SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended April 30, 20152018

Commission File No. 1-5926

Securities registered under Section 12(b)

of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes¨ Nox

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes¨ Nox

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes¨ Nox

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the 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.¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “accelerated filer”, “large accelerated filer”filer,” “accelerated filer,” “smaller reporting company,” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

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

Yes¨Nox

The aggregate market value of the common stock held by non-affiliates of the registrant at October 31, 201422, 2018 was $573,935.$1,469,513.

As of April 30, 2015,2018, there were 5,000,000 shares of the registrant’s common stock outstanding.

PART I

FORWARD LOOKING STATEMENTS

This Form 10-K contains “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward looking statements represent the Company’s expectations and beliefs including, but not limited to, statements concerning the Company’s operations, performance, financial condition, growth or strategies. For this purpose, any statements contained in this Form 10-K that are not statements of historical fact may be deemed to be forward looking statements. Without limiting the generality of the foregoing, words such as “may,” “will,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative or other variations thereof or comparable terminology are intended to identify forward looking statements. The statements by their nature involve substantial risks and uncertainties, certain of which are beyond the Company’s control, and actual results may differ materially depending on a variety of important factors, including but not limited to the potential impact of changes in interest rates, competition, credit risks and collateral, changes in local or regional economic conditions, the ability of the Company to continue its growth strategy, dependence on management and key personnel, and regulatory supervision.

General

Miller Industries, Inc. (the “Company”) was incorporated under the laws of the State of Florida on January 21, 1963. The administrative offices of the Company are located at 16295 N.W. 13th Avenue, Miami, Florida 33169, and its telephone number is (305) 621-0501.

The Company’s business is the ownership and management of a 98,00097,813 square feetfoot warehouse located in Miami, Florida.

Employees

The Company had no employees during the 20152018 and 20142017 fiscal years.

The Company utilizes an independent contractor to perform administrative and bookkeeping services.

Description of Warehouse

The Company owns a one-story concrete block building located at 16295 N.W. 13th Avenue, Miami, Florida. This facility consists of 97,813 square feet, 7,000 of which are air-conditioned. The building is zoned for use as a warehouse or light manufacturing facility. The building has a relatively low ceiling, which has adversely affected leasing efforts.

Financing

At April 30, 2015,2018, the building was subject to an outstanding first mortgage in favor of a commercial bank with a principal balance of approximately $1,115,500.$982,000. The loan accrues interest at ½% under the lender’s base rate per annum and is payable in monthly installments of $3,715, plus accrued interest, with a balloon payment of $911,000 due November 2019. The loan is secured by the Company’s land and building and a partial guarantee of the Company’s president.building.

Leasing Activities

The Company continues to seek long term commercial tenants for its building. The building is located in an industrial park which contains many similar facilities. Current rents for such facilities range from approximately $4.00 per square foot to approximately $7.50 per square foot and the occupancy rate in the area is approximately 80%.

During 2015,2018, the Company leased its building to three tenants. As of April 30, 2015,2018, the future minimum rental income under these leases, excluding cost of living adjustments, was as follows:

Insurance, Depreciation and Taxes

The Company believes that the building is adequately insured. Depreciation is determined using the straight-line method over five to 31.5 years for tax purposes and 5 to 30 years for accounting purposes. Real estate taxes paid for calendar year 20152018 were approximately $100,000.$122,000.

Gold Coast Oil

In 1981, the Company was named by the U.S. Environmental Protection Agency (“EPA”) as one of many potential PRPs with respect to chemical pollution discovered at a site known as “Gold Coast Oil.”

In 1988, a settlement was negotiated between the EPA and certain PRPs including the Company, which resulted in a settlement of the EPA claim. The PRPs subsequently negotiated a settlement among themselves in which the Company agreed to pay $50,000 of the anticipated clean upcleanup costs. The Company’s insurance carrier at the time of the alleged violations agreed to pay $45,000 of this amount in return for a release from any future additional claims.

In January 1993, it was determined that additional funds would be required to complete the clean upcleanup of the Gold Coast Oil site. The Company received an assessment of $10,000 for this obligation and has included such amount in accrued expenses in the accompanying balance sheets.

Not Applicable.

PART II

The Company’s common stock is currently traded on the over-the-counter market under the symbol “MLLS”.

The range of the high and low bid quotations for each quarter of the past two (2) fiscal years is as follows:

As of April 30, 2015,2018, there were approximately 475 holders of record of the Company’s common stock.

The Company has not paid any cash dividends during the last three fiscal years.

Equity Compensation Plan Information

On April 30, 2015,2018, the Company had no equity compensation plans.

Not Applicable.

Results of Operations (2015(2018 compared to 2014)2017)

Rental Income

The Company’s results of operations are primarily dependent upon the rental income which it receives from leasing space in its building. Rental income is a function of the percentage of the building which is occupied, and the level of rental rates. Rental income during 20152017 was $573,000,$525,000, compared with $314,000$524,000 in 2014. The increase in rental income was due to the addition of a significant tenant.

Hardware Sales

2018. The Company receives revenue from the salealso received tenant reimbursements of replacement parts for the sliding glass doors$102,000 in 2017 and windows formerly manufactured by the Company. These sales (net of cost of goods sold) were immaterial$81,000 in 2015 and 2014.2018.

Other Income

The Company generated other income of $5,000$14,000 in 20152017 and $10,000$16,000 in 2014.2018. Other income principally consisted of interest income. The decrease was due to lower interest rates in the Company’s deposits.

Rental Expense (Excluding Interest)

The Company incurs rental expense in connection with the leasing of its building. These expenses consist of management fees, insurance, real estate taxes, depreciation and amortization, insurance, maintenance and repairs, utility costs and outside services. Rental expenses were $339,000$332,000 in 20152017 and $267,000$328,000 in 2014.2018. The principal components were management fees ($48,00060,000 in 20152017 and $44,000$36,000 in 2014)2018), taxes ($100,000116,000 in 20152017 and $52,000$122,000 in 2014)2018), depreciation and amortization ($25,00019,000 in 20152017 and $22,000$13,000 in 2014)2018), repairs and maintenance ($20,0009,000 in 20152017 and $51,000$41,000 in 2014)2018), and insurance ($34,00027,000 in 20152017 and $30,000 in 2014)2018).

Cost of Hardware Sales

The Company records the cost of its hardware sales in connection with the sale of replacement parts to customers of its former window and sliding glass door business. These costs are tied to the level of hardware sales. These costs were not material in 2015 and 2014.

Administrative Expenses

The Company’s administrative expenses were $50,000$55,000 in 2015, compared to $57,0002017 and $75,000 in 2014.2018.

Interest Expense

The Company pays interest on the mortgage loan on its building. Interest expense on the loan was $32,000 in 20152017 compared to $33,000$35,000 in 2014.2018.

Provision for Income Taxes

The provision for taxes (before realization of prior years’ tax benefits) was $86,000$222,000 in 20152017 and $2,000$184,000 in 2014.2018.

Net Income

As a result of the foregoing factors, the Company had a net income of $160,000$144,000 in 2015,2017, compared to a net income of $12,000$115,000 in 2014.2018.

Liquidity and Capital Resources

The Company’s cash increased by $152,000 during$191,000 in fiscal year 2015 compared with a decrease of $94,000 during fiscal year 2014. The increase2017 and decreased by $31,000 in 2015 was primarily due to higher net income and lower cost of repairs and maintenance.2018. As of April 30, 2015,2018, the Company’s cash position was approximately $1,665,000.$1,977,000.

At April 30, 2015,2018, the Company’s principal financing consisted of a loan with a principal balance of approximately $1,115,000$982,000 from a third party lender, secured by a lien on the Company’s building. The loan bears interest at 50 basis points below the Lender’s base rate. The loan is payable $3,715 per month (plus accrued interest), with a balloon payment due November 2019 in the approximate amount of $911,000. The note is collateralized by the Company’s land and building,along with the personal guaranty of the Company’s Chairman of the Board in the amount of 50% of the mortgage balance.building.

The Company believes that its working capital needs over the next twelve months will principally consist of funding routine maintenance of its building and alterations to the interior of the building to accommodate new tenants. The Company believes that its existing cash reserves will allow the Company to continue operations at their current level for at least 12 more months. However, the Company’s long term prospects ultimately depend on the Company’s ability to lease the space in its building at attractive rates.

The Company’s obligations to make payments under existing, material contracts consist of the following:

Current Plans

The Company operates as a real estate investment and management company. The Company currently is seeking to obtain additional commercial tenants.

The Company’s principal operating expenses consist of management and professional fees associated with the administration of the Company, interest expense on the Company’s mortgage loan, real estate taxes and insurance.

Critical Accounting Policies

The Securities and Exchange Commission (“SEC”) has issued disclosure guidance for “Critical Accounting Policies.” The SEC defines critical accounting policies as those that require the application of management’s most difficult, subjective, or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.

The discussion and analysis of the Company’s financial condition and results of operations are based upon its financial statements, the preparation of which takes into account estimates based on judgments and assumptions that affect certain amounts and disclosures. Accordingly, actual results could differ from these estimates. The accounting policies and estimates used and outlined in Note 1 to the Company’s financial statements, which are presented elsewhere in this Form 10-K, have been applied consistently as at April 30, 20142017 and 2015,2018, and for the years ended April 30, 20142017 and 2015.2018. The Company’s representatives who are involved in the preparation of its financial statements and this report believe that the following accounting policies represent the Company’s critical accounting policies:

Valuation of Long-Lived Assets: The Company periodically assesses the carrying value of long-lived assets whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. When the Company determines that the carrying value of long-lived assets may be impaired, the measurement of any impairment is based on a projected discounted cash flows method. While the Company believes that this method is reasonable, different assumptions regarding such cash flows may significantly affect the measurement of impairment.

Revenue Recognition: Rental income is recognized when it becomes receivable under the terms of each lease. Hardware sales are recognized upon receipt of payment from customers.

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

The Company is not a party to any material off-balance sheet arrangements.

The following is a summary of the Company’s contractual obligations, including certain on-balance sheet obligations, at April 30, 2015:2018:

The Company’s financial statements and supplementary financial schedules are attached as an exhibit to this report. See Items 14(a) and 14(b).

Management’s Report on the Consolidated Financial Statements

Our management is responsible for the preparation of the consolidated financial statements and related information that are presented in this report. The consolidated financial statements, which include amounts based on management’s estimates and judgments, have been prepared in conformity with accounting principles generally accepted in the United States of America. The Company designs and maintains accounting and internal control systems to provide reasonable assurance at reasonable cost that assets are safeguarded against loss from unauthorized use or disposition, and that the financial records are reliable for preparing financial statements and maintaining accountability for assets. These systems are augmented by written policies, an organizational structure providing division of responsibilities and careful selection and training of qualified personnel.

None.

Disclosure Controls and Procedures

In connection with the filing of this Form 10-K, the Company’s Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of the Company’s disclosure controls and procedures as of April 30, 2015.2018. The Company’s Chief Executive Officer and Chief Executive Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of April 30, 2015.2018.

Management's Report on Internal Control Over Financial Reporting

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). The Company designs and maintains accounting and internal control systems to provide reasonable assurance at reasonable cost that assets are safeguarded against loss from unauthorized use or disposition, and that the financial records are reliable for preparing financial statements and maintaining accountability for assets. These systems are augmented by written policies, an organizational structure providing division of responsibilities and careful selection and training of qualified personnel.

Management (with the participation of the Company's principal executive officer and principal financial officer) has evaluated the Company's internal control over financial reporting as of April 30, 2015,2018, based on the framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commission.

There are limitations inherent in any internal control, such as the possibility of human error and the circumvention or overriding of controls. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met, and may not prevent or detect misstatements. As conditions change over time, so too may the effectiveness of internal controls. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of a Company's financial reporting.

Based on its assessment, management has concluded that our internal control over financial reporting was effective as of April 30, 2015.2018.

There were no changes in the Company’s internal controls over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting during the fiscal quarter ended April 30, 2015.2018.

Not applicable

PART III

The Company’s chief executive officer and sole director, Angelo Napolitano passed away during the 2018 fiscal year. Marc Napolitano currently serves as President and Secretary. One or more directors will be elected at the Company’s next annual meeting. The directors and executive officers of the Company are as follows:

Each director is elected for a period of one year, or until his successor is duly elected by the shareholders. Officers serve at the will of the Board of Directors.

Angelo Napolitano, age 80, has been President and Chief Executive Officer of the Company since 1992. He has been a Director of the Company since 1988 and Chairman since July 1989. Mr. Napolitano is the Chairman and Chief Executive Officer of Harnap Corp., a commercial real estate management company which he founded in 1971. Since 1975, Mr. Napolitano has served as a director and President of Sunshine State Industrial Park Authority, the property owners’ association for the industrial park in which the Company’s building is located.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Based solely upon a review of Forms 3, 4 and 5 furnished to the Company, Mr. Napolitano failed to file one report on a timely basis.Not applicable.

Audit Committee Financial Expert

The Company has determined that it does not have an audit committee financial expert. The Company has not been able to identify an individual willing to serve as an audit committee financial expert for the Company.

Code of Ethics

The Company has adopted a code of ethics that applies to the Company’s officers and persons performing similar functions.

The following table sets forth information regarding the compensation paid by the Company to the Company’s chief executive officer. None of the Company’s officers in fiscal 20152018 received compensation in excess of $100,000.

SUMMARY COMPENSATION TABLE

__________________

(1)       Includes management fees paid to Harnap Corp., a company controlled by Mr. Napolitano, and director fees paid to Mr. Napolitano.

Stock Options

No stock options were granted, outstanding or exercised during the 20152018 fiscal year.

Management Agreement

ThePrior to November 2017, the Company has agreedpaid management fees of $60,000 to pay Harnap Corp. an annual management fee, which is currently $48,000 per year. Harnap Corp. is owned and, a company controlled by AngeloMarc Napolitano, the Company’s Chief Executive Officer and Chairman of the Board. As of April 30, 2015, accrued management fees totaled $50,000.President. This agreement was terminated in November 2017.

Compensation of Directors

No amounts were paid to directors during the 20152018 fiscal year for services as directors.

To the knowledge of management, as of April 30, 2015,2018, the following persons beneficially owned 5% or more of the common stock of the Company:

________________

(1)       Mr. Napolitano has sole voting and investment power with respect to 1,121,25632,162 shares which he holds of record, and 500,000an additional 3,008,487 shares which are held in trusts controlled by Mr. Napolitano as the trustee.trustee and shares held by the Estate of Angelo Napolitano for which Mr. Napolitano has shared voting and investment power with respect to 10,000 shares which he owns jointly with his wife, Mrs. Helen Napolitano.serves as the personal representative.

The shares of common stock beneficially owned by the Company’s sole director and executive officer as of April 30, 20152018 were as follows:

___________________

(1)       Except as otherwise indicated, each person has sole voting and investment power as to the listed shares.

(2) With respect to Mr. Napolitano’s shares, seeSee Note (1) to the preceding table.

The Company has entered into a brokerage agreement with Napolitano Realty Corporation (“NRC”) with respect to the lease of the Company’s building. The President of NRC is the son of Mr. AngeloMarc Napolitano, who is the Company’s President and Chairman of the Board.President. The agreement provides for a 6% commission to be paid to NRC on sales or lease proceeds received by the Company. The Company paid $14,000 indid not pay any commissions under this agreement for the 20152018 fiscal year.

Prior to November 2017, the Company paid Harnap Corp. an administrative services fee of $1,500 per month for administrative services. Harnap Corp. is a company controlled by Mr. Napolitano. This agreement was cancelled in November 2017.

Larry Wolfe, CPA performed the review of each of the Company’s quarterly reports for the 20152018 fiscal year and the audit of the Company’s financial statements for the year ended April 30, 2015.2018.

The following table presents fees billed for professional audit and other services rendered by Larry Wolfe, CPA for the periods presented.

PART IV

There were no reports on Form 8-K for the three months ended April 30, 2015.2018.

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on April 7, 2016.October 22, 2018.

INDEPENDENT AUDITOR’S REPORTReport of Independent Registered Accounting Firm

Shareholders and Board of Directors

Miller Industries, Inc.

Miami, Florida

Opinion on the Financial Statements

I have audited the accompanying balance sheets of Miller Industries, Inc. (the Company) as of April 30, 20152018 and 2014,2017, and the related statementsstatement of operations, shareholders’ deficiency,equity, and cash flows for each of the two years in the period ended April 30,2018, and the related notes (collectively referred to as the “financial statements”. In my opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of April 30, 2015. 2018 and 2017, and the results of its operations and its cash flows for each of the two years in the period ended April 30,2018 in conformity with accounting principles generally accepted in the United State of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. My responsibility is to express an opinion on thesethe Company’s financial statements based on my audits. I am a public accounting firm registered with the Public Company Accounting Oversight Board (“PCAOB”) and I am required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

I conducted my auditaudits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not requiredmisstatement, whether due to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing auditerror or fraud, and performing procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, I express no such opinion. An audit includesrespond to those risks. Such procedures included examining on a test basis evidence supportingregarding the amounts and disclosures in the financial statements. An auditMy audits also includes assessingincluded evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement presentation.statements. I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Miller Industries, Inc. as of April 30, 2015 and 2014 and the results of its operations and its cash flows for each of the two years in the period ended April 30, 2015, in conformity with accounting principles generally accepted in the United States of America.

/s/ Larry Wolfe

Larry Wolfe

Certified Public Accountant

I have served as the Company’s auditor since 2000.

Miami, Florida

December 11, 2015September 15, 2018

MILLER INDUSTRIES, INC.

BALANCE SHEET

APRIL 30, 20152018 AND 2014

ASSETS