WILLAMETTE VALLEY VINEYARDS INC
For the period ended Dec 31, 2025. Filed Mar 24, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 24, 2026
WVVI$1.65-4.1%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
| (a) | The following documents are filed as part of this report: |
| (1) | Financial Statements |
See “Index to Financial Statements” in Item 8 of this Annual Report on Form 10-K.
| (2) | Financial Statement Schedules |
All financial statement schedules are omitted either because they are not required, not applicable or the required information is included in the financial statements or notes thereto.
| (3) | Exhibits |
| Exhibit Number | Description |
| 3.1 | Articles of Incorporation of Willamette Valley Vineyards, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed on May 13, 2025, File No. 001-37610). |
| 3.2 | Articles of Amendment, dated August 22, 2000 (incorporated herein by reference to Exhibit 3.4 to the Company’s Form 10-Q for the quarterly period ended June 30, 2008, filed on August 14, 2008, File No. 000-21522). |
| 3.3 | Articles of Correction to the Articles of Amendment to the Articles of Incorporation of Willamette Valley Vineyards, Inc., dated June 22, 2015 (incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed on May 13, 2025, File No. 001-37610). |
| 3.4 | Articles of Amendment to the Articles of Incorporation of Willamette Valley Vineyards, Inc., dated June 22, 2015, as corrected on July 22, 2015 (incorporated by reference to Exhibit 3.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed on May 13, 2025, File No. 001-37610). |
| 3.5 | Articles of Amendment to the Articles of Incorporation of Willamette Valley Vineyards, Inc., dated March 16, 2016 (incorporated by reference to Exhibit 3.5 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed on May 13, 2025, File No. 001-37610). |
| 3.6 | Articles of Amendment to the Articles of Incorporation of Willamette Valley Vineyards, Inc., dated August 9, 2022. (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed on May 13, 2025, File No. 001-37610). |
| 3.7 | Amended and Restated Bylaws of Willamette Valley Vineyards, Inc. (incorporated by reference from the Company’s Current Reports on Form 8-K filed on November 20, 2015, File No. 001-37610) |
| 4.1 | Amended and Restated Certificate of Designation regarding the Series A Redeemable Preferred Stock (incorporated by reference from the Company’s Current Report on Form 8-K filed with the SEC on March 16, 2016 [File No. 001-37610]) |
| 4.2 | Description of Common Stock (incorporated by reference from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 filed with the SEC on March 11, 2020 [File No. 001-37610]) |
| 10.1 | Employment Agreement between Willamette Valley Vineyards, Inc. and James W. Bernau dated August 3, 1988 (incorporated by reference from the Company’s Regulation A Offering Statement on Form 1-A [File No. 24S-2996]) |
| 10.2 | Employment Agreement between Willamette Valley Vineyards, Inc. and John Ferry dated September 11, 2019 (incorporated by reference from the Company’s Current Report on Form 8-K filed with the SEC on September 16, 2019 [File No. 001-37610]) |
| 10.3 | Employment Agreement between Willamette Valley Vineyards, Inc. and Michael Osborn dated May 12, 2025 (incorporated by reference from the Company’s Current Report on Form 8-K filed with the SEC on May 15, 2025 [File No. 001-37610]) |
| 10.4 | Revolving Note and Loan Agreement dated May 28, 1992 by and between Northwest Farm Credit Services, Willamette Valley Vineyards, Inc. and James W. and Cathy Bernau (incorporated by reference from the Company’s Regulation A Offering Statement on Form 1-A [File No. 24S-2996]) |
| 10.5 | 2025 Omnibus Equity Incentive Plan (incorporated by reference to Exhibit 10.1 from the Company’s Registration Statement on Form S-8 filed with the SEC on November 12, 2025 [File No. 333-291478]) |
| 14.1 | Code of Ethics (incorporated by reference from the Company’s Proxy Statement on Schedule 14A, filed on June 30, 2004) |
| 23.1 | Consent of Baker Tilly US LLP, Independent Registered Public Accounting Firm (Filed herewith) |
| 31.1 | Certification of Principal Executive Officer required by Rule 13a-14(a) of the Securities Exchange Act of 1934 (Filed herewith) |
| 31.2 | Certification of Chief Financial Officer required by Rule 13a-14(a) of the Securities Exchange Act of 1934 (Filed herewith) |
| 32.1 | Certification of James W. Bernau pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Furnished, not filed, herewith) |
| 32.2 | Certification of John Ferry pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Furnished, not filed, herewith) |
| 97.1 | Clawback Policy (incorporated by reference from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on March 26, 2024 [File No. 001-37610]) |
| 101 | The following financial information from the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025, furnished electronically herewith, and formatted in iXBRL (Inline Extensible Business Reporting Language); (i) Balance Sheets; (ii) Statements of Operations; (iii) Statements of Shareholders’ Equity; (iv) Statements of Cash Flows; and (v) Notes to Financial Statements. (Filed herewith) |
| 104 | The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 has been formatted in Inline XBRL |
| (1) | The exhibits listed under Item 15(a)(3) hereof are filed as part of this Form 10-K, other than Exhibits 32.1 and 32.2, which shall be deemed furnished. |
| (2) | All financial statement schedules are omitted either because: (i) they are not required; (ii) they are not applicable; or (iii) the required information is included in the financial statements or notes thereto. |
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.
WILLAMETTE VALLEY VINEYARDS, INC.
(Registrant)
| By: | /s/ James W. Bernau |
|---|---|
| James W. Bernau, | |
| Chairperson of the Board, President | |
| Date: March 24, 2026 | |
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 | Title | Date |
|---|---|---|
| /s/ James W. Bernau | Chairperson of the Board, | March 24, 2026 |
| James W. Bernau | President | |
| (Principal Executive Officer) | ||
| /s/ John Ferry | Chief Financial Officer | March 24, 2026 |
| John Ferry | (Principal Financial | |
| and Accounting Officer) | ||
| /s/ James L. Ellis | Director | March 24, 2026 |
| James L. Ellis | ||
| /s/ Craig Smith | Director | March 24, 2026 |
| Craig Smith | ||
| /s/ Stan G. Turel | Director | March 24, 2026 |
| Stan G. Turel | ||
| /s/ Sean M. Cary | Director | March 24, 2026 |
| Sean M. Cary | ||
| /s/ Sarah Rose | Director | March 24, 2026 |
| Sarah Rose | ||
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