Andersons, Inc.

9. Commitments and Contingencies

Litigation activities

The Company is party to litigation, or threats thereof, both as defendant and plaintiff with some regularity, although individual cases that are material in size occur infrequently. As a defendant, the Company establishes reserves for claimed amounts that are considered probable and capable of estimation. If those cases are resolved for lesser amounts, the excess reserves are taken into income and, conversely, if those cases are resolved for larger than the amount the Company has accrued, the Company records additional expense. The Company believes that the outcome of its current legal proceedings in which it is a defendant, other than those described below, is not expected to be material, even if resolved unfavorably. As a plaintiff, amounts that are collected can also result in sudden, non-recurring income.

Litigation results depend upon a variety of factors, including the availability of evidence, the credibility of witnesses, the performance of counsel, the state of the law, and the impressions of judges and jurors, any of which can be critical in importance, yet difficult, if not impossible, to predict. Consequently, cases currently pending, or future matters, may result in unexpected, non-recurring losses or income from time to time. Finally, litigation results are often subject to judicial reconsideration, appeal and further negotiation by the parties, and as a result, the final impact of a particular judicial decision may be unknown for some time or may result in continued reserves to account for the potential of such post-verdict actions.

The Company is a defendant in a putative class action lawsuit pending in a United States District Court alleging violations of federal commodities and antitrust laws arising from past trading activity. As previously disclosed, the parties have reached an agreement in principle to settle the matter, subject to the negotiation and execution of final settlement documentation and court approval. Accordingly, management determined that a loss was both probable and reasonably estimable and recorded a $5.0 million reserve for this matter as of June 30, 2026. Based on the proposed settlement terms, the Company does not expect any material additional loss related to this matter. The Company denies the allegations and the proposed settlement contains no admission of liability or wrongdoing.

The Company is also party to litigation related to the receivership of its former consolidated subsidiary. The parties have reached an agreement in principle to settle the matter, subject to the negotiation and execution of final settlement documentation and court approval. Accordingly, management concluded that a loss was both probable and reasonably estimable and recorded additional expense within Operating, administrative and general expenses during the quarter ended June 30, 2026. As of June 30, 2026, the Company had a reserve of $15.0 million for this matter, representing the Company's estimated net exposure after considering expected insurance recoveries. Based on the terms of the proposed settlement, the Company does not expect any material additional loss related to this matter. The Company denies the allegations and the proposed settlement contains no admission of liability or wrongdoing.