Limoneira CO
For the period ended Apr 30, 2026. Filed Jun 9, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Apr 30, 2026 · Filed Jun 9, 2026
LMNR$10.88+2.3%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits
| ExhibitNumber | Exhibit |
| 3.1 | Restated Certificate of Incorporation of Limoneira Company, dated July 5, 1990 (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 3.2 | Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated April 22, 2003 (Incorporated by reference to Exhibit 3.7 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 3.3 | Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated March 24, 2010 (Incorporated by reference to Exhibit 3.9 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 3.4 | Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated March 29, 2017 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed March 31, 2017 (File No. 001-34755)) |
| 3.5 | Certificate of Amendment of Certificate of Incorporation of Limoneira Company, dated March 26, 2024 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed March 28, 2024 (File No. 001-34755)) |
| 3.6 | Amended and Restated Bylaws of Limoneira Company, dated December 15, 2023 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed December 18, 2023 (File No. 001-34755)) |
| 4.1 | Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock, $.01 Par Value, of Limoneira Company, dated November 21, 2006 (Incorporated by reference to Exhibit 3.8 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 4.2 | Certificate of Designation, Preferences and Rights of $8.75 Voting Preferred Stock, $100.00 Par Value, Series B of Limoneira Company, dated May 21, 1997 (Incorporated by reference to Exhibit 3.4 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 4.3 | Amended Certificate of Designation, Preferences and Rights of $8.75 Voting Preferred Stock, $100.00 Par Value, Series B of Limoneira Company, dated May 21, 1997 (Incorporated by reference to Exhibit 3.5 to the Company’s Registration Statement on Form 10, and amendments thereto, declared effective April 13, 2010 (File No. 000-53885)) |
| 4.4 | Certificate of Designation, Preferences and Rights of 4% Voting Preferred Stock, $100.00 Par Value, Series B-2 of Limoneira Company, dated March 20, 2014 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed March 24, 2014 (File No. 001-34755)) |
| 4.5 | Description of Securities (Incorporated by reference to Exhibit 4.7 of the Company’s Annual Report on Form 10-K, filed on December 22, 2022 (file No. 001-34755)) |
| 10.1** | Transaction Incentive Agreement, by and between Limoneira Company and Harold S. Edwards, dated February 1, 2026 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed February 5, 2026 (File No. 001-34755)) |
| 10.2** | Transaction Incentive Agreement, by and between Limoneira Company and Gregory C. Hamm, dated February 5, 2026 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed February 5, 2026 (File No. 001-34755)) |
| 10.3** | Independent Contractor Consulting Services Agreement, by and between Limoneira Company and Mark Palamountain, dated February 12, 2026 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed February 12, 2026 (File No. 001-34755)) |
| 10.4 | Operating Agreement of Agromin-Limoneira LLC, effective as of April 1, 2026, by and between Limoneira Company and California Wood Recycling Inc., dba Agromin (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed April 15, 2026 (File No. 001-34755)) |
| ExhibitNumber | Exhibit |
| 10.5 | Revolving Line of Credit Agreement, effective as of April 1, 2026, by and between Limoneira Company and Agromin-Limoneira LLC (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed April 15, 2026 (File No. 001-34755)) |
| 10.6 | Pledge and Security Agreement, effective as of April 1, 2026, by and between Limoneira Company and Agromin-Limoneira LLC (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed April 15, 2026 (File No. 001-34755)) |
| 10.7 | Land and Water Lease Agreement, effective as of April 1, 2026, by and between Limoneira Company and Agromin-Limoneira LLC (Incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed April 15, 2026 (File No. 001-34755)) |
| 10.8 | Purchase and Sale Agreement, dated as of April 14, 2026, by and between Windfall Investors, LLC and Peak Holdings, LLC. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed April 20, 2026 (File No. 001-34755)) |
| 10.9* | Promissory Note and Supplement to Master Loan Agreement, effective as of May 5, 2026, by and between Limoneira Company and AgWest Farm Credit, PCA. |
| 31.1* | Certification of the Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a) |
| 31.2* | Certification of the Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a) |
| 32.1* | Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 32.2* | Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 101* | The following information from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026 formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Consolidated Balance Sheets (Unaudited), (ii) the Consolidated Statements of Operations (Unaudited), (iii) the Consolidated Statements of Comprehensive Loss (Unaudited), (iv) the Consolidated Statements of Stockholders’ Equity and Temporary Equity (Unaudited), (v) the Consolidated Statements of Cash Flows (Unaudited), and (vi) the Notes to Consolidated Financial Statements (Unaudited) |
| 104 | The cover page for the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026 has been formatted in Inline XBRL |
| * | Filed or furnished herewith. In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release Nos. 33-8238 and 34-47986, Final Rule: Management’s Report on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. |
|---|---|
| ** | Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. The registrant hereby agrees to furnish a copy of any omitted schedule or similar attachment to the SEC upon request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| LIMONEIRA COMPANY | ||
| June 9, 2026 | By: | /s/ HAROLD S. EDWARDS |
|---|---|---|
| Harold S. Edwards | ||
| Director, President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| June 9, 2026 | By: | /s/ GREGORY C. HAMM |
| Gregory C. Hamm | ||
| Vice President, Chief Financial Officer and Treasurer | ||
| (Principal Financial and Accounting Officer) | ||
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