~As ~~Company~~part ~~reduced~~of ~~expenses~~our ~~further~~audits, bywe ~~closing~~are ~~the~~required ~~Tucker~~to obtain an understanding of internal control over financial reporting, ~~Georgia~~but ~~facility~~not for the purpose of expressing an opinion on ~~March 31,~~the ~~2022~~effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

IfOur ~~additional~~audits ~~and~~included ~~more~~performing ~~permanent~~procedures ~~capital~~to isassess ~~required~~the torisks ~~fund~~of ~~the~~material ~~operations~~misstatement of the ~~Company~~consolidated financial statements, nowhether ~~assurance~~due ~~can~~to beerror ~~given~~or ~~that~~fraud, ~~the~~and ~~Company~~performing ~~will~~procedures bethat ~~able~~respond to ~~obtain~~those ~~the~~risks. ~~capital~~Such procedures included examining, on ~~terms~~a ~~favorable~~test tobasis, evidence regarding the ~~Company~~amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, ifas atwell ~~all~~as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

~~Cash~~Critical ~~used~~Audit in operations was $0.6 million in fiscal 2023 compared to the use of 0.1 million in fiscal 2022. During fiscal 2023, the net loss from operations was $2.0 million and adjustments to reconcile net loss to net cash were $0.3 million with $0.5 million in inventory related charges, $0.2 million in depreciation and $0.1 million in amortization of intangible assets. Working capital related accounts provided $0.5 million in cash with retention credit receivables providing $0.8 million, contract assets of $0.2 million, reduction in inventories $0.9 million, and accounts payable and accrued liabilities providing $0.4 million, offset by a decrease in contract liabilities of $0.9 million and an increase in an accounts receivable receivables of $0.4 million. Matters

~~Investing~~The ~~activities~~critical ~~used~~audit ~~$40 thousand~~matters ~~for~~communicated ~~capital~~below ~~expenditures~~are inmatters ~~fiscal~~arising ~~2023~~from ~~compared~~the current period audit of the financial statements that were communicated or required to ~~using~~be ~~$79 thousand~~communicated into ~~fiscal~~the ~~2022~~Board of Directors and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involve especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Financing activities provided $0.8 million in fiscal 2023. The Company received $0.9 million in a related party loan and paid $0.1 million in equipment financing. Financing activities provided $0.1 million for the year ended February 28, 2022. 16

The Company has a stock repurchase program, pursuant to which it has been authorized to repurchase up to 2,632,500 shares of the Company’s common stock in the open market. On January 20, 2014, the Board of Directors of the Company approved a one-time continuation of the stock repurchase program, and authorized the Company to repurchase up to 1,500,000 additional shares of the Company’s common stock, depending on the market price of the shares. There is no minimum number of shares required to be repurchased under the program. During fiscal years 2023 and 2022, the Company did not repurchase any of the Company’s stock. Under this program, an additional 490,186 shares remain authorized to be repurchased by the Company at February 28, 2023. Inventories

~~Transactions~~Description ~~with~~of ~~Related~~the ~~Parties and Contractual Obligations~~ Matter

~~The~~As ~~Company~~described ~~leases~~in aNote ~~building~~2 into ~~Cocoa,~~the ~~Florida~~consolidated financial statements, ~~from~~the anCompany’s ~~entity~~consolidated ~~that~~inventory isbalance ~~controlled~~was by$2,566,000 ~~the~~as ~~Company’s~~of ~~CEO~~February ~~and~~29, ~~leased~~2024. ~~another~~Management ~~building~~values ~~for~~inventories ~~part~~at the lower of ~~the~~cost ~~year~~or innet ~~Lexington,~~realizable KYvalue. ~~The~~Costs ~~building~~include ~~in Lexington~~materials, KYlabor ~~serves~~and asmanufacturing ~~the~~overhead ~~manufacturing~~and ~~operations~~is ~~for~~computed on a first-in-first-out basis. Management evaluates the ~~CRT~~carrying ~~division~~value of its inventories taking into consideration such factors as historical and ~~the~~anticipated ~~keyboard~~future ~~division.~~sales ~~The~~compared ~~Company~~to ~~now~~quantities ~~leases~~on hand and the ~~building~~prices ~~from~~management aexpects ~~third~~to ~~party.~~obtain ~~The~~for ~~building~~products in ~~Cocoa,~~its ~~Florida~~various ismarkets. ~~the~~Management ~~new~~adjusts ~~operational~~excess ~~site~~and ~~for~~obsolete ~~both~~inventories ~~VDC~~to ~~Display~~net ~~Systems,~~realizable ~~AYON~~value ~~Cyber~~and ~~Security~~write-downs of excess and ~~the~~obsolete ~~corporate~~inventories ~~office.~~are ~~See~~recorded ~~Note~~as ~~10.~~a component of cost of goods sold.

~~The~~Auditing ~~Company~~management’s ~~borrows~~estimate ~~money~~of ~~from~~inventory ~~the~~valuation ~~Chief~~was ~~Executive~~complex ~~Officer~~and ~~from~~judgmental ~~time~~as tothe ~~time~~value toestimate ~~support~~was ~~operations.~~sensitive Into ~~fiscal~~significant ~~2023~~assumptions, ~~the~~such ~~Company~~as ~~borrowed~~changes ~~approximately~~in ~~$926 thousand~~technology ~~bringing~~and ~~the~~aging ~~total~~ of the ~~note~~inventory, ~~payable~~costing toof $1inventory,~~384 thousand~~ and ~~owes~~near-term ~~another~~revenue ~~$256 thousand~~and inoperating ~~rent~~margin projections, ~~bringing~~which ~~the total rent owed to $616 thousand. There~~ are noaffected ~~repayment~~by ~~terms~~expectations ~~related~~about tofuture ~~the~~market ~~amounts~~or ~~owed~~economic ~~but the Company intends to pay back the CEO when funds are available in fiscal 2024~~conditions. ~~These amounts are included in the Company’s consolidated balance sheet.~~

~~Contractual~~How ~~Obligations~~We Addressed the Matter in Our Audit

~~Future~~We ~~contractual~~obtained ~~maturities~~an ~~due~~understanding ~~under~~of ~~operating~~the Company’s inventory estimation process. To test the value of inventory, we performed audit procedures that included, among others, assessing methodologies and ~~finance~~testing ~~leases~~the significant assumptions and ~~other~~the ~~obligations~~underlying atdata ~~February 28~~used by the Company in its analysis. For example, ~~2023~~these ~~are~~procedures asincluded, ~~follows~~among ~~(in~~others, ~~thousands):~~performing procedures to test the existence of inventory, evaluating and testing management’s process for determining the valuation of inventory and testing the classification of inventory.

	Payments due by period
	Total		Less than1 year		1 – 3years		3 – 5years		More than5 years
Finance lease obligations	$	78	$	78	$	—	$	—	$	—
Operating lease obligations		511		321		190		—		—
Note payable -related party		1,384		1,384		—		—		—
Warranty reserve obligations		18		18		—		—		—
Total	$	1,991	$	1,801	$	190	$	—	$	—

Revenue Recognition – Percentage-of-Completion Method

14Description of the Matter

~~Table~~As described in Note 1 of ~~Contents~~the consolidated financial statements, for those long-term fixed-price contracts for which control transfers over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The Company generally accounts for these contracts using the cost-to-cost measure of progress. Under the cost-to-cost measure of progress, the estimation of progress toward completion is subject to assumptions and variables and requires significant judgment.

~~Critical~~Auditing ~~Accounting~~the ~~Policies~~Company’s estimate of total contract costs at completion is especially challenging due to the judgmental and ~~Estimates~~subjective nature of the estimation of remaining costs to complete, including material, labor and subcontracting costs, among others, unique to each revenue arrangement. In particular, the significant estimation related to management’s judgment in estimating contract costs and evaluating changes in the estimates of costs at completion as circumstances change and as new information is received. The revisions in contract estimates can materially affect the Company’s operating results.

~~Management’s~~How ~~Discussion~~We ~~and~~Addressed ~~Analysis of Consolidated Financial Condition and Results of Operations are based upon~~ the ~~Company’s~~Matter ~~consolidated financial statements. These consolidated financial statements have been prepared~~ in ~~accordance~~Our ~~with~~Audit accounting principles generally accepted in the United States of America (“U.S. GAAP”). These principles require the use of estimates and assumptions that affect amounts reported and disclosed in the consolidated financial statements and related notes. The accounting policies that may involve a higher degree of judgments, estimates, and complexity include inventory valuation, contract revenue recognition as well as profitability or loss recognition estimates, and the sufficiency of the valuation reserve relating to deferred tax assets. The Company uses the following methods and assumptions in determining its estimates:

~~Inventory~~We ~~valuation~~obtained an understanding and evaluated the Company’s revenue recognition review process. To test the estimate of contract costs to complete, our audit procedures included, among others, testing significant components of the estimate noted above, assessing the completeness of the cost estimates, reviewing changes in the estimates from previous periods and testing underlying data used by management. For example, our procedures included discussing project status with business personnel responsible for managing the contractual arrangements, inspecting evidence to support the assumptions made by management, and evaluating the key assumptions utilized in development of the remaining contract costs to complete the arrangement. We also reviewed documentation of management’s estimates through the reporting date for evidence of changes that would impact estimates as of the balance sheet date.

~~Management regularly reviews the Company’~~/s/ ~~investment~~Hancock inAskew ~~inventories~~& ~~for declines in value and writes down the cost when it is apparent that the expected net realizable value of the inventory falls below its carrying amount~~Co. The Company operates in an environment of constantly changing technologies and retains a certain amount of inventory for legacy products for maintenance and replacement capabilities for its customers. The Company maintains inventory on certain products to ensure it has adequate inventory to fulfill orders for transitioning product lines. Management reviews inventory levels on a quarterly basis. Such reviews include observations of product development trends of the original equipment manufacturers, ~~new products being marketed, and technological advances relative to the product capabilities of the Company’s existing inventories.~~ LLP

~~Revenue~~We ~~recognition~~have served as the Company’s auditor since 2017.

~~The~~Peachtree ~~Company recognizes revenue upon transfer of control of the promised products or services to customers~~Corners, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services. VDC derives revenue primarily from sales of simulation and video wall systems, cyber secure products, data displays, and keyboards. The Company excludes sales and usage-based taxes from revenue. Georgia

~~The~~July Company’s simulation and video wall systems are custom-built (using commercial off-the-shelf products) to customer specifications under fixed price contracts. Judgment is required to determine whether each product and service is considered to be a distinct performance obligation that should be accounted for separately under the contract. Generally2, these contracts contain one performance obligation (the installation of a fully functional system). The Company recognizes revenue for these systems over time as control is transferred based on labor hours incurred on each project based on the percentage of completion method. 2024

The Company recognizes revenue related to its cyber secure products, data displays, and keyboards at a point in time when control is transferred to the customer (generally upon shipment of the product to the customer). 17

~~Timing~~Video ofDisplay ~~invoicing~~Corporation to customers may differ from timing of revenue recognition; however, the Company’s contracts do not include a significant financing component as substantially all invoices have terms of 30 days or less. The Company is applying the practical expedient to exclude from consideration any contracts with payment terms of one year or less and ~~does not offer terms extending beyond one year.~~ Subsidiaries

~~Income~~Consolidated ~~taxes~~Balance Sheets

~~Deferred income taxes are provided to reflect the tax consequences~~ (in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has established a valuation allowance of $6 million on the Company’s deferred tax assets. thousands)

The Company accounts for uncertain tax positions under the provisions of ASC Topic 740, which contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company’s tax positions and tax benefits, which may require periodic adjustments. At February 28, 2023, the Company did not record any liabilities for uncertain tax positions.

	February 29,			February 28,
	2024			2023

Assets
Current assets
Cash and cash equivalents	$	169		$	361
Accounts receivable, less allowance for bad debts of $3 and $6		747			486
Inventories, net		2,566			1,234
Contract assets		341			280
Prepaid expenses and other current assets		63			206
Assets of discontinued operations		-			1,606
Total current assets		3,886			4,173

Property, plant and equipment:
Buildings		753			707
Construction in progress		9			9
Machinery and equipment		3,515			3,274
		4,277			3,990
Accumulated depreciation		(3,604	)		(3,437	)
Net property, plant and equipment		673			553

Right of use assets under operating leases		180			354
Other noncurrent assets		-			2
Assets of discontinued operations		-			278
Total assets	$	4,739		$	5,360

~~Off-Balance~~The ~~Sheet~~accompanying ~~Arrangements~~notes are an integral part of these consolidated statements.

~~The Company does not have during the periods presented, and the Company does not currently have, any off-balance sheet arrangements, as defined under SEC rules.~~ 18

	February 29,			February 28,
	2024			2023
Liabilities and Shareholders’ Equity (Deficit)
Current liabilities
Accounts payable (including related party payables of ($141 and $616; Note 4)	$	927		$	1,202
Accrued liabilities		864			765
Contract liabilities		889			923
Current maturities of financing lease obligations		-			74
Current operating lease liabilities		180			185
Note payable to officers and directors, current (Note 4)		2,144			1,384
Liabilities of discontinued operations		-			937
Total current liabilities		5,004			5,470

Long-term operating lease liabilities		-			169
Long-term liability		146			-
Total liabilities		5,150			5,639

Shareholders’ Equity (Deficit)
Preferred stock, no par value – 10,000 shares authorized; none issued and outstanding		-			-
Common stock, no par value – 50,000 shares authorized; 9,732 issued; 5,878 outstandingat February 29, 2024 and February 28, 2023		7,293			7,293
Additional paid-in capital		281			281
Retained earnings		8,297			8,429
Treasury stock, 3,854 shares, at cost		(16,282	)		(16,282	)
Total shareholders’ equity (deficit)		(411	)		(279	)
Total liabilities and shareholders’ equity (deficit)	$	4,739		$	5,360

~~Table~~The accompanying notes are an integral part of ~~Contents~~these consolidated statements.

~~Recent Accounting Pronouncements~~ 19

~~Refer~~Video toDisplay ~~Note~~Corporation ~~1, “Summary of Significant Accounting Policies” for a discussion of recent accounting pronouncements~~ and ~~their effect on the Company.~~ Subsidiaries

~~Impact~~Consolidated Statements of ~~Inflation~~ Operations

~~Inflation~~(in ~~has~~thousands, ~~not~~except ~~had~~per ashare ~~material effect on the Company’s results of operations to date.~~ data)

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

	February 29, 2024			February 28, 2023

Net sales	$	8,297		$	5,624
Cost of goods sold		5,314			4,118
Gross profit		2,983			1,506

Operating expenses
Selling and delivery		670			456
General and administrative		2,677			2,753
		3,347			3,209
Operating loss		(364	)		(1,703	)

Other income (expense)
Interest expense, net		(4	)		(15	)
Gain on sale of fixed assets		-			2
Employee retention credit income		238			-
Gain on sale of subsidiaries		370			-
Other income, net		283			469
Total other income, net		887			456
Income (loss) from continuing operations before income taxes		523			(1,247	)
Income tax expense		-			-
Net income (loss) from continuing operations	$	523		$	(1,247	)
Loss from discontinued operations, net of income taxes	$	(655	)	$	(746	)
Net loss	$	(132	)	$	(1,993	)

Net income (loss) per share:

From continuing operations-basic	$	0.09		$	(0.21	)
From continuing operations-diluted	$	0.09		$	(0.21	)

From discontinued operations-basic	$	(0.11	)	$	(0.13	)
From discontinued operations-diluted	$	(0.11	)	$	(0.13	)

From net loss - basic	$	(0.02	)	$	(0.34	)
From net loss - diluted	$	(0.02	)	$	(0.34	)

Average shares outstanding – basic		5,878			5,878

Average shares outstanding – diluted		5,922			5,878

The ~~Company’s~~accompanying ~~primary~~notes ~~market~~are ~~risks~~an ~~include~~integral ~~changes~~part in technology and government spending. The rapid advances in video and projection technology present a challenge for the Company’s management and engineers to be able to meet the ever-changing demands in the markets in which it operates. The Company did a significant amount of ~~business~~these ~~with~~consolidated ~~the government (51% of revenues) in fiscal 2023~~statements. ~~Failure of the government to continue to fund programs in the Company’s markets could have a detrimental effect on the Company.~~

16 20

~~Table~~Video ofDisplay ~~Contents~~Corporation and Subsidiaries

~~P10YP25YP5YP10Yhttp://fasb.org/us-gaap/2022#ContractWithCustomerAssetNetCurrent~~Consolidated Statements of Shareholders’ Equity (Defict)

~~Item 8.~~(in ~~Financial Statements and Supplementary Data.~~ thousands)

Video Display Corporation and Subsidiaries

	Common Shares*		Share Amount		Additional Paid-in Capital		Retained Earnings			Treasury Stock			Total Shareholders’ Equity (Deficit)


Balance, March 1, 2022		5,878	$	7,293	$	281	$	10,422		$	(16,282	)	$	1,714

Net loss		-		-		-		(1,993	)		-			(1,993	)

Balance, February 28, 2023		5,878	$	7,293	$	281	$	8,429		$	(16,282	)	$	(279	)

Net loss		-		-		-		(132	)		-			(132	)

Balance, February 29, 2024		5,878	$	7,293	$	281	$	8,297		$	(16,282	)	$	(411	)

~~Index~~*Common toShares ~~Consolidated~~are ~~Financial~~shown ~~Statements~~net of Treasury Shares

Report of Independent Registered Public Accounting Firm (PCAOB: 794)		18
Consolidated Balance Sheets as of February 28, 2023 and February 28, 2022		20
Consolidated Statements of Operations for the years ended February 28, 2023 and February 28, 2022		22
Consolidated Statements of Shareholders’ Equity (Deficit) for the years ended February 28, 2023 and February 28, 2022		23
Consolidated Statements of Cash Flows for the years ended February 28, 2023 and February 28, 2022		24
Notes to Consolidated Financial Statements		25

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

17 21

~~Table~~Video ofDisplay ~~Contents~~Corporation and Subsidiaries

~~Report~~Consolidated Statements of ~~Independent~~Cash ~~Registered Public Accounting Firm~~ Flows

To(in ~~the Shareholders and the Board of Directors~~ thousands)

Video Display Corporation

	February 29, 2024			February 28, 2023
Operating Activities
Net loss	$	(132	)	$	(1,993	)
Adjustments to reconcile net loss to net cash used in provided by operating activities:
Loss from discontinued operations, net of tax		655			746
Gain on sale of subsidiaries		(370	)		-
Depreciation expense		167			189
Amortization of intangible assets		-			118
Provision for doubtful accounts		(3	)		3
Non-cash lease cost		174			110
Inventory related charges		88			76
Other		(6	)		(4	)
Changes in working capital items:
Accounts receivable		(258	)		(372	)
Employee retention credit refund receivable		-			463
Inventories		(1,122	)		338
Prepaid expenses and other assets		141			85
Accounts payable and accrued liabilities		345			406
Operating lease liabilities		(174	)		(110	)
Contract assets		(61	)		164
Contract liabilities		(34	)		(854	)
Net cash used in continuing operations operating activities		(590	)		(635	)

Investing Activities
Capital expenditures		(286	)		(39	)
Net cash used in continuing operations investing activities		(286	)		(39	)

Financing Activities
Proceeds from related party loans		760			926
Repayments of lease financing		(74	)		(88	)
Net cash provided by continuing operations financing activities		686			838

Discontinued Operations
Operating activities		(2	)		(5	)
Investing activities		-			-
Financing activities		-			-
Net cash used in discontinued operations		(2	)		(5	)

Net change in cash and cash equivalents		(192	)		159
Cash and cash equivalents, beginning of year		361			202
Cash and cash equivalents, end of year		169			361

~~Opinion~~The onaccompanying ~~the~~notes ~~Financial~~are ~~Statements~~an integral part of these consolidated statements.

~~two-year~~See Note 12 for supplemental cash flow information.

~~two-year~~22

~~Substantial~~Notes ~~Doubt about the Company’s Ability~~ to ~~Continue~~Consolidated asFinancial ~~a Going Concern~~ Statements

~~The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in~~ Note 1 ~~to the consolidated financial statements, the Company has historically reported net losses or breakeven results along with reporting low levels of working capital~~. ~~These~~Summary conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans regarding those matters also are described in Note 1. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of ~~this~~Significant ~~uncertainty.~~Accounting Policies

~~Basis~~Nature ~~for~~of ~~Opinion~~ Business

~~These~~Video ~~consolidated~~Display ~~financial~~Corporation ~~statements~~and ~~are~~subsidiaries (the ~~responsibility of the~~ “Company’s”, ~~management.~~“our” ~~Our~~or ~~responsibility~~“we”) is toa ~~express~~provider anand ~~opinion~~manufacturer onof ~~the~~video ~~Company’s~~products, ~~consolidated~~components, ~~financial~~and ~~statements~~systems ~~based~~for ondata ~~our~~display ~~audits.~~and Wepresentation ~~are~~of aelectronic ~~public~~information ~~accounting~~media ~~firm~~in ~~registered~~various ~~with~~requirements ~~the~~and ~~Public~~environments. The Company ~~Accounting~~designs, ~~Oversight~~engineers, ~~Board~~manufactures, ~~(United~~markets, ~~States)~~distributes ~~(PCAOB)~~ and ~~are~~installs ~~required~~technologically toadvanced bedisplay ~~independent~~products ~~with~~and ~~respect~~systems, tofrom ~~the~~basic ~~Company~~components into ~~accordance~~turnkey ~~with~~systems ~~the~~for ~~U.S.~~government, ~~federal~~military, ~~securities~~aerospace, ~~laws~~medical and ~~the~~commercial ~~applicable~~organizations. ~~rules~~The ~~and~~Company ~~regulations~~serves of the ~~Securities~~simulation, ~~and~~ruggedized ~~Exchange~~displays, ~~Commission~~video wall design and ~~the~~installation, ~~PCAOB.~~tempest products, tempest services.

WePrinciples ~~conducted our audits in accordance with the standards~~ of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Consolidation

~~Our~~The ~~audits included performing procedures to assess the risks of material misstatement of the~~ consolidated financial statements, ~~whether~~include ~~due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding~~ the ~~amounts~~accounts ~~and~~of ~~disclosures in~~ the ~~financial~~Company ~~statements. Our audits also included evaluating the accounting principles used~~ and ~~significant~~its ~~estimates~~wholly-owned ~~made~~subsidiaries byafter ~~management,~~elimination ~~as well as evaluating the overall presentation~~ of ~~the~~all ~~consolidated~~intercompany ~~financial~~accounts ~~statements.~~and ~~We believe that our audits provide a reasonable basis for our opinion~~transactions.

~~Critical~~Fiscal ~~Audit Matters~~ Year

~~The~~All ~~critical~~references ~~audit~~herein ~~matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required~~ to be“2024” ~~communicated to the Board of Directors~~ and ~~that:~~“2023” ~~(1) relate~~mean ~~to accounts or disclosures that are material to~~ the ~~financial~~fiscal ~~statements~~years ~~and~~ended ~~(2) involve~~February ~~especially challenging~~29, ~~subjective,~~2024 ~~or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole,~~ and weFebruary ~~are not~~28, ~~by communicating the critical audit matters below~~2023, ~~providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate~~respectively.

18Basis of Accounting

~~Table~~“The FASB Accounting Standards Codification” (“FASB ASC”) establishes the source of ~~Contents~~authoritative accounting standards generally accepted in the United States of America (“U.S. GAAP”) recognized by the Financial Accounting Standards Board (“FASB”). Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative U.S. GAAP for SEC registrants. The FASB amends the FASB ASC through Accounting Standards Updates (“ASUs”). ASCs and ASUs are referred to throughout these consolidated financial statements.

~~Inventories~~Use of Estimates

~~Description~~The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the ~~Matter~~reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Examples include provisions for returns, warranty reserves, bad debts, valuations on deferred income tax assets, inventory valuation, other intangible assets, accounting for percentage of completion contracts and the length of product life cycles and fixed asset lives. Actual results could vary from these estimates.

~~first-in-first-out~~Going Concern, Banking and Liquidity

~~Auditing~~The ~~management’s~~accompanying ~~estimate~~consolidated offinancial ~~inventory~~statements ~~valuation~~were ~~was~~prepared ~~complex~~on ~~and~~a ~~judgmental~~going asconcern ~~the~~basis, ~~value~~which ~~estimate~~contemplates ~~was~~the ~~sensitive~~realization toof ~~significant~~assets ~~assumptions,~~and ~~such~~the assatisfaction ~~changes~~of liabilities in ~~technology~~the ~~and~~normal ~~aging~~course of ~~the~~business. ~~inventory,~~The ~~costing~~Company has sustained losses for four of ~~inventory,~~the ~~and~~last ~~near-term~~five ~~revenue~~years. ~~and~~The ~~operating~~accumulated ~~margin~~losses ~~projections,~~reported ~~which~~has ~~are~~resulted ~~affected~~from bya ~~expectations~~combination ~~about~~of ~~future~~lower ~~market~~revenues orat ~~economic~~certain ~~conditions~~divisions without a commensurate reduction of expenses. The Company’s working capital and liquid asset position is presented as follows:

How We Addressed the Matter in Our Audit

	February 29, 2024			February 28, 2023

Working capital	$	(1,117	)	$	(1,297	)
Liquid assets	$	169		$	361

WeManagement’s ~~obtained~~plans anwith ~~understanding~~regard ofto ~~the~~improving ~~Company’s~~working ~~inventory~~capital ~~estimation~~includes ~~process~~increasing marketing efforts in its ruggedized displays, and small specialty displays. ToThe ~~test~~Company is developing new products for customers in the ~~value~~ruggedized display section of ~~inventory,~~its webusiness. ~~performed~~The ~~audit~~Company ~~procedures~~received ~~that~~orders ~~included,~~for ~~among~~new ~~others~~ruggedized display products, ~~assessing~~engineered ~~methodologies~~by the Company’s engineering department that were delivered this year and ~~testing~~we have repeat orders coming in the ~~significant~~next ~~assumptions~~fiscal year. The effort to increase ruggedized products is ongoing and the ~~underlying~~engineering ~~data~~department ~~used~~is byworking ~~the~~on ~~Company~~other new products which we expect to receive orders and ship in ~~its~~the ~~analysis.~~next ~~For~~fiscal ~~example,~~year. ~~these~~The ~~procedures~~Company ~~included,~~has ~~among~~restructured ~~others,~~the ~~performing~~TEMPEST ~~procedures~~business to ~~test~~reduce costs and focus on the ~~existence~~service side of ~~inventory,~~the ~~evaluating~~business and ~~testing~~do ~~management’s~~product ~~process~~business ~~for~~as ~~determining~~it ~~the~~presents ~~valuation~~itself. ofThe ~~inventory~~Company sold its two business units in Kentucky, Lexel Imaging and ~~testing~~Unicomp ~~the~~which ~~classification~~did ofnot ~~inventory.~~have a viable plan to get to profitability.

~~Percentage-of-Completion~~23

~~Description~~The Company’s efforts to increase revenues by upgrading its sales and marketing efforts are showing results with an increase in the Company’s sales, especially in ruggedized products. These efforts have increased revenues from last year and will increase them even more in the upcoming fiscal year as the Company’s business typically has longer lead times from initial contact to a sale and including the amount of time to develop the ~~Matter~~products by engineering. The pandemic has also slowed down the process of obtaining new business as many of our government customers and potential customers are still working from home. Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow.

~~cost-~~The Company moved the corporate accounting functions to~~-cost~~ the Cocoa, Florida location which allows the Company to become more efficient and save money on reducing redundant operations. The Company has not automatically replaced employees who have left the Company while it works to increase business. The Company reduced expenses further by closing the Tucker, Georgia facility on March 31, 2022.

~~cost-~~If additional and more permanent capital is required to~~-cost~~ fund the operations of the Company, no assurance can be given that the Company will be able to obtain the capital on terms favorable to the Company, if at all.

~~Auditing~~The ability of the Company’s ~~estimate~~to ofcontinue ~~total~~as ~~contract~~a ~~costs~~going atconcern ~~completion~~ is ~~especially~~dependent ~~challenging~~upon ~~due to~~ the ~~judgmental~~success ~~and~~of ~~subjective~~management’s ~~nature~~plans ofto improve the ~~estimation~~operational effectiveness of ~~remaining~~the ~~costs to complete~~operations, ~~including~~the ~~material,~~procurement ~~labor~~of ~~and~~suitable ~~subcontracting costs~~financing, ~~among~~or ~~others,~~a ~~unique~~combination toof ~~each revenue arrangement~~these. InThe ~~particular,~~uncertainty regarding the ~~significant~~potential ~~estimation~~success ~~related~~of to management’s ~~judgment~~plan increate ~~estimating~~substantial ~~contract~~doubt ~~costs~~about ~~and evaluating changes in~~ the ~~estimates~~ability of ~~costs~~the atCompany ~~completion~~to ascontinue ~~circumstances change and~~ as ~~new~~a ~~information~~going ~~is received~~concern. ~~The revisions in contract estimates can materially affect the Company’s operating results.~~

~~How~~Revenue ~~We Addressed the Matter in Our Audit~~ Recognition

We ~~obtained~~recognize ~~an understanding and evaluated the Company’s~~ revenue ~~recognition~~when ~~review~~we ~~process.~~transfer Tocontrol ~~test~~of the ~~estimate~~promised ofproducts ~~contract~~or ~~costs~~services to ~~complete,~~ our ~~audit procedures included~~customers, ~~among~~in ~~others,~~an ~~testing~~amount ~~significant~~that ~~components~~reflects of the ~~estimate~~consideration ~~noted~~we ~~above,~~expect ~~assessing~~to ~~the~~be ~~completeness~~entitled ofto ~~the cost estimates, reviewing changes~~ in ~~the~~exchange ~~estimates~~for ~~from~~those ~~previous~~products ~~periods~~or ~~and testing underlying data used by management~~services. ~~For~~We ~~example,~~derive our ~~procedures~~revenue ~~included~~primarily ~~discussing~~from ~~project~~sales ~~status~~of ~~with~~simulation ~~business~~and ~~personnel~~video ~~responsible~~wall ~~for managing the contractual arrangements~~systems, ~~inspecting~~cyber ~~evidence~~secure ~~to support the assumptions made by management~~products, and ~~evaluating~~rugged ~~the key assumptions utilized in development of the remaining contract costs to complete the arrangement~~displays. We ~~also~~exclude ~~reviewed~~sales ~~documentation~~and ofusage-based ~~management’s~~taxes ~~estimates~~from ~~through the reporting date for evidence of changes that would impact estimates as of the balance sheet date~~revenue.

~~/s/~~Our ~~Hancock~~simulation ~~Askew~~and &video Cowall systems are custom-built (using commercial off-the-shelf products) to customer specifications under fixed price contracts. Judgment is required to determine whether each product and service is considered to be a distinct performance obligation that should be accounted for separately under the contract. Generally, ~~LLP~~these contracts contain one performance obligation (the installation of a fully functional system). We recognize revenue for these systems over time based on labor hours incurred on each project based on the percentage of completion method. Any losses identified on contracts are recognized immediately. Contract accounting requires significant judgment relative to assessing risks, estimating contract costs and making related assumptions for schedule and technical issues. With respect to contract change orders, claims, or similar items, judgment must be used in estimating related amounts and assessing the potential for realization. These amounts are only included in contract value when they can be reliably estimated and realization is probable. Billings are generated based on specific contract terms, which might be a progress payment schedule, specific shipments, etc. Changes in job performance, manufacturing efficiency, final contract settlements, and other factors affecting estimated profitability may result in revisions to costs and income and are recognized in the period in which the revisions are determined.

We ~~have~~recognize ~~served~~revenue asrelated to our cyber secure products, and rugged displays at a point in time when control is transferred to the ~~Company’s~~customer ~~auditor~~(generally ~~since~~upon ~~2017.~~shipment of the product to the customer).

~~Peachtree~~Timing ~~Corners~~of invoicing to customers may differ from timing of revenue recognition; however, ~~Georgia~~our contracts do not include a significant financing component as substantially all of our invoices have terms of 30 days or less. We are applying the practical expedient to exclude from consideration any contracts with payment terms of one year or less and we never offer terms extending beyond one year.

~~May 30,~~Contract ~~2023~~assets represents revenue recognized in excess of amounts billed. Contract liabilities represents amounts collected prior to having completed performance on certain of our simulation or video wall system projects. The change in contract liabilities is due to the timing of customer deposits for orders offset by customer deposits recognized as revenue during the period. We expect to recognize revenue for any performance obligations within a twelve-month period and have elected not to provide disclosures regarding remaining performance obligations for contracts with a term of 1 year or less.

19 24

~~Table~~The offollowing ~~Contents~~table presents the Company’s revenue disaggregated by division (in thousands):

Video Display Corporation and Subsidiaries

	2024		2023
Simulation and training (including video walls)	$	7,600	$	5,035
Cyber security		697		589
Total continuing operations	$	8,297	$	5,624
Discontinued operations		1,385		2,478
Total revenue	$	9,682	$	8,102

~~Consolidated~~Cash ~~Balance~~and ~~Sheets~~Cash Equivalents and Investments

(We consider all highly liquid investments purchased with original maturities of three months or less to be cash or cash equivalents. Investment securities that are held by the Company, are bought and held principally for the purpose of selling them in ~~thousands)~~the near term, and principally consist of equity securities and mutual funds. These equity investments are carried at fair value with realized gains or losses and changes in fair value included in operations.

	February 28,2023			February 28,2022
Assets
Current assets
Cash and cash equivalents	$	400		$	245
Accounts receivable, less allowance for bad debts of $6 and $3		829			390
Employee retention credit refund receivable		—			796
Inventories, net		2,458			3,342
Contract assets		280			444
Prepaid expenses and other current assets		206			297
Total current assets		4,173			5,514
Property, plant and equipment:
Buildings		789			778
Construction in progress		9			—
Machinery and equipment		5,384			5,359
		6,182			6,137
Accumulated depreciation		(5,479	)		(5,247	)
Net property, plant and equipment		703			890
Right of use assets under operating leases		482			592
Intangible assets, net		—			118
Other noncurrent assets		2			2
Total assets	$	5,360		$	7,116

Fair Value Measurements and Financial Instruments

The ~~accompanying~~FASB’s ~~notes~~fair ~~are~~value measurement guidance establishes a fair value hierarchy which requires an ~~integral~~entity ~~part~~to maximize the use of ~~these~~observable ~~consolidated~~inputs ~~statements~~and minimize the use of unobservable inputs when measuring fair value. The guidance describes three levels of inputs that may be used to measure fair value:

	Level 1	Quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

	Level 2	Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

	Level 3	Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

~~Table~~The Company’s financial instruments which are not measured at fair value on the consolidated balance sheets include cash, accounts receivable, short-term liabilities, and debt. The estimated fair value of ~~Contents~~these financial instruments approximate cost due to the short period of time to maturity. Recorded amounts of long-term debt are considered to approximate fair value due to either rates that fluctuate with the market or are otherwise commensurate with the current market.

	February 28,			February 28,
	2023			2022
Liabilities and Shareholders’ Equity (Deficit)
Current liabilities
Accounts payable (including related party payables of ($616 and $360; Note 5)	$	1,629		$	1,465
Accrued liabilities		1,096			855
Contract liabilities		974			1,872
Current maturities of financing lease obligations		74			98
Current operating lease liabilities		313			257
Note payable to officers and directors, current (Note 5)		1,384			458
Total current liabilities		5,470			5,005
Long-term operating lease liabilities		169			333
Finance lease obligations less current maturities		—			64
Total liabilities		5,639			5,402
Shareholders’ Equity (Deficit)
Preferred stock, no par value – 10,000 shares authorized; none issued and outstanding		—			—
Common stock, no par value – 50,000 shares authorized; 9,732 issued; 5,878 outstanding at February 28, 2023and 2022		7,293			7,293
Additional paid-in capital		281			281
Retained earnings		8,429			10,422
Treasury stock, 3,854 shares, at cost		(16,282	)		(16,282	)
Total shareholders’ equity (deficit)		(279	)		1,714
Total liabilities and shareholders’ equity (deficit)	$	5,360		$	7,116

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are customer obligations due under normal trade terms. The ~~accompanying~~Company ~~notes~~sells ~~are~~its anproducts ~~integral~~primarily ~~part~~to general contractors, government agencies, manufacturers, and consumers of ~~these~~video ~~consolidated~~displays. ~~statements~~Management performs continuing credit evaluations of its customers’ financial condition and although the Company generally does not require collateral, letters of credit may be required from its customers in certain circumstances, such as foreign sales. The allowance for doubtful accounts is determined by reviewing all accounts receivable and applying credit loss experience to the current receivable portfolio with consideration given to the current condition of the economy, assessment of the financial position of the creditors as well as payment history and overall trends in past due accounts compared to established thresholds. The Company monitors credit exposure and assesses the adequacy of the allowance for doubtful accounts on a regular basis. Historically, the Company’s allowance has been sufficient for any customer write-offs. Management believes accounts receivable are stated at amounts expected to be collected.

21 25

~~Table~~The following is a roll-forward of ~~Contents~~the allowance for doubtful accounts (in thousands):

Video Display Corporation and Subsidiaries

			Additions:
Description	Balance at Beginning of Period		Charged to Costs and Expenses		Deductions			Balance at End of Period
February 29, 2024	$	6	$	-	$	(3	)	$	3
February 28, 2023	$	3	$	3	$	-		$	6

~~Consolidated~~Warranty ~~Statements of Operations~~ Reserves

~~(in~~The ~~thousands,~~Company ~~except~~records ~~per~~a ~~share~~liability ~~data)~~for estimated warranty obligations at the date products are sold. Adjustments are made as new information becomes available.

	February 28,2023			February 28,2022
Net sales	$	8,102		$	7,001
Cost of goods sold		6,930			7,324
Gross profit (loss)		1,172			(323	)
Operating expenses
Selling and delivery		446			555
General and administrative		3,505			3,753
	3,951			4,308
Operating loss		(2,779	)		(4,631	)
Other income (expense)
Interest expense, net		(15	)		(25	)
Gain on extinguishment of PPP loans		—			1,084
Employee retention credit income		31			796
Gain on disposal of assets		5			—
Other income, net		765			216
Total other income, net		786			2,071
(Loss) income before income taxes		(1,993	)		(2,560	)
Income tax expense		—			—
Net (loss) income	$	(1,993	)	$	(2,560	)
Net (loss) income per share-basic	$	(0.34	)	$	(0.44	)
Net (loss) income per share-diluted	$	(0.34	)	$	(0.44	)
Average shares outstanding – basic		5,878			5,878
Average shares outstanding – diluted		5,878			5,878

The warranty reserve is determined by recording a specific reserve for known warranty issues and a general reserve based on claims experience. The Company considers actual warranty claims compared to net sales, then adjusts its reserve liability accordingly. Actual claims incurred could differ from the original estimates, requiring adjustments to the reserve. Management believes that historically its procedures have been adequate and does not anticipate that its assumptions are reasonably likely to materially change in the future.

~~The accompanying notes are an integral part of these consolidated statements.~~ Inventories

22Inventories consist primarily of LCDs, computers digital projectors, video components, electronic parts and fabricated metal. Inventories are stated at the lower of cost (first-in, first-out) or market. The Company periodically reviews inventories for excess or obsolescence and writes down based on current economic conditions, historical sales quantities or patterns, and in some cases, specific risk of loss on specifically identified inventory. Such inventories are recorded at estimated realizable value net of the costs of disposal.

~~Table~~Property, ofPlant ~~Contents~~and Equipment

~~Video~~Property, ~~Display~~plant, ~~Corporation~~and equipment are stated at cost. Depreciation is computed principally by the straight-line method for financial reporting purposes over the following estimated useful lives: Buildings – ten to twenty-five years; Machinery and ~~Subsidiaries~~Equipment – five to ten years. In addition, leasehold improvements are amortized over the shorter of the useful life of the asset or the related lease term. Depreciation expense totaled approximately $167 thousand and $189 thousand for the fiscal years ended 2024 and 2023, respectively. Substantial betterments to property, plant, and equipment are capitalized and routine repairs and maintenance are expensed as incurred.

~~Consolidated~~Business ~~Statements of Shareholders’ Equity (Defict)~~ Combinations

(When the Company acquires businesses, it applies the acquisition method of accounting and recognizes the identifiable assets acquired, the liabilities assumed, and any non-controlling interests in ~~thousands)~~an acquiree at their fair values on the acquisition date, which requires significant estimates and assumptions. Goodwill, if any, would be measured as the excess of the fair value of the consideration transferred over the net of the acquisition date fair values of the identifiable assets acquired and liabilities assumed. The acquisition method requires the Company to record provisional amounts for any items for which the accounting is not complete at the end of a reporting period. The Company must complete the accounting during the measurement period, which cannot exceed one year. Adjustments made during the measurement period could have a material impact on the Company's financial condition and results of operations.

	CommonShares*		ShareAmount		AdditionalPaid-inCapital		RetainedEarnings			TreasuryStock			TotalShareholders’Equity(Deficit)
Balance, March 1, 2021		5,878	$	7,293	$	281	$	12,982		$	(16,282	)	$	4,274
Net loss		—		—		—		(2,560	)		—			(2,560	)
Balance, February 28, 2022		5,878	$	7,293	$	281	$	10,422		$	(16,282	)	$	1,714
Net loss		—		—		—		(1,993	)		—			(1,993	)
Balance, February 28, 2023		5,878	$	7,293	$	281	$	8,429		$	(16,282	)	$	(279	)

The Company typically measures customer relationship and other intangible assets using an income approach. Significant estimates and assumptions used in this approach include discount rates and certain assumptions that form the basis of the forecasted cash flows expected to be generated from the asset (e.g., future revenue growth rates, operating margins and attrition rates). If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, the Company could record impairment charges. In addition, the Company has estimated the economic lives of certain acquired tangible and intangible assets and these lives are used to calculate depreciation and amortization expense. If the Company's estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired.

* Common Shares are shown net of Treasury Shares26

~~The~~Impairment ~~accompanying notes are an integral part~~ of ~~these~~Long-lived ~~consolidated statements.~~ Assets

23Management reviews and assesses long-lived assets, which includes property, plant, and equipment and intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In performing the review for recoverability, management estimates the future cash flows expected to result from the use of the asset. If the sum of the undiscounted expected cash flows is less than the carrying amount of the asset, an impairment loss is recognized based upon the estimated fair value of the asset. The Company did not recognize any impairment charges associated with its long-lived or intangible assets.

~~Table~~Share-Based ofCompensation ~~Contents~~Plans

~~Video~~The ~~Display~~Company ~~Corporation~~accounts for employee share-based compensation under the fair value method and ~~Subsidiaries~~uses an option pricing model for estimating the fair value of stock options at the date of grant.

~~Consolidated~~Share ~~Statements~~Repurchase ~~of Cash Flows~~ Program

(The Company has a share repurchase program, pursuant to which it had been authorized to repurchase up to 2,632,500 shares of the Company’s common stock in ~~thousands)~~the open market. On January 20, 2014 the Board of Directors of the Company approved a one-time continuation of the stock repurchase program, and authorized the Company to repurchase up to 1,500,000 additional shares of the Company’s common stock in the open market. There is no minimum number of shares required to be repurchased under the program. During the fiscal years ended February 29, 2024 and February 28, 2023, the Company did not repurchase any of its shares. Under this program, an additional 490,186 shares remain authorized to be repurchased by the Company on February 29, 2024.

	February 28,2023			February 28,2022
Operating Activities
Net (loss) income	$	(1,993	)	$	(2,560	)
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation expense		231			268
Amortization of intangible assets		118			129
Provision for doubtful accounts		3			14
Inventory related charges		455			919
Non cash lease cost		110			535
Gain on extinguishment of PPP loans		—			(1,084	)
Gain on disposal of assets		(5	)		—
Changes in working capital items:
Accounts receivable		(442	)		910
Employee retention credit refund receivable		796			(796	)
Inventories		429			(234	)
Prepaid expenses and other assets		91			165
Accounts payable and accrued liabilities		405			990
Operating lease liabilities		(108	)		(567	)
Contract assets		164			1,090
Contract liabilities		(898	)		155
Net cash used in operating activities		(644	)		(66	)
Investing Activities
Capital expenditures		(45	)		(79	)
Proceeds from sale of assets		5			—
Net cash used in investing activities		(40	)		(79	)
Financing Activities
Proceeds from related party loans		926			275
Repayments of lease financing		(87	)		(78	)
Repayments of notes payable		—			(100	)
Net cash provided by financing activities		839			97
Net change in cash and cash equivalents		155			(48	)
Cash and cash equivalents, beginning of year		245			293
Cash and cash equivalents, end of year		400			245

Income Taxes

The ~~accompanying~~Company ~~notes~~accounts ~~are~~for anincome ~~integral~~taxes ~~part~~under the asset and liability method which requires the recognition of ~~these~~deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than possible enactments of changes in the tax laws or rates.

~~See~~Deferred ~~Note~~tax 12assets ~~for~~are ~~supplemental~~reduced ~~cash~~by ~~flow~~a ~~information~~valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has determined that a valuation allowance is needed due to recent taxable net operating losses, the sale of profitable divisions and the limited taxable income in the carry back periods. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income or expense in the period that includes the enactment date.

24Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and certain tax loss carryforwards, less any valuation allowance.

~~Table~~The Company accounts for uncertain tax positions as required in that a position taken or expected to be taken in a tax return is recognized in the consolidated financial statements when it is more likely than not (i.e., a likelihood of ~~Contents~~more than fifty percent) that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of February 29, 2024, and February 28, 2023, the Company did not have any material unrecognized tax benefits.

~~Notes~~The Company recognizes accrued interest and penalties related to ~~Consolidated~~unrecognized ~~Financial~~tax ~~Statements~~benefits as components of interest expense and other expense, respectively, in arriving at pretax income. The Company did not have any interest and penalties accrued as of February 29, 2024, and February 28, 2023.

~~Note~~The 1.Company’s ~~Summary~~tax ofyears ~~Significant~~ended ~~Accounting~~back ~~Policies~~to fiscal 2021 remain open to examination by the Internal Revenue Service (“IRS”).

~~Nature of Business~~ 27

~~Video~~Earnings ~~Display Corporation and subsidiaries~~ (~~the “Company”, “our” or “we”~~Loss) isper a provider and manufacturer of video products, components, and systems for data display and presentation of electronic information media in various requirements and environments. The Company designs, engineers, manufactures, markets, distributes and installs technologically advanced display products and systems, from basic components to turnkey systems for government, military, aerospace, medical and commercial organizations. The Company serves the simulation, ruggedized displays, video wall design and installation, tempest products, tempest services, cathode ray tubes (CRTS) and keyboard manufacturing industries. Share

~~Principles~~Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of ~~Consolidation~~common shares outstanding during each year. Shares issued or repurchased during the year are weighted for the portion of the year that they were outstanding. Diluted earnings per share is calculated in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive common shares that were outstanding during the period.

The ~~consolidated~~following ~~financial~~is ~~statements~~a ~~include~~reconciliation ~~the accounts~~ of ~~the~~basic ~~Company~~earnings ~~and~~(loss) ~~its~~per ~~wholly-owned~~share ~~subsidiaries~~to ~~after~~diluted ~~elimination~~earnings of(loss) ~~all~~per ~~intercompany~~share ~~accounts~~for 2024 and ~~transactions.~~2023, (in thousands, except for per share data):

Fiscal Year

	Net Income (Loss)			Average Shares Outstanding		Net (Loss) Income Per Share
2024
Basic –continuing operations	$	523			5,878	$	0.09
Diluted –continuing operations		523			5,922		0.09
Basic-discontinued operations		(655	)		5,878		(0.11	)
Diluted –discontinued operations		(655	)		5,922		(0.11	)
Basic - total		(132	)		5,878		(0.02	)
Diluted - total	$	(132	)		5,922	$	(0.02	)

2023
Basic-continuing operations	$	(1,247	)		5,878	$	(0.21	)
Diluted‑continuing operations		(1,247	)		5,878		(0.21	)
Basic-discontinued operations		(746	)		5,878		(0.13	)
Diluted‑discontinued operations		(746	)		5,878		(0.13	)
Basic- total		(1,993	)		5,878		(0.34	)
Diluted - total	$	(1,993	)		5,878	$	(0.34	)

~~All~~Stock ~~references~~options ~~herein~~convertible tointo ~~“2023”~~200,000 ~~and~~shares ~~“2022”~~of ~~mean~~ the ~~fiscal~~Company’s ~~years~~common ~~ended~~stock ~~February 28,~~were anti-dilutive in fiscal 2023 due to the net loss from continuing operations position and ~~February 28~~therefore, ~~2022,~~were ~~respectively.~~excluded from the fiscal 2023 diluted earnings (loss) per share calculation.

~~Basis~~Segment ~~of Accounting~~ Reporting

~~“The~~An ~~FASB~~operating ~~Accounting~~segment ~~Standards~~is ~~Codification”~~defined ~~(“FASB~~as ~~ASC”)~~a ~~establishes~~component ~~the~~that ~~source~~engages ofin ~~authoritative~~business ~~accounting~~activities, ~~standards~~whose ~~generally~~operating ~~accepted~~results inare ~~the~~reviewed ~~United~~by ~~States~~the ofchief ~~America~~operating ~~(“U.S.~~decision ~~GAAP”) recognized~~maker byin ~~the~~order ~~Financial~~to ~~Accounting~~make ~~Standards~~decisions ~~Board~~about ~~(“FASB”).~~allocating ~~Rules~~resources, and ~~interpretive~~for ~~releases~~which ofdiscrete ~~the~~financial ~~Securities~~information ~~and~~is ~~Exchange~~available. ~~Commission~~We ~~(“SEC”) under~~operate ~~authority~~and ofmanage ~~federal~~our ~~securities~~business ~~laws~~as ~~are~~one ~~also~~reportable ~~sources~~segment. All of ~~authoritative~~our ~~U.S.~~divisions ~~GAAP~~have ~~for~~similarities ~~SEC~~such ~~registrants.~~as ~~The~~products ~~FASB~~and ~~amends~~markets served; therefore, we believe they meet the ~~FASB~~criteria ~~ASC~~for ~~through~~aggregation ~~Accounting~~under ~~Standards~~the ~~Updates~~applicable ~~(“ASUs”).~~authoritative ~~ASCs~~guidance and, ~~ASUs~~as such, these operations are ~~referred~~reported toas ~~throughout~~one ~~these~~segment within the consolidated financial statements.

~~Use~~Sales to foreign customers were 3% of ~~Estimates~~consolidated net sales for fiscal 2024 and 8% of consolidated net sales for fiscal 2023.

~~The~~Recent ~~preparation~~Accounting ofPronouncements financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Examples include provisions for returns, warranty reserves, bad debts, valuations on deferred income tax assets, inventory valuation, other intangible assets, accounting for percentage of completion contracts and the length of product life cycles and fixed asset lives. Actual results could vary from these estimates.

~~Going~~Accounting ~~Concern,~~Pronouncements ~~Banking~~Recently ~~and Liquidity~~ Adopted

~~The~~In ~~accompanying~~June ~~consolidated~~2016, ~~financial~~the ~~statements~~FASB ~~were~~issued ~~prepared~~ASU 2016-13, Financial onInstruments-Credit aLosses ~~going~~(Topic ~~concern~~326): ~~basis~~Measurement of Credit Losses on Financial Instruments, which ~~contemplates~~requires the ~~realization~~measurement and recognition of expected credit losses for financial assets ~~and~~held ~~the~~at ~~satisfaction~~amortized ofcost, ~~liabilities~~including intrade receivables. ASU 2016-13 replaces the ~~normal~~existing ~~course~~incurred ofloss ~~business.~~impairment ~~The~~model ~~Company~~with ~~has~~an ~~sustained~~expected ~~losses~~loss ~~for~~model ~~four~~that ofrequires the ~~last~~use ~~five~~of ~~years~~forward-looking information to calculate credit loss estimates. ~~The~~This ~~accumulated~~guidance ~~losses~~is ~~reported~~effective ~~has~~for ~~resulted~~annual ~~from~~reporting aperiods ~~combination~~beginning ofafter ~~lower~~December 15, ~~revenues~~2022 atfor ~~certain~~smaller ~~divisions~~reporting ~~without~~companies, awith ~~commensurate~~early ~~reduction~~adoption ofpermitted. ~~expenses~~Entities will apply the amendments using a modified retrospective approach. The ~~Company’s~~adoption ~~working~~of ~~capital~~ASU ~~and~~2016-13 ~~liquid~~did ~~asset~~not ~~position~~have isa ~~presented~~material asimpact ~~follows:~~on its financial statements and related disclosures.

	February 28, 2023			February 28, 2022
Working capital	$	(1,297	)	$	509
Liquid assets	$	400		$	245

~~Management’s~~Note ~~plans with regard to improving working capital includes increasing marketing efforts in its ruggedized displays, and small specialty displays~~2. The Company is developing new products for customers in the ruggedized display section of its business. The Company has orders for ruggedized display products which are being engineered by the Company’s engineering department which will be delivered in the Company’s next fiscal year. The Inventories

Inventories 25consisted of the following (in thousands):

Table of Contents

	February 29,		February 28,
	2024		2023

Raw materials	$	1,317	$	839
Work-in-process		628		395
Finished goods		621		-
	$	2,566	$	1,234

~~Company~~During isfiscal ~~also~~2024 ~~entertaining~~and a2023, ~~letter of intent to sell~~ the ~~TEMPEST business to supply working capital for the expanding ruggedized display business. The~~ Company ~~sees~~wrote ~~the~~off ~~ruggedized~~or ~~display~~disposed ~~business~~of asinventories ~~repeatable business and a source~~ of ~~a steady income stream~~$0.1 ~~The~~million ~~Company is working towards streamlining its two business units in Kentucky, Lexel Imaging~~ and ~~Unicomp~~$0.1 ~~The Company is moving from being a manufacturer of CRT products to a distributor of CRT products~~million, ~~while working with customers on last time buys of certain specialty products~~respectively. Unicomp, the keyboard division has completed a redesign of one of its better selling keyboards, forced by the lack of availability of certain computer chips used in the production of the previous model.

~~The~~Note ~~Company’s efforts to increase revenues by upgrading its sales and marketing efforts are showing results with an increase in the Company’s backlog, especially in ruggedized products~~3. ~~These~~Uncompleted efforts have increased revenues from last year and will increase them even more in the upcoming fiscal year as the Company’s business typically has longer lead times from initial contact to a sale and the including the amount of time to develop the products by engineering. The pandemic has also slowed down the process of obtaining new business as many of our customers and potential customers are still working from home. Furthermore, supply chain challenges have slowed down production of certain products due to long lead times on critical items of production, impacting cash flow. Contracts

~~The~~Information ~~Company~~relative ~~moved the corporate accounting functions~~ to ~~the~~contracts ~~Cocoa,~~in ~~Florida~~progress ~~location~~consisted ~~which~~of ~~allows~~ the ~~Company~~following to(in become more efficient and save money on reducing redundant operations. The Company has not automatically replaced employees who have left the Company while it works to increase business. The Company reduced expenses further by closing the Tucker, Georgia facility on March 31, 2022. thousands):

If additional and more permanent capital is required to fund the operations of the Company, no assurance can be given that the Company will be able to obtain the capital on terms favorable to the Company, if at all.

	February 29,			February 28,
	2024			2023

Costs incurred to date on uncompleted contracts	$	337		$	666
Estimated earnings recognized to date on these contracts		395			293
Total costs and estimated gross profit earned		732			959
Less billings to date		(1,280	)		(1,602	)
Contract liabilities, net	$	(548	)	$	(643	)

The ~~ability~~following ofamounts ~~the~~are ~~Company~~included toin ~~continue as a going concern is dependent upon~~ the ~~success~~accompanying ofconsolidated ~~management’s~~balance ~~plans~~sheets tounder ~~improve~~ the ~~operational~~following ~~effectiveness~~captions of(in the operations, the procurement of suitable financing, or a combination of these. The uncertainty regarding the potential success of management’s plan create substantial doubt about the ability of the Company to continue as a going concern. thousands):

Revenue Recognition

	February 29,			February 28,
	2024			2023

Contract assets	$	341		$	280
Contract liabilities		(889	)		(923	)
Contract liabilities, net	$	(548	)	$	(643	)

WeAs ~~recognize~~of ~~revenue~~February ~~when~~29, we2024, ~~transfer~~and ~~control~~February of28, ~~the~~2023, ~~promised~~there ~~products~~were orno ~~services~~production tocosts ~~our~~that ~~customers,~~exceeded inthe anaggregate ~~amount~~estimated ~~that~~cost ~~reflects~~of ~~the~~all ~~consideration~~in weprocess ~~expect~~and todelivered beunits ~~entitled~~relating to incontracts. ~~exchange~~Additionally, ~~for~~there ~~those~~were ~~products~~no orclaims ~~services.~~outstanding Wethat ~~derive~~would ~~our~~affect ~~revenue~~the ~~primarily~~ultimate ~~from~~realization ~~sales~~ of ~~simulation~~full ~~and~~contract ~~video~~values. ~~wall~~As ~~systems~~of February 29, ~~cyber~~2024 ~~secure~~and ~~products~~February 28, ~~rugged displays~~2023, ~~and~~there ~~keyboards.~~were Weno ~~exclude~~progress ~~sales~~payments ~~and~~that ~~usage-based~~had ~~taxes~~been ~~from~~netted ~~revenue.~~against inventory.

~~off-the-shelf~~Note 4. Notes Payable to Officers and Directors (Related Party Transactions)

WeIn ~~recognize~~fiscal ~~revenue~~2023, ~~related~~the toCompany ~~our~~increased ~~cyber~~borrowings ~~secure~~by ~~products,~~$926 ~~rugged~~thousand ~~displays,~~to fund working capital needs and ~~keyboards~~owes atan aadditional ~~point~~$256 thousand in ~~time~~Company ~~when~~rent ~~control~~that is ~~transferred~~due to the ~~customer~~CEO. ~~(generally~~The ~~upon~~$1,384 ~~shipment~~thousand ofnote ~~the~~contains ~~product~~no torepayment terms and is classified as a current liability along with the ~~customer).~~$616 thousand rent owed.

Timing of invoicing to customers may differ from timing of revenue recognition; however, our contracts do not include a significant financing component as substantially all of our invoices have terms of 30 days or less. We are applying the practical expedient to exclude from consideration any contracts with payment terms of one year or less and we never offer terms extending beyond one year.29

~~Contract~~In ~~assets~~fiscal ~~represents~~2024, ~~revenue~~the ~~recognized~~Company increased borrowings by $760 thousand to fund working capital needs. The Company owed an additional $190 thousand in ~~excess~~rent that was offset by the sale on December 1, 2023, of ~~amounts~~Lexel ~~billed~~Imaging Systems, Inc. ~~Contract~~and ~~liabilities~~Unicomp ~~represents~~GA ~~amounts~~LLC ~~collected~~by ~~prior~~the reduction of $365 thousand for rent owed to ~~having~~Ordway ~~completed~~properties ~~performance~~in payment for those two businesses and by the $300 thousand owed by Lexel Imaging Systems to Honeyhill Properties, Inc, another company owned by the CEO. It was a liability on ~~certain~~the books of ~~our~~Lexel ~~simulation~~Imaging orSystems ~~video~~bought ~~wall~~by ~~system~~Ordway ~~projects~~properties, Inc. The net amount of rent owed to the CEO as of February 29, 2024, is $141 thousand. The $2,144 thousand note contains no repayment terms. The note payable and rent owed are included in the Company’s consolidated balance sheets as of February 29, 2024, as a notes payable to officers and directors and within accounts payable, respectively.

Note 265. Accrued Expenses and Warranty Obligations

~~Table~~The following provides a reconciliation of ~~Contents~~changes in the Company’s warranty reserve for fiscal years 2024 and 2023. The Company provides no other guarantees.

The change in contract liabilities is due to the timing of customer deposits for orders offset by customer deposits recognized as revenue during the period. We expect to recognize revenue for any performance obligations within a twelve-month period and have elected not to provide disclosures regarding remaining performance obligations for contracts with a term of 1 year or less.

	2024		2023
Balance at beginning of year		4		4
Warranty costs incurred		-		-
Balance at end of year		4		4

~~The~~Accrued ~~following~~liabilities ~~table~~consisted ~~presents~~of the ~~Company’s~~following ~~revenue disaggregated by division~~ (in thousands):

	2023		2022
	February 29, 2024		February 28, 2023
Simulation and training (including video walls)	$	5,035	$	4,088
Accrued compensation and benefits	$	472	$	487
Cyber security		589		612
Accrued payroll taxes		11		19
Data displays		1,566		992
Accrued commissions		266		16
Other computer products (keyboards)		912		1,309
Accrued property taxes		37		30
Total revenue	$	8,102	$	7,001
Accrued warranty		4		4
Accrued other		74		209
	$	864	$	765

~~Cash~~Note ~~and~~6. ~~Cash~~Stock ~~Equivalents and Investments~~ Options

WeThe ~~consider~~Video ~~all~~Display ~~highly~~Corporation ~~liquid~~2006 ~~investments~~Stock ~~purchased~~Incentive ~~with~~Plan ~~original~~(“Plan”) ~~maturities~~provides ofthat ~~three~~options ~~months~~to orpurchase ~~less~~up to 500,000 shares of the Company’s common stock may be ~~cash~~granted orand ~~cash~~up ~~equivalents~~to 100,000 restricted common stock shares may be awarded. ~~Investment~~Options ~~securities~~may ~~that~~not be granted at a price less than the fair market value, determined on the day the options are ~~held~~granted. byOptions granted to a participant who is the owner of ten percent or more of the common stock of the Company may not be granted at a price less than 110% of the fair market value, determined on the day the options are ~~bought~~granted. The exercise price of each option granted is fixed and ~~held~~may ~~principally~~not ~~for~~be re-priced. The life of each option granted is determined by the ~~purpose~~plan administrator, but may not exceed the lesser of ~~selling~~seven ~~them~~years infrom the ~~near~~date ~~term~~the participant has the vested right to exercise the option, ~~and~~or ~~principally~~nine ~~consist~~years from the date of ~~equity~~the ~~securities~~grant. ~~and~~The ~~mutual~~life ~~funds~~of an option granted to a participant who is the owner of ten percent or more of the common stock of the Company may not exceed five years from the date of grant. ~~These~~ ~~equity~~All ~~investments~~full-time or part-time employees, and Directors of the Company, are ~~carried~~eligible atfor ~~fair~~participation ~~value~~in the Plan. In addition, any consultant or advisor who renders bona fide services to the Company, other than in connection with ~~realized~~the ~~gains~~offer or ~~losses~~sale ~~and~~of ~~changes~~securities in ~~fair~~a ~~value~~capital-raising ~~included~~transaction, is eligible for participation in ~~operations~~the Plan. The Plan may be terminated by action of the Board of Directors.

~~Fair Value Measurements and Financial Instruments~~ 30

~~The~~Information ~~FASB’s~~regarding ~~fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize~~ the ~~use~~stock ofoption ~~observable~~plans ~~inputs~~is ~~and~~as ~~minimize the use of unobservable inputs when measuring fair value. The guidance describes three levels of inputs that may be used to measure fair value~~follows:

Level 1	Quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
	Number of Options (in thousands)		Average Exercise Price Per Share
Level 2	Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Outstanding at March 1, 2022		200	$	0.82
Level 3	Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Granted		-		-
Forfeited or expired		-		-
Outstanding at February 28, 2023		200	$	0.82
Granted		-		-
Forfeited or expired		-		-
Outstanding at February 29, 2024		200	$	0.82
Options exercisable
February 28, 2023		200	$	0.82
February 29, 2024		200	$	0.82

The Company’s financial instruments which are not measured at fair value on the consolidated balance sheets include cash, accounts receivable, short-term liabilities, and debt. The estimated fair value of these financial instruments approximate cost due to the short period of time to maturity. Recorded amounts of long-term debt are considered to approximate fair value due to either rates that fluctuate with the market or are otherwise commensurate with the current market.

Options Outstanding

Options Exercisable

Range

of Exercise Prices

Number

Outstanding at

February 29, 2024 (in

thousands)

Weighted Average

Remaining

Contractual Life

(in years)

Weighted

Average

Exercise Price

Number

Exercisable at

February 29, 2024

(in thousands)

Weighted

Average

Exercise Price

$0.80

$1.00

200

4.0

0.82

200

0.82

~~Accounts~~The ~~Receivable~~Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model, which requires the Company to estimate the expected term of the stock option grants and ~~Allowance~~expected future stock price volatility over the term. The term represents the expected period of time the Company believes the options will be outstanding based on historical information. Estimates of expected future stock price volatility are based on the historic volatility of the Company’s common stock. The Company calculates the historic volatility based on the weekly stock closing price, adjusted for ~~Doubtful~~dividends ~~Accounts~~and stock splits. The fair value of the stock options is based on the stock price at the time the option is granted, the annualized volatility of the stock and the discount rate at the grant date. No options were granted in fiscal 2024 or 2023.

~~Accounts~~For ~~receivable~~the ~~are~~fiscal ~~customer~~year ~~obligations~~ended ~~due~~February ~~under normal trade terms. The Company sells its products primarily to general contractors~~29, ~~government agencies~~2024, ~~manufacturers,~~ and ~~consumers~~February of28, ~~video displays and CRTs. Management performs continuing credit evaluations of its customers’ financial condition and although the Company generally does not require collateral~~2023, ~~letters~~there ofwas ~~credit~~no ~~may~~expense berecognized ~~required~~on ~~from~~options ~~its customers in certain circumstances, such~~ as ~~foreign sales. The allowance for doubtful accounts is determined by reviewing~~ all ~~accounts~~options ~~receivable~~outstanding ~~and~~were ~~applying~~fully credit loss experience to the current receivable portfolio with consideration given to the current condition of the economy, assessment of the financial position of the creditors as well as payment history and overall trends in past due accounts compared to established thresholdsvested. The Company monitors credit exposure and assesses the adequacy of the allowance for doubtful accounts on a regular basis. Historically, the Company’s allowance has been sufficient for any customer write-offs. Management believes accounts receivable are stated at amounts expected to be collected.

Note 7. Income Taxes

~~Table~~The rate reconciliation related to income taxes differs from the amount computed by applying the federal statutory rate of ~~Contents~~21% is as follows (in thousands):

The following is a roll-forward of the allowance for doubtful accounts (in thousands):

	Fiscal Year Ended
	February 29, 2024			February 28, 2023

Statutory U.S. federal income tax rate	$	154		$	(212	)
State income taxes, net of federal benefit		(29	)		(30	)
Valuation allowance		88			24
Other		(213	)		218
Taxes at effective income tax rate	$	-		$	-

Description	Balance atBeginningof Period		Additions:Charged toCosts andExpenses		Deductions			Balance atEnd ofPeriod
February 28, 2023	$	3	$	3	$	—		$	6
February 28, 2022	$	12	$	14	$	(23	)	$	3

Significant components of the Company’s net deferred income tax assets consist of the following (in thousands):

Warranty Reserves

	February 29,			February 28,
	2024			2023
Deferred tax assets (liabilities):
Federal net operating loss carry-forward	$	4,707		$	4,612
State net operating loss carry-forward		1,033			746
Federal tax credit carry-forward		318			318
Uniform capitalization costs		57			66
Accrued liabilities		17			17
Right of use assets		(43	)		(85	)
Lease liabilities		43			85
Basis difference of property, plant and equipment		(103	)		(121	)
Allowance for doubtful accounts		1			1
Amortization of intangibles		68			74
Other		(4	)		(27	)
Valuation allowance		(6,094	)		(5,686	)
Net deferred tax assets	$	-		$	-

~~The Company records a liability for estimated warranty obligations at the date products are sold. Adjustments are made as new information becomes available.~~ 31

~~The~~Deferred ~~warranty~~tax ~~reserve~~assets ishave ~~determined~~been reduced by ~~recording~~ a ~~specific~~valuation ~~reserve~~allowance ~~for~~because, ~~known~~in ~~warranty~~the ~~issues~~opinion ~~and~~of amanagement, ~~general~~it ~~reserve~~is ~~based~~more onlikely ~~claims~~than ~~experience~~not that the Company’s deferred tax assets will not be realized. The Company ~~considers~~has ~~actual~~determined ~~warranty~~that ~~claims~~a ~~compared~~100% valuation allowance is needed due to historical cumulative taxable net ~~sales,~~operating ~~then~~losses ~~adjusts~~and ~~its~~the ~~reserve~~limited ~~liability~~taxable ~~accordingly~~income related to the carry back periods. ~~Actual~~The ~~claims~~Company ~~incurred~~has ~~could~~available ~~differ~~federal ~~from~~and ~~the~~state ~~original~~net ~~estimates~~operating loss carry forwards of $22.0 million and $23.6 million, ~~requiring~~respectively ~~adjustments~~as toof ~~the~~February ~~reserve~~29, 2024. ~~Management~~Net ~~believes~~operating ~~that~~losses ~~historically~~generated ~~its~~prior ~~procedures~~to ~~have~~taxable ~~been~~years ~~adequate~~beginning before January 1, 2018 may be carried forward and ~~does~~expire ~~not~~at ~~anticipate~~various ~~that~~dates ~~its~~commencing ~~assumptions~~in ~~are~~fiscal ~~reasonably~~2034, ~~likely~~if tonot ~~materially~~used. ~~change~~Net operating losses generated in ~~the~~taxable ~~future~~years beginning after December 31, 2017 and beginning before January 1, 2021 may be carried forward indefinitely. Net operating losses generated in taxable years beginning after December 31, 2020 may be carried for indefinitely but are limited to 80% of taxable income.

~~Inventories~~Note 8. Discontinued Operations

~~(first~~On December 1, 2023, the Company sold their wholly-owned subsidiaries Lexel Imaging Systems, Inc and Unicomp GA LLC to Ordway Properties LLC in a stock deal for $365,000. At the closing, the buyer paid the seller by the reduction of debt shown as rent payable owed by Video Display Corporation to Ordway Properties LLC. The Company recognized a gain on the sale of $370,000. Lexel Imaging Systems, Inc. had net sales of $0.7 million and a net loss of $0.6 million and Unicomp GA LLC had net sales of $0.7 million and a net loss of $0.2 million before the sale.

~~first~~Both of these companies’ net sales, expenses and net losses are being shown as discontinued operations per ASC 205-~~out)~~20-45 “Reporting Discontinued Operations”. The assets, liabilities, operating losses and cash flows from these businesses are reflected as discontinued operations in the consolidated financial statements for all periods presented. The Company has reclassified results that were previously included in continuing operations as discontinued operations for these businesses.

Property, Plant and Equipment

	February 29, 2024			February 28, 2023

Net sales	$	1,385		$	2,478
Cost of goods sold		1,582			2,811
Gross profit		(197	)		(333	)

Operating expenses
Selling and delivery		-			(10	)
General and administrative		533			752
		533			742
Operating loss		(730	)		(1,075	)

Other income (expense)
Other, net		75			329
		75			329
Loss from discontinued operations	$	(655	)	$	(746	)

~~ten~~The balance sheet of the discontinued operations is summarized below (in thousands):

twenty-five

	February 29,		February 28,
	2024		2023

Assets
Current Assets
Cash	$	-	$	39
Accounts receivable, less allowance for
Bad debts of $0 and $0, respectively		-		343
Inventories, net		-		1,224
Total current assets		-		1,606

Property, plant and equipment:
Buildings		-		82
Machinery and equipment		-		2,110
		-		2,192
Accumulated depreciation		-		(2,041	)
Net property, plant and equipment		-		151

Other assets		-		127
Total assets	$	-	$	1,884

Liabilities
Current liabilities
Accounts payable	$	-	$	427
Accrued liabilities		-		331
Contract liabilities		-		51
Current lease liabilities		-		128
Total current liabilities		-	$	937
Total liabilities	$	-	$	937

~~five~~Note 9. Benefit Plan

~~Business~~The ~~Combinations~~Company maintains a defined contribution plan that is available to all employees. The Company did not make a contribution in the fiscal year ended February 29, 2024 or February 28, 2023 to the Company’s 401(k) plan.

~~non-controlling~~32

~~The~~Note ~~Company typically measures customer relationship and other intangible assets using an income approach~~10. Significant estimates and assumptions used in this approach include discount rates and certain assumptions that form the basis of the forecasted cash flows expected to be generated from the asset (e.g., future revenue growth rates, operating margins and attrition rates). If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, the Company could record impairment charges. In addition, the Company has estimated the economic lives of certain acquired tangible and intangible assets and these lives are used to calculate depreciation and amortization expense. If the Company’s estimates of the economic lives change, depreciation or amortization expenses could be increased or decreased, or the acquired asset could be impaired. Leases

8Operating Leases

~~Table~~The Company leases its office space and manufacturing facilities and equipment under operating lease agreements. The base lease terms expire at various dates through 2025. While each of ~~Contents~~the leases include renewal options, the Company has only included the base lease term in its calculation of lease assets and liabilities. The Company has one finance lease.

~~Impairment~~Balance ofsheet ~~Long-lived~~information ~~Assets~~related to operating leases is as follows (in thousands):

Management reviews and assesses long-lived assets, which includes property, plant, and equipment and intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In performing the review for recoverability, management estimates the future cash flows expected to result from the use of the asset. If the sum of the undiscounted expected cash flows is less than the carrying amount of the asset, an impairment loss is recognized based upon the estimated fair value of the asset. The Company did not recognize any impairment charges associated with its long-lived or intangible assets.

	February 29, 2024		February 28, 2023
Operating lease right-of-use assets	$	180	$	354
Current portion of operating lease liabilities	$	180	$	185
Noncurrent portion of operating lease liabilities		-		169
Total operating lease liabilities	$	180	$	354

~~Share~~Rent expense totaled approximately $0.2 million for fiscal 2024 and $0.2 million for fiscal 2023. The Company did not have any variable lease costs or short-~~Based~~term ~~Compensation~~lease ~~Plans~~costs for the years ended February 29, 2024 and February 28, 2023.

~~The~~Cash ~~Company~~paid ~~accounts~~ for ~~employee~~amounts ~~share-based~~included ~~compensation~~in ~~under~~ the ~~fair~~measurement ~~value~~of ~~method~~operating lease liabilities was approximately $0.2 for fiscal 2024 and ~~uses~~$0.2 million for fiscal 2023. On September 9, 2021, the Company exercised an option ~~pricing~~to ~~model~~terminate ~~for~~the ~~estimating~~lease on its Tucker, Georgia location effective March 31, 2022. The terms of the ~~fair~~option ~~value~~to terminate included prepaying the remaining rent through March 31, 2022, an additional penalty of ~~stock~~three ~~options~~month’s atrent and prepaying the ~~date~~property taxes for 2021 and for the first three months of ~~grant~~2022. The Company did not modify any existing operating leases or execute any new operating leases during the fiscal year ended February 28, 2024.

~~Share~~Weighted ~~Repurchase~~average ~~Program~~information associated with the measurement of the Company’s remaining operating lease obligations is as follows:

one-time

	February 29, 2024			February 28, 2023
Weighted average remaining lease term (in years)		1.0			1.6
Weighted average discount rate		6	%		6	%

~~Income~~The ~~Taxes~~following table summarizes the maturity of the Company’s operating lease liabilities as of February 29, 2024 (in thousands):

The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than possible enactments of changes in the tax laws or rates.

Fiscal Year	Amount

2025	$	190
Total operating lease payments	$	190
Less imputed interest		(10	)
Total operating lease liabilities	$	180

~~Deferred~~Financing tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has determined that a valuation allowance is needed due to recent taxable net operating losses, the sale of profitable divisions and the limited taxable income in the carry back periods. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income or expense in the period that includes the enactment date. Leases

~~Deferred~~The ~~income~~Company ~~taxes~~had ~~reflect~~one ~~the~~financing ~~net~~lease ~~tax~~entered ~~effects~~into ofon ~~temporary~~November ~~differences~~23, ~~between~~2020 ~~the~~for ~~carrying~~Tempest ~~amounts~~testing ofequipment ~~assets and liabilities~~ for ~~financial~~$277,000. ~~reporting~~The ~~purposes~~lease ~~and~~expired ~~the~~on ~~amounts~~December ~~used~~1, ~~for~~2023 ~~income tax purposes~~ and ~~certain~~the ~~tax~~incremental ~~loss~~borrowing ~~carryforwards,~~rate ~~less~~on ~~any~~the ~~valuation~~lease ~~allowance.~~is 12.5%.

~~The~~Balance ~~Company~~sheet ~~accounts~~information ~~for~~related ~~uncertain tax positions as required in that a position taken or expected~~ to befinancing ~~taken~~lease ~~in a tax return~~ is ~~recognized~~as infollows ~~the consolidated financial statements when it is more likely than not~~ (~~i.e.,~~in ~~a likelihood of more than fifty percent~~thousands) that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of February 28, 2023 and February 28, 2022, the Company did not have any material unrecognized tax benefits. :

The Company recognizes accrued interest and penalties related to unrecognized tax benefits as components of interest expense and other expense, respectively, in arriving at pretax income. The Company did not have any interest and penalties accrued as of February 28, 2023 and February 28, 2022.

	February 29, 2024			February 28, 2023
Machinery and equipment	$	277		$	277
Less: Accumulated depreciation		(277	)		(208	)
Machinery and equipment, net	$	-		$	69

Current portion of financing lease liabilities	$	-		$	74
Noncurrent portion of financing lease liabilities		-			-
Total financing lease liabilities	$	-		$	74

~~The~~Related ~~Company’s~~Party ~~tax years ended back to fiscal 2020 remain open to examination by the Internal Revenue Service (“IRS”).~~ Leases

29Included in the operating lease section above are leases for manufacturing and warehouse facilities leased from Southeast Metro Savings, LLC and Honeyhill Properties, LLC (entities which are controlled by the Company’s chief executive officer) under operating leases expiring at various dates through 2025. Rent expense under these leases totaled approximately $0.2 million in fiscal 2024 and $0.3 million in fiscal 2023.

~~Table of Contents~~33

~~Earnings~~Future ~~(Loss)~~minimum ~~per~~rental ~~Share~~payments due under leases with related parties are as follows (in thousands):

Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common shares outstanding during each year. Shares issued or repurchased during the year are weighted for the portion of the year that they were outstanding. Diluted earnings per share is calculated in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive common shares that were outstanding during the period.

Fiscal Year	Amount
2025	$	190
	$	190

~~The~~Note ~~following~~11. isConcentrations ~~a reconciliation~~ of ~~basic~~Risk ~~earnings (loss) per share to diluted earnings (loss) per share for 2023~~ and ~~2022,~~Major ~~(in thousands, except for per share data):~~ Customers

	Net Income(Loss)			Average Shares Outstanding		Net (Loss)Income PerShare
2023
Basic		(1,993	)		5,878		(0.34	)
Effect of dilution:
Options		—			—		—
Diluted loss per share		(1,993	)		5,878		(0.34	)
2022
Basic		(2,560	)		5,878		(0.44	)
Effect of dilution:
Options		—			—		—
Diluted earnings per share		(2,560	)		5,878		(0.44	)

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash, accounts receivable and historically investments prior to liquidation. At times, such cash in banks are in excess of the FDIC insurance limit.

~~Stock~~The ~~options~~Company ~~convertible~~sells ~~into~~to ~~200~~a variety of domestic and international customers on an open-unsecured account basis,~~000~~ ~~shares~~in certain cases requiring letters of credit. These customers principally operate in the medical, military, and avionics industries. The Company’s ~~common~~had ~~stock~~direct ~~were~~and ~~anti-dilutive~~indirect net sales to the U.S. government, primarily the Department of Defense for training and simulation programs, which comprised approximately 86% and 51% of consolidated net sales in fiscal 2024 and 2023, ~~due~~respectively. Sales to ~~the~~foreign customers were 3% of consolidated net ~~loss~~sales ~~position~~in fiscal 2024 and ~~therefore,~~8% ~~were~~of ~~excluded~~consolidated ~~from~~net ~~the~~sales in fiscal 2023. ~~diluted~~The ~~earnings~~Company ~~(loss)~~had ~~per~~two ~~share~~customers ~~calculation.~~who comprised more than 10% of the Company’s sales in fiscal year 2024 (53% and 12%).

~~Segment~~The ~~Reporting~~Company attempts to minimize credit risk by reviewing all customers' credit history before extending credit, by monitoring customers' credit exposure on a daily basis and requiring letters of credit for certain sales. The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.

AnNote operating segment is defined as a component that engages in business activities, whose operating results are reviewed by the chief operating decision maker in order to make decisions about allocating resources, and for which discrete financial information is available12. WeSupplemental ~~operate~~Cash ~~and~~Flow manage our business as one reportable segment. All of our divisions have similarities such as products and markets served; therefore, we believe they meet the criteria for aggregation under the applicable authoritative guidance and, as such, these operations are reported as one segment within the consolidated financial statements. Information

Sales to foreign customers were 8% of consolidated net sales for fiscal 2023 and 11% of consolidated net sales for fiscal 2022.

	Fiscal Year Ended (in thousands)
	February 29,		February 28,
	2024		2023
Cash paid for:
Interest	$	4	$	15

Non-cash activity:		-		-

~~Recent~~Selected ~~Accounting~~Quarterly ~~Pronouncements~~Financial Data (unaudited)

~~Accounting~~The ~~Pronouncements~~following ~~Recently~~table ~~Adopted~~sets forth selected quarterly consolidated financial data for the fiscal years ended February 29, 2024 and February 28, 2023, respectively. The summation of quarterly net income (loss) per share may not agree with annual net income (loss) per share due to rounding. Excludes discontinued operations:

ASU 2016-13, Financial

	2024
	First Quarter			Second Quarter		Third Quarter			Fourth Quarter
	(in thousands, except per share amounts)

Net sales	$	1,934		$	1,897	$	1,728		$	2,738
Gross profit (loss)		626			742		675			940
Net income (loss)		(166	)		608		(106	)		187
Basic net income (loss) per share	$	(0.02	)	$	0.10	$	(0.02	)	$	0.03
Diluted net income (loss) per share	$	(0.02	)	$	0.10	$	(0.02	)	$	0.03

~~ASU 2016-13 replaces~~34

2016-13

	2023
	First Quarter			Second Quarter		Third Quarter			Fourth Quarter
	(in thousands, except per share amounts)

Net sales	$	2,124		$	1,308	$	1,156		$	1,036
Gross profit		658			427		335			86
Net income (loss)		(107	)		167		(422	)		(885	)
Basic net income (loss) per share	$	(0.02	)	$	0.03	$	(0.07	)	$	(0.15	)
Diluted net income (loss) per share	$	(0.02	)	$	0.03	$	(0.07	)	$	(0.15	)

035

~~Table~~Item of9. ~~Contents~~Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

~~Note 2~~None. ~~Inventories~~

~~Inventories~~Item ~~consisted~~9A. ofControls ~~the~~and ~~following (in thousands):~~ Procedures.

	February 28,2023		February 28,2022
Raw materials	$	1,179	$	2,037
Work-in-process		762		846
Finished goods		517		459
		2,458		3,342
Reserves for obsolescence		—		—
	$	2,458	$	3,342

Evaluation of disclosure controls and procedures

~~The~~Our ~~following~~management, with the participation of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of our disclosure controls and procedures, as such term is adefined ~~roll~~in ~~forward~~Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended, as of the ~~inventory~~end ~~reserves~~of the period covered by this report (February 29, 2024). Our disclosure controls and procedures are intended to ensure that the information we are required to disclose in ~~thousands~~the reports that we file or submit under the Securities Exchange Act of 1934 is (i): recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as the principal executive and financial officers, respectively, to allow final decisions regarding required disclosures. Based on their evaluation of the Company’s disclosure controls and procedures as of February 29, 2024, the CEO and CFO have concluded that the Company’s disclosure controls and procedures were not effective due to the material weakness in internal control over financial reporting described below.

Description	Balance atBeginningof Period		Additions:Charged toCosts andExpenses		Deductions			Balance atEnd ofPeriod
February 28, 2023	$	—	$	—	$	—		$	—
February 28, 2022	$	798	$	30	$	(828	)	$	—

The required certifications of our Chief Executive Officer and our Chief Financial Officer are included as exhibits to this Annual Report on Form 10-K. The disclosures set forth in this Item 9A contain information concerning the evaluation of our disclosure controls and procedures, internal control over financial reporting and changes to internal control referred to in those certifications. Those certifications should be read in conjunction with this Item 9A for a more complete understanding of the matters covered by the certifications.

~~The~~Management's ~~Company~~Report ~~has maintained inventory~~ on ~~hand~~Internal toControl ~~support~~Over ~~discontinued~~Financial products and has made purchases to have product available for its customers while they transitioned to newer technologies. Products the Company maintains lasts many years and the timeframe for possible replacement has been difficult to estimate. As a result, the Company has historically recorded an inventory reserve to offset any obsolescence or slow moving inventory concerns related to CRT inventory and component parts for legacy products. Although management believes that the inventory may be sold in the future, a reserve has been historically recorded due to the uniqueness and age of the related inventory. In fiscal 2022, management continued to challenge the valuation and salability of its inventory while considering current market conditions and recent sales activity and made the determination to write off the inventory reserve against the related inventory as the associated inventory realizable value was deemed nominal. Also, due to depressed sales and the market trends for certain products, an additional $889 thousand inventory charge was recorded to cost of goods sold. These adjustments were required in order to properly state the inventory value at the lower of cost or market at estimated realizable value. Reporting

~~During~~Our ~~fiscal~~management ~~2023~~is responsible for establishing and ~~2022~~maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the ~~Company~~Securities ~~wrote~~Exchange ~~off~~Act orof ~~disposed~~1934, as amended. A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of ~~inventories~~financial reporting and the preparation of $0financial statements for external purposes in accordance with generally accepted accounting principles.~~5 million~~ A company's internal control over financial reporting includes those policies and ~~$1.7~~procedures that (i) ~~million~~pertain to the maintenance of records that, ~~respectively~~in reasonable detail, accurately and fairly reflect the transactions and disposition of ~~which~~the ~~$0.8~~assets of the company; (ii) ~~million~~provide ~~was~~reasonable ~~previously~~assurance ~~reserved~~that ~~for~~transactions ~~through~~are ~~inclusion~~recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the ~~inventory~~company ~~reserve~~are being made only in ~~fiscal~~accordance ~~2022~~with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

~~Note~~All 3internal controls, no matter how well designed, have inherent limitations. ~~Uncompleted~~Therefore, ~~Contracts~~even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

~~Information~~Under ~~relative~~the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an assessment of the effectiveness of the Company's internal control over financial reporting as of February 29, 2024. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") (2013 Framework) entitled "Internal Control- Integrated Framework.” Based on such assessment, our management concluded that as of February 29, 2024, our internal control over financial reporting was not effective due to ~~contracts~~a material weakness in ~~progress~~our ~~consisted~~internal control over financial reporting described below. A material weakness is a deficiency, or combination of deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the ~~following~~Company’s (annual or interim financial statements will not be prevented or detected in ~~thousands):~~a timely basis.

	February 28,2023			February 28,2022
Costs incurred to date on uncompleted contracts	$	666		$	2,465
Estimated earnings recognized to date on these contracts		293			1,073
Total costs and estimated gross profit earned		959			3,538
Less billings to date		(1,653	)		(4,966	)
Contract liabilities, net	$	(694	)	$	(1,428	)

The Company lacks accounting staff with the appropriate level of technical capabilities to perform the control activities in the financial statement close process with a sufficient level of precision. Specifically, management had not maintained effective controls over the financial reporting process, including management review controls over key disclosures and financial reporting schedules.

~~The~~We ~~following~~are ~~amounts~~considering ~~are~~the ~~included~~extent inof the ~~accompanying~~procedures ~~consolidated~~to ~~balance~~implement ~~sheets~~in ~~under~~order ~~the~~to ~~following~~remediate ~~captions~~the ~~(in~~material ~~thousands):~~weakness described above.

	February 28,2023			February 28,2022
Contract assets	$	280		$	444
Contract liabilities		(974	)		(1,872	)
Contract liabilities, net	$	(694	)	$	(1,428	)

This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.

136

~~Table~~Change ofin ~~Contents~~Internal Control Over Financial reporting

AsExcept offor ~~February 28,~~the ~~2023~~material ~~and~~weakness ~~2022~~identified during fiscal 2024, there ~~were~~was no ~~production~~changes ~~costs that exceeded the aggregate estimated cost of all~~ in ~~process~~our ~~and~~internal ~~delivered~~controls ~~units~~over ~~relating~~financial toreporting ~~contracts.~~during ~~Additionally, there were no claims outstanding that would affect~~ the ~~ultimate~~fourth ~~realization~~quarter of ~~full~~fiscal ~~contract~~2024 ~~values.~~that Ashave ofmaterially ~~February 28,~~affected ~~2023~~or ~~and~~are ~~2022,~~reasonably ~~there~~likely ~~were~~to nomaterially ~~progress~~affect ~~payments~~our ~~that~~internal ~~had~~controls ~~been~~over ~~netted~~financial ~~against inventory~~reporting.

~~Note~~Inherent 4.limitations ~~Paycheck~~on ~~Protection~~the ~~Promissory~~effectiveness ~~(“PPP”)~~of ~~Related~~controls ~~Loans~~

OnAn ~~April 13,~~effective ~~2020,~~internal ~~our~~control ~~Lexel~~system, ~~Imaging~~no ~~subsidiary~~matter ~~entered~~how ~~into~~well ~~a PPP loan for $216~~designed,~~200~~ ~~and~~has oninherent ~~January 27~~limitations, ~~2021,~~including ~~entered~~the ~~into~~possibility aof ~~second~~human ~~round~~error ~~PPP~~or ~~loan~~overriding ~~for~~of ~~$304~~controls,~~442.~~ ~~On April 23, 2020, Video Display Corporation entered into a $772,000 first round PPP loan~~ and ontherefore ~~February 11,~~can ~~2021,~~provide ~~entered~~only ~~into~~reasonable aassurance ~~second~~with ~~round~~respect ~~PPP loan for $780,112. The PPP loans were made under, and were subject~~ to ~~the~~reliable ~~terms~~financial ~~and conditions of, the PPP which was established under the CARES Act and is administered by the U~~reporting.S. ~~Small~~Because ~~Business Administration. Under the terms~~ of ~~the~~its ~~CARES~~inherent ~~Act~~limitations, ~~recipients~~our ~~can~~internal ~~apply~~control ~~for~~over ~~and~~financial ~~receive~~reporting ~~forgiveness~~may ~~for~~not ~~all,~~prevent or adetect ~~portion~~all ~~of the loans granted under the PPP. Such forgiveness was granted~~misstatements, ~~based~~including on the ~~use~~possibility of ~~loan~~human ~~proceeds~~error, ~~for certain permissible purposes as set forth in~~ the ~~PPP,~~circumvention ~~including,~~or ~~but~~overriding ~~not~~of ~~limited to~~controls, ~~payroll~~or ~~costs,~~fraud. ~~mortgage~~Effective ~~interest,~~internal ~~rent~~controls orcan ~~utility~~provide ~~costs~~only ~~(collectively,~~reasonable ~~“Qualifying~~assurance ~~Expenses”),~~with ~~and~~respect onto the ~~maintenance~~preparation ~~of employee~~ and ~~compensation~~fair ~~levels~~presentation ~~during a certain time period following the funding~~ of ~~the~~financial ~~PPP loans~~statements.

~~The~~Item ~~Company has used the proceeds of the PPP loans for Qualifying Expenses~~9B. InOther ~~fiscal 2021, the Company received forgiveness on the first round $216,200 Lexel Imaging PPP loan in November 2020 and on the first round $772,000 Video Display PPP loan in December 2020~~Information. The Company received forgiveness on the second round of PPP loans ($1,084,554 in aggregate) in August 2021 (fiscal 2022). The forgiveness qualified as a gain on extinguishment of debt on the consolidated statements of operations and the related liability was removed from the consolidated balance sheets based on the forgiveness date of the related PPP loan.

~~Note 5~~None. ~~Notes Payable to Officers and Directors (Related Party Transactions)~~

thousand note contains no repayment terms. The note payable and rent owed are included in the Company’s consolidated balance sheets as of February 28, 2022 as a notes payable to officers and directors and within accounts payable, respectively. 37

asPART III

~~Note~~Item 610. ~~Accrued~~Directors, ~~Expenses~~Executive Officers and ~~Warranty~~Corporate ~~Obligations~~ Governance.

The ~~following~~information ~~provides~~contained ain ~~reconciliation~~Video ofDisplay ~~changes~~Corporation’s inProxy Statement to be filed within 120 days of the Company’s ~~warranty~~2024 ~~reserve~~fiscal ~~for~~year ~~fiscal~~end ~~years~~(the ~~2023~~“2024 Proxy Statement”), with respect to directors and ~~2022.~~executive ~~The~~officers of the Company ~~provides~~under nothe ~~other~~headings ~~guarantees.~~“Election of Directors” and “Executive Officers”, is incorporated herein by reference in response to this item; provided, however, that the information contained in the 2024 Proxy Statement under the heading “Compensation and Stock Option Committee Report” or under the heading “Performance Graph” shall not be incorporated herein by reference.

	2023			2022
Balance at beginning of year		24			41
Change in provision based on current year sales activity		—			(8	)
Warranty costs incurred		(6	)		(9	)
Balance at end of year		18			24

Item 11. Executive Compensation.

2The information contained in the 2024 Proxy Statement under the heading, “Executive Compensation and Other Benefits”, with respect to executive compensation, is incorporated herein by reference in response to this item.

~~Table~~Item 12. Security Ownership of ~~Contents~~Certain Beneficial Owners and Management and Related Stockholder Matters.

~~Accrued~~The ~~liabilities~~information ~~consisted~~contained ofin the ~~following~~2024 (Proxy Statement under the headings “Common Stock Ownership” and “Executive Compensation and Other Benefits”, is incorporated herein by reference in ~~thousands):~~response to this item.

	February 28,2023		February 28,2022
Accrued compensation and benefits	$	672	$	416
Accrued payroll taxes		32		147
Accrued commissions		206		219
Accrued property taxes		30		2
Accrued warranty		18		24
Accrued other		138		47
	$	1,096	$	855

~~Note~~The 7.information ~~Stock~~contained ~~Options~~in the 2024 Proxy Statement under the heading, “Transactions with Affiliates”, is incorporated herein by reference in response to this item.

~~The~~Item ~~Video~~14. ~~Display~~Principal ~~Corporation~~Accounting ~~2006~~Fees ~~Stock~~and ~~Incentive Plan (“Plan”) provides that options to purchase~~ Services.

~~re-priced~~The information contained in the 2024 Proxy Statement under the heading, “Audit Fees and All Other Fees” is incorporated herein by reference in response to this item.

~~Information regarding the stock option plans is as follows:~~ 38

	Number of Options (in thousands)		Average Exercise Price Per Share
Outstanding at March 1, 2021		200	$	0.82
Granted		—		—
Forfeited or expired		—		—
Outstanding at February 28, 2022		200	$	0.82
Granted		—		—
Forfeited or expired		—		—
Outstanding at February 28, 2023		200	$	0.82
Options exercisable
February 28, 2022		200	$	0.82
February 28, 2023		200	$	0.82

PART IV

		Options Outstanding						Options Exercisable
Range of Exercise Prices		NumberOutstanding atFebruary 28, 2023(in thousands)		Weighted AverageRemainingContractual Life(in years)		WeightedAverageExercise Price		NumberExercisable atFebruary 28, 2023(in thousands)		WeightedAverageExercise Price
$	0.80 - $1.00		200		5.0	$	0.82		200	$	0.82

Item 15. Exhibits, Financial Statement Schedules.

~~The~~(a) Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model, which requires the Company to estimate the expected term of the stock option grants and expected future stock price volatility over the term. The ~~term~~following ~~represents~~documents ~~the expected period of time the Company believes the options will be outstanding based on historical information. Estimates of expected future stock price volatility~~ are ~~based~~filed onas ~~the~~part ~~historic volatility~~ of ~~the~~this Company’s common stock. The Company calculates the historic volatility based on the weekly stock closing price, adjusted for dividends and stock splits. The fair value of the stock options is based on the stock price at the time the option is granted, the annualized volatility of the stock and the discount rate at the grant date. No options were granted in fiscal 2023 or 2022. Report:

3Financial Statements:

~~Table~~The following consolidated financial statements of ~~Contents~~the Company and its consolidated subsidiaries and the Reports of the Independent Registered Public Accounting Firms are included in Part II, Item 8.

~~For~~Report ~~the~~of ~~fiscal~~Independent ~~year~~Registered ~~ended~~Public ~~February 28,~~Accounting ~~2023 and February 28, 2022, there was no expense recognized on options as all options outstanding were fully vested.~~ Firm

~~Note~~Consolidated 8.Balance ~~Income~~Sheets ~~Taxes~~as of February 29, 2024, and February 28, 2023.

~~The~~Consolidated ~~rate~~Statements ~~reconciliation~~of ~~related~~Operations to- ~~income~~Fiscal ~~taxes~~Years ~~differs~~Ended ~~from~~February ~~the~~29, ~~amount~~2024, ~~computed~~and byFebruary ~~applying~~28, ~~the federal statutory rate of 21% is as follows (in thousands):~~ 2023.

	Fiscal Year Ended
	February 28,2023			February 28,2022
Statutory U.S. federal income tax rate	$	(409	)	$	(746	)
State income taxes, net of federal benefit		(46	)		(93	)
Valuation allowance		319			805
Other		136			34
Taxes at effective income tax rate	$	—		$	—

Consolidated Statements of Shareholders' Equity (Deficit) – Fiscal Years Ended February 29, 2024, and February 28, 2023.

tConsolidated Statements of Cash Flows - Fiscal Years Ended February 29, 2024, and February 28, 2023.

	February 28,2023			February 28,2022
Deferred tax assets (liabilities):
Federal net operating loss carry-forward	$	4,813		$	4,381
State net operating loss carry-forward		832			955
Federal tax credit carry-forward		318			318
Uniform capitalization costs		87			116
Accrued liabilities		40			41
Right of use assets		(116	)		(142	)
Lease liabilities		116			141
Basis difference of property, plant and equipment		(157	)		(172	)
Allowance for doubtful accounts		1			1
Amortization of intangibles		74			50
Other		(3	)		(3	)
Valuation allowance		(6,005	)		(5,686	)
Net deferred tax assets	$	—		$	—

Notes to Consolidated Financial Statements

~~million,~~(b) respectively as of February 28, 2023. Net operating losses generated prior to taxable years beginning before January 1, 2018 may be carried forward and expire at various dates commencing in fiscal 2034, if not used. Net operating losses generated in taxable years beginning after December 31, 2017 and beginning before January 1, 2021 may be carried forward indefinitely. Net operating losses generated in taxable years beginning after December 31, 2020 may be carried for indefinitely but are limited to 80% of taxable income. Exhibits

thousand. This credit has been recorded as an employee retention credit refund receivable on the consolidated balance sheets and as employee retention credit income on the consolidated statements of operations. The Company recorded these amounts at February 28, 2022. The entire receivable amount was received in fiscal 2023.

Exhibit Number		Exhibit Description

3(a)		Articles of Incorporation of the Company (incorporated by reference to Exhibit 3A to the Company’s Registration Statement on Form S-18 filed January 15, 1985).
3(b)		By-Laws of the Company (incorporated by reference to Exhibit 3B to the Company’s Registration Statement on Form S-18 filed January 15, 1985).
10(a)		Lease dated April 1, 2015 by and between Registrant (Lessee) and Ronald D. Ordway (Lessor) with respect to premises located at 1868 Tucker Industrial Road, Tucker, Georgia (incorporated by reference to Exhibit 10(c) to the Company’s 2015 Annual Report on Form 10-K.)
10(b)		Lease dated February 19, 2015 by and between Registrant (Lessee) and Ordway Properties LLC (Lessor) with respect to premises located at 5155 King Street, Cocoa, FL. (incorporated by reference to Exhibit 10(g) to the Company’s 2015 Annual Report on Form 10-K.)
10(c)		Video Display Corporation 2006 Stock Incentive Plan. (incorporated by reference to Appendix A to the Company’s 2006 Proxy Statement on Schedule 14A)
21		Subsidiary Companies
23.1		Consent of Hancock Askew & Co., LLP
31.1		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document

439

~~Table of Contents~~SIGNATURES

~~Note~~Pursuant 9.to ~~Benefit~~the ~~Plan~~requirements of Section 13 or 15(d) 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.

The Company maintains a defined contribution plan that is available to all employees. The Company did not make a contribution in the fiscal year ended February 28, 2023 or February 28, 2022 to the Company’s 401(k) plan.

Date: July 2, 2024	VIDEO DISPLAY CORPORATION

	By:	/s/ Ronald D. Ordway
		Ronald D. Ordway
		Chairman of the Board and
		Chief Executive Officer

~~Note~~POWER ~~10.~~OF ~~Leases~~ ATTORNEY

~~Operating~~Know ~~Leases~~all men by these presents, that each person whose signature appears below constitutes and appoints Ronald D. Ordway as attorney-in-fact, with power of substitution, for him in any and all capacity, to sign any amendments to this Report on Form 10-K, and to file the same, with exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact may do or cause to be done by virtue hereof.

~~The~~Pursuant ~~Company~~to ~~leases~~the ~~its~~requirements ~~office space and manufacturing facilities and equipment under operating lease agreements. The base lease terms expire at various dates through 2025. While each~~ of the ~~leases~~Securities ~~include~~Exchange ~~renewal~~Act ~~options~~of 1934, ~~the~~this ~~Company~~Report has ~~only~~been ~~included~~signed ~~the~~below ~~base~~by ~~lease~~the ~~term~~following inpersons ~~its~~on ~~calculation~~behalf of ~~lease~~the ~~assets~~Registrant and ~~liabilities.~~in ~~The~~the ~~Company~~capacities ~~has~~and ~~one~~on ~~finance~~the ~~lease.~~dates indicated.

Balance sheet information related to operating leases is as follows (in thousands):

Signature -Name	Capacity	Date

/s/ Ronald D. Ordway	Chief Executive Officer,	July 2, 2024
Ronald D. Ordway	Treasurer and Director
	(Principal Executive Officer)

/s/ Gregory L. Osborn	Chief Financial Officer and Director	July 2, 2024
Gregory L. Osborn	(Principal Financial Officer)

	February 28, 2023		February 28, 2022
Operating lease right-of-use assets	$	482	$	592
Current portion of operating lease liabilities	$	313	$	257
Noncurrent portion of operating lease liabilities		169		333
Total operating lease liabilities	$	482	$	590

have any variable lease costs or short-term lease costs for the years ended February 28, 2023 and 2022, respectively.

Cash paid for amounts included in the measurement of operating lease liabilities was approximately $0.5 for fiscal 2023 and $0.6 million for fiscal 2022. On September 9, 2021, the Company exercised an option to terminate the lease on its Tucker, Georgia location effective March 31, 2022. The terms of the option to terminate included prepaying the remaining rent through March 31, 2022, an additional penalty of three month’s rent and prepaying the property taxes for 2021 and for the first three months of 2022. The Company did not modify any existing operating leases or execute any new operating leases during the fiscal year ended February 28, 2023.

Weighted average information associated with the measurement of the Company’s remaining operating lease obligations is as follows:

	February 28, 2023			February 28, 2022
Weighted average remaining lease term		1.6 years			2.7 years
Weighted average discount rate		6	%		6	%

The following table summarizes the maturity of the Company’s operating lease liabilities as of February 28, 2023 (in thousands):

Fiscal Year	Amount
2024	$	321
2025		190
Total operating lease payments	$	511
Less imputed interest		(29	)
Total operating lease liabilities	$	482

The Company subleases certain of its warehousing space in Lexington, KY. It is of a nominal value.

Financing Leases

se e

Table of Contents

	February 28, 2023			February 28, 2022
Machinery and equipment	$	277		$	277
Less: Accumulated depreciation		(208	)		(115	)
Machinery and equipment, net	$	69		$	162
Current portion of financing lease liabilities	$	74		$	98
Noncurrent portion of financing lease liabilities		—			64
Total financing lease liabilities	$	74		$	162

Finance lease costs include depreciation expense of $92 thousand and interest expense of $15 thousand for the year ended February 28, 2023 and depreciation expense of $92 thousand and interest expense of $25 thousand for the year ended February 28, 2022. Cash paid for amounts included in the measurement of lease liabilities for finance leases include $15 thousand classified as operating cash flows and $87 thousand classified as financing cash flows for the year ended February 28, 2023. Cash paid for amounts included in the measurement of lease liabilities for finance leases include $25 thousand classified as operating cash flows and $78 thousand classified as financing cash flows for the year ended February 28, 2022.

The following table summarizes the maturity of the Company’s finance lease liabilities as of February 28, 2023 (in thousands):

Fiscal Year	Amount
2024	$	78
Total finance lease payments	$	78
Less imputed interest		(4	)
Total finance lease liabilities	$	74

Related Party Leases

Included in the operating lease section above are leases for manufacturing and warehouse facilities leased from Southeast Metro Savings, LLC and Honeyhill Properties, LLC (entities which are controlled by the Company’s chief executive officer) under operating leases expiring at various dates through 2025. Rent expense under these leases totaled approximately $0.3 million in fiscal 2023 and $0.4 million in fiscal 2022.

Future minimum rental payments due under leases with related parties are as follows (in thousands):

Fiscal Year	Amount
2024	$	190
2025		190
	$	380

Note 11. Concentrations of Risk and Major Customers

The Company sells to a variety of domestic and international customers on an open-unsecured account basis, in certain cases requiring letters of credit. These customers principally operate in the medical, military, and avionics industries. The Company had direct and indirect net sales to the U.S. government, primarily the Department of Defense for training and simulation programs, which comprised approximately 51% and 43% of consolidated net sales in fiscal 2023 and 2022, respectively. Sales to foreign customers were 8% of consolidated net sales in fiscal 2023 and 11% of consolidated net sales in fiscal 2022. The Company had two customers who comprised more than 10% of the Company’s sales in fiscal year 2023 (14% and 10%). In addition, the Company had three customers that in aggregate comprised approximately 38% of consolidated accounts receivable as of February 28, 2023.

Table of Contents

The Company attempts to minimize credit risk by reviewing all customers’ credit history before extending credit, by monitoring customers’ credit exposure on a daily basis and requiring letters of credit for certain sales. The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information.

Note 12. Supplemental Cash Flow Information

	Fiscal Year Ended(in thousands)
	February 28,2023		February 28,2022
Cash paid for:
Interest	$	15	$	25
Non-cash activity:
Note payable to officer	$	—	$	183
Forgiveness of PPP loans (Note 4)	$	—	$	1,084

Selected Quarterly Financial Data (unaudited)

The following table sets forth selected quarterly consolidated financial data for the fiscal years ended February 28, 2023 and February 28, 2022, respectively. The summation of quarterly net income (loss) per share may not agree with annual net income (loss) per share due to rounding:

	2023
	First Quarter			Second Quarter		Third Quarter			Fourth Quarter
	(in thousands, except per share amounts)
Net sales	$	2,841		$	1,966	$	1,687		$	1,608
Gross profit (loss)		711			512		295			(346	)
Net income (loss)		(295	)		65		(713	)		(1,050	)
Basic net income (loss) per share	$	(0.05	)	$	0.01	$	(0.12	)	$	(0.18	)
Diluted net income (loss) per share	$	(0.05	)	$	0.01	$	(0.12	)	$	(0.18	)

	2022
	First Quarter			Second Quarter		Third Quarter			Fourth Quarter
	(in thousands, except per share amounts)
Net sales	$	1,857		$	1,904	$	1,616		$	1,624
Gross profit		367			51		(555	)		(186	)
Net income (loss)		(745	)		164		(806	)		(1,173	)
Basic net income (loss) per share	$	(0.13	)	$	0.03	$	(0.14	)	$	(0.20	)
Diluted net income (loss) per share	$	(0.13	)	$	0.03	$	(0.14	)	$	(0.20	)

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Evaluation of disclosure controls and procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of our disclosure controls and procedures, as such term is defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report (February 28, 2023). Our disclosure controls and procedures are intended to ensure that the information we are required to disclose in the reports that we file or submit under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as the principal executive and financial officers, respectively, to allow final decisions regarding required disclosures. Based on their evaluation of the Company’s disclosure controls and procedures as of February 28, 2023, the CEO and CFO have concluded that the Company’s disclosure controls and procedures were effective.

In the prior fiscal quarter, our CEO and CFO concluded that as of November 30, 2022, our disclosure controls and procedures were not effective due to a material weakness in our internal control over financial reporting relating to inventory. During the fourth quarter of fiscal 2023, management remediated the material weakness identified in the prior fiscal quarter related to inventory.

The Company incorporated new policies and procedures to effect stronger controls around it’s inventory In fiscal 2023. The controls included regular cycle counts including a review of the activity of the items counted to strengthen the timeliness of evaluating the inventory’s net realizable value given the changes in market conditions in the Company’s industry. Tighter controls were imposed on incoming and outgoing shipments to ensure proper timing of the recording of these shipments. These controls were audited by management to ensure compliance. Given the new procedures and the emphasis on these internal controls, the Company believes it can rely on the internal controls around the proper timing and valuation of the inventory.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and disposition of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

All internal controls, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an assessment of the effectiveness of the Company’s internal control over financial reporting as of February 28, 2023. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) (2013 Framework) entitled “Internal Control- Integrated Framework.” Based on such assessment, our management concluded that as of February 28, 2023 our internal control over financial reporting was effective.

Change in Internal Control Over Financial Reporting

Except for the remediation of the material weakness described above, there were no changes in our internal controls over financial reporting during the fourth quarter of fiscal 2023 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Inherent limitations on the effectiveness of controls

An effective internal control system, no matter how well designed, has inherent limitations, including the possibility of human error or overriding of controls, and therefore can provide only reasonable assurance with respect to reliable financial reporting. Because of its inherent limitations, our internal control over financial reporting may not prevent or detect all misstatements, including the possibility of human error, the circumvention or overriding of controls, or fraud. Effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements.

Item 9B. Other Information.

None.

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

The information contained in Video Display Corporation’s Proxy Statement to be filed within 120 days of the Company’s 2023 fiscal year end (the “2023 Proxy Statement”), with respect to directors and executive officers of the Company under the headings “Election of Directors” and “Executive Officers”, is incorporated herein by reference in response to this item; provided, however, that the information contained in the 2023 Proxy Statement under the heading “Compensation and Stock Option Committee Report” or under the heading “Performance Graph” shall not be incorporated herein by reference.

Item 11. Executive Compensation.

The information contained in the 2023 Proxy Statement under the heading, “Executive Compensation and Other Benefits”, with respect to executive compensation, is incorporated herein by reference in response to this item.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information contained in the 2023 Proxy Statement under the headings “Common Stock Ownership” and “Executive Compensation and Other Benefits”, is incorporated herein by reference in response to this item.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

The information contained in the 2023 Proxy Statement under the heading, “Transactions with Affiliates”, is incorporated herein by reference in response to this item.

Item 14. Principal Accounting Fees and Services.

The information contained in the 2023 Proxy Statement under the heading, “Audit Fees and All Other Fees” is incorporated herein by reference in response to this item.

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) The following documents are filed as part of this Report:

Financial Statements:

The following consolidated financial statements of the Company and its consolidated subsidiaries and the Reports of the Independent Registered Public Accounting Firms are included in Part II, Item 8.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of February 28, 2023 and February 28, 2022.

Consolidated Statements of Operations—Fiscal Years Ended February 28, 2023 and February 28, 2022.

Consolidated Statements of Shareholders’ Equity (Deficit) – Fiscal Years Ended February 28, 2023 and February 28, 2022.

Consolidated Statements of Cash Flows—Fiscal Years Ended February 28, 2023 and February 28, 2022.

Notes to Consolidated Financial Statements

(b) Exhibits

ExhibitNumber		Exhibit Description
3(a)		Articles of Incorporation of the Company (incorporated by reference to Exhibit 3A to the Company’s Registration Statement on Form S-18 filed January 15, 1985). (P)
3(b)		By-Laws of the Company (incorporated by reference to Exhibit 3B to the Company’s Registration Statement on Form S-18 filed January 15, 1985). (P)
10(a)		Lease dated April 1, 2015 by and between Registrant (Lessee) and Ronald D. Ordway (Lessor) with respect to premises located at 1868 Tucker Industrial Road, Tucker, Georgia (incorporated by reference to Exhibit 10(c) to the Company’s 2015 Annual Report on Form 10-K.)
10(b)		Lease dated February 19, 2015 by and between Registrant (Lessee) and Ordway Properties LLC (Lessor) with respect to premises located at 5155 King Street, Cocoa, FL. (incorporated by reference to Exhibit 10(g) to the Company’s 2015 Annual Report on Form 10-K.)
10(c)		Video Display Corporation 2006 Stock Incentive Plan. (incorporated by reference to Appendix A to the Company’s 2006 Proxy Statement on Schedule 14A)
21		Subsidiary Companies
23.1		Consent of Hancock Askew & Co., LLP
31.1		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

POWER OF ATTORNEY

Know all men by these presents, that each person whose signature appears below constitutes and appoints Ronald D. Ordway as attorney-in-fact, with power of substitution, for him in any and all capacity, to sign any amendments to this Report on Form 10-K, and to file the same, with exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact may do or cause to be done by virtue hereof.

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

Signature -Name	Capacity	Date
/s/ Ronald D. Ordway	Chief Executive Officer,	May 30, 2023
Ronald D. Ordway	Treasurer and Director
	(Principal Executive Officer)
/s/ Gregory L. Osborn	Chief Financial Officer and Director	May 30, 2023
Gregory L. Osborn	(Principal Financial Officer)

Date: May 30, 2023

VIDEO DISPLAY CORPORATION

/s/ Ronald D. Ordway

Ronald D. Ordway

Chairman of the Board and Chief Executive Officer

Filing Compare · VIDEO DISPLAY CORP