UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

For the quarterly period ended March 31,June 30, 2014

OR

For the transition period fromto

Commission file number 000-01227

Chicago Rivet & Machine Co.

(Exact Name of Registrant as Specified in Its Charter)

(630) 357-8500

Registrant’s Telephone Number, Including Area Code

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  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every interactive data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes  x    No  ¨

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

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

As of April 30,August 1, 2014, there were 966,132 shares of the registrant’s common stock outstanding.

CHICAGO RIVET & MACHINE CO.

INDEX

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Item 1. Financial Statements.

CHICAGO RIVET& MACHINE CO.

Condensed Consolidated Balance Sheets

March 31,June 30, 2014 and December 31, 2013

See Notes to the Condensed Consolidated Financial Statements

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CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Balance Sheets

March 31,June 30, 2014 and December 31, 2013

See Notes to the Condensed Consolidated Financial Statements

3

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Income

For the Three and Six Months Ended March 31,June 30, 2014 and 2013

(Unaudited)

See Notes to the Condensed Consolidated Financial Statements

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CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Retained Earnings

For the ThreeSix Months Ended March 31,June 30, 2014 and 2013

(Unaudited)

See Notes to the Condensed Consolidated Financial Statements

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CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Cash Flows

For the ThreeSix Months Ended March 31,June 30, 2014 and 2013

(Unaudited)

See Notes to the Condensed Consolidated Financial Statements

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CHICAGO RIVET & MACHINE CO.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. In the opinion of the Company, the accompanying unaudited interim financial statements contain all adjustments necessary to present fairly the financial position of the Company as of March 31,June 30, 2014 (unaudited) and December 31, 2013 (audited) and the results of operations and changes in cash flows for the indicated periods. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted from these unaudited financial statements in accordance with applicable rules. Please refer to the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the three monthand six-month period ended March 31,ending June 30, 2014 are not necessarily indicative of the results to be expected for the year.

New Accounting Pronouncements-In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” This ASU is a comprehensive new revenue recognition model that requires a company to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. This ASU is effective for interim and annual reporting periods beginning after December 15, 2016 and is to be applied retrospectively. Early adoption is not permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on the consolidated results of operation, financial position and related disclosures.

2. The Company extends credit on the basis of terms that are customary within our markets to various companies doing business primarily in the automotive industry. The Company has a concentration of credit risk primarily within the automotive industry and in the Midwestern United States.

3. The Company is, from time to time, involved in litigation, including environmental claims and contract disputes, in the normal course of business. While it is not possible at this time to establish the ultimate amount of liability with respect to contingent liabilities, including those related to legal proceedings, management is of the opinion that the aggregate amount of any such liabilities, for which provision has not been made, will not have a material adverse effect on the Company’s financial position.

4. The Company’s effective tax rates were approximately 33.8%34.7% and 32.4%31.9% for the firstsecond quarter of 2014 and 2013, respectively, and 34.2% and 32.1% for the six months ended June 30, 2014 and 2013, respectively. Rates were lower than the U.S. federal statutory rate in 2013 primarily due to the Domestic Production Activities Deduction allowed under Internal Revenue Code Section 199.

The Company’s federal income tax returns for the 2011, 2012 and2010 through 2013 tax years are subject to examination by the Internal Revenue Service (“IRS”). While it may be possible that a reduction could occur with respect to the Company’s unrecognized tax benefits as an outcome of an IRS examination, management does not anticipate any adjustments that would result in a material change to the results of operations or financial condition of the Company. No statutes have been extended on any of the Company’s federal income tax filings. The statute of limitations on the Company’s 2011, 2012 and2010 through 2013 federal income tax returns will expire on September 15, 2015, 2016 and2014 through 2017, respectively.

The Company’s state income tax returns for the 20112010 through 2013 tax years remain subject to examination by various state authorities with the latest closing period on October 31, 2017. The Company is not currently under examination by any state authority for income tax purposes and no statutes for state income tax filings have been extended.

CHICAGO RIVET & MACHINE CO.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

5. Inventories are stated at the lower of cost or net realizable value, cost being determined by the first-in, first-out method. A summary of inventories is as follows:

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CHICAGO RIVET & MACHINE CO.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

6. Segment Information—The Company operates in two business segments as determined by its products. The fastener segment includes rivets, cold-formed fasteners and screw machine products. The assembly equipment segment includes automatic rivet setting machines and parts and tools for such machines. Information by segment is as follows:

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CHICAGO RIVET & MACHINE CO.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

CHICAGO RIVET & MACHINE CO.

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

Revenues for the firstsecond quarter of 2014, as well as for the current year to date, reflect continued growth compared to the year earlier periods. Net sales for the second quarter of 2014 were $9,950,424,$9,500,678, an increase of $824,688,$173,035, or 9%1.9%, compared with $9,125,736 recorded inthe year earlier quarter. For the first quarterhalf of 2014, net sales totaled $19,451,102, an improvement of $997,723, or 5.4%, compared with the first half of 2013. The increase in sales is the result ofreflects our continuedsuccessful efforts to grow our business, as well asincrease sales to automotive customers, who are currently benefiting from an increase in U.S. automotive production. The increaseproduction, in revenue duringan otherwise generally slow growth economy. Net income for the second quarter of 2014 was enough to offset certain higher expenses incurred, resulting in net income of $568,373,$569,054, or $0.59 per share, in the first quarter of this year compared to $453,532,with $638,213, or $0.47$0.66 per share, in the firstsecond quarter of 2013. In additionThe decrease was primarily due to a regular quarterly dividend$40,786 reduction in gains from the sale of $.18equipment used in operations compared to the prior year and higher income taxes in the current year quarter. Net income for the first half of 2014 was $1,137,427, or $1.18 per share, an extra dividend of $.40a 4.2% increase compared to the $1,091,745, or $1.13 per share, was paidreported in the first quarter based on 2013 results.half of 2013.

Fastener segment revenues were $9,087,735 infor the firstsecond quarter of 2014 increasing $784,991, or 9.5%improved 3.6%, to $8,764,594, from $8,302,744$8,463,688 reported in the firstsecond quarter of 2013. This marksFor the fourth straight quarterlyfirst six months of the year, fastener segment revenues improved 6.5%, to $17,852,329, from $16,766,432, an increase of $1,085,897, compared to the first half of 2013. With the majority of such revenues derived from the automotive sector, the segment has benefited from increased North American sales of autos and trucks during the current year. Fastener segment gross margins improved $83,949 in the second quarter compared to last year, as higher production expenses pressured margins in the quarter. During the quarter, labor expense increased approximately $68,000 as headcount has risen related to the increase in production activity and employee health insurance costs increased approximately $42,000 related to higher insurance premiums and headcount. Additionally, production related depreciation increased $46,299 in the second quarter, due to recent investments in equipment. For the first half of 2014, depreciation has increased $83,992, labor expense has increased approximately $186,000 and employee health insurance has increased approximately $67,000, partially offsetting the increase in sales over the previous year quarter. Theand resulting in a net increase was due to our successful efforts to grow sales, especially among automotive customers upon which we rely for the majority of our fastener segment sales. Partially offsetting the higher sales was a $61,000 increase in heating and gas expense, primarily related to the harsh winter conditions this year, and a $36,000 increase in depreciation due to equipment placed in service recently. With material prices being relatively unchanged during the quarter, the higher sales volume resulted in an increase in fastener segment gross margin of approximately $221,000.$325,279.

Assembly equipment segment revenues were $862,689$736,084 in the second quarter of 2014, a decline of $127,871, compared to the second quarter of 2013, when revenues were $863,955. The decline in second quarter sales was primarily related to a reduction in machines shipped compared to the second quarter of 2013. This offset the increase in segment sales reported in the first quarter when the number of 2014machines sold was equal to the year earlier period. Year to date assembly equipment sales of $1,598,773 reflect a 5.2% decline compared to $822,992$1,686,947 reported for the first half of 2013. The reduction in assembly equipment segment sales in the second quarter resulted in a $78,393 decline in segment gross margin for the quarter and offset the improvement reported in the first quarter of 2013. The 4.8% increase in revenue was primarily duethis year to an increase inleave the average selling price of machines shipped in the current year quarter. The increase in sales during the quarter, while keeping manufacturing costs comparable to the same period last year, resulted in an improvement in segment margins of approximately $14,000 in the first quarter of 2014. As of March 31, 2014, machine orders trail the level of a year earlier.date margin lower by $63,991.

Selling and administrative expenses duringfor the firstsecond quarter of 2014 were $1,414,052,$1,379,886, an increase of $62,238,$50,959, or 4.6%3.8%, compared with the year earlier quarter total of $1,328,927. The largest component of the change related to $1,351,814 recordedan increase in payroll expense of approximately $20,000 during the firstquarter, related to a realignment of duties in certain positions. Commission expense increased approximately $18,000 compared to the second quarter of 2013. Sales commissions increased by approximately $21,000 for the quarter2013 due to higher sales in the current year, while profit sharing expense increased by $15,000 due to improved profitability. Most of theyear. The remaining net increase relatesrelated to higher payroll and health insurance expense. When compared to net sales,and other smaller items. For the first six months of the year, selling and administrative expenses have increased from $2,680,741 in 2013, to $2,793,938 in 2014. Payroll expense accounts for approximately $51,000 of the increase during the first half of 2014. Commissions have increased approximately $40,000 for the first half of the year due to the increase in sales compared to last year. Other smaller net changes during the first six months include a $15,000 profit sharing increase related to improved profitability. Selling and administrative expenses as a percentage of net sales for the first half of 2014 declined to 14.2%14.4%, from 14.5% in 2013.

The Company’s effective tax rates were approximately 34.7% and 31.9% for the current year quarter compared to 14.8% in the firstsecond quarter of 2013.2014 and 2013, respectively, and 34.2% and 32.1% for the six months ended June 30, 2014 and 2013, respectively. Rates were lower than the U.S. federal statutory rate in 2013 primarily due to the Domestic Production Activities Deduction allowed under Internal Revenue Code Section 199.

Working capital at June 30, 2014 amounted to $15.3$15.8 million, as of March 31, 2014, a decreasean increase of approximately $.2 million from the beginning of the current year. The largest component of the net changeWorking capital was positively impacted by a $.7 million increase in the first quarter was accounts receivable, which increased by $.9 million due to greater sales activity during the recent quarter, compared to the seasonally lower fourth quarter of 2013. Partially offsetting this changewhich was an increase of $.8 million in accounts payable and accrued expenses since the beginning of the year. These balances are consistent with the level of activity during the quarter. Also contributing to the reduction in working capital was theonly partially offset by a $.5 million increase in capitalaccounts payable, which reflects the greater level of activity typical for this time of year compared to the end of the prior year. Capital expenditures for the first half of 2014 were $.8 million, which primarily consisted of equipment used in our fastener

CHICAGO RIVET & MACHINE CO.

segment. Dividends paid in the first quartertwo quarters were $.7 million, including two regular quarterly payments of 2014 compared to the same period of 2013$.18 per share and a $.4 million increase in dividends paid as a result of an extra dividend of $.40 per share paid on March 20, 2014.in the first quarter. The net result of these changes and other cash flow items on cash, cash equivalents and certificates of deposit was a decrease$.2 million reduction in such total balances from the beginning of $.5 million,the year, to $6.2 million, as of March 31, 2014.$6.4 million. Management believes that current cash, cash equivalents and operating cash flow will provide adequate working capital for the foreseeable future.

We are pleased to report positive resultshigher net sales for the second quarter and year to date compared to the year earlier periods, as well as an increase in net income for the first quarterhalf of 2014. While demandDemand for fastener segment products remains positive and ishas been supported by expected growth in domestic auto salesproduction in 2014, our2014. Our assembly equipment segment order backlog is currently lower than a year ago, which is likely to adversely impact results in the near-term. Our sound financial condition has allowed us to make significant investments in our operations in recent years in an effort to remain competitive, as well as pursue opportunities to profitably grow our revenues and improve our bottom line. We will continue to make adjustments to our activities which we feel are necessaryappropriate based on conditions in our markets, while maintaining an emphasis on quality and reliability of servicemaking investments in our customers demand.operations that are expected to favorably affect long-term results.

This discussion contains certain “forward-looking statements” which are inherently subject to risks and uncertainties that may cause actual events to differ materially from those discussed herein. Factors which may cause such differences in events include, those disclosed under “Risk Factors” in our Annual Report on Form 10-K and in the other filings we make with the United States Securities and Exchange Commission. These factors, include among other things: conditions in the domestic automotive industry, upon

9

which we rely for sales revenue, the intense competition in our markets, the concentration of our sales to two major customers, the price and availability of raw materials, labor relations issues, losses related to product liability, warranty and recall claims, costs relating to environmental laws and regulations, the loss of the services of our key employees and difficulties in achieving expected cost savings. Many of these factors are beyond our ability to control or predict. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to publish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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CHICAGO RIVET & MACHINE CO.

Item 4. Controls and Procedures.

(a) Disclosure Controls and Procedures. The Company’s management, with the participation of the Company’s Chief Executive Officer and President, Chief Operating Officer and Treasurer (the Company’s principal financial officer), has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and President, Chief Operating Officer and Treasurer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act.

(b) Internal Control Over Financial Reporting. There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART IIPARTII — OTHER INFORMATION

Item 6. Exhibits

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SIGNATURES

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

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CHICAGO RIVET & MACHINE CO.

EXHIBITS

INDEX TO EXHIBITS

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