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Titan Machinery Inc

For the period ended Apr 30, 2025. Filed Jun 5, 2025.

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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, 2025 · Filed Jun 5, 2025

TITN$24.12+8.9%Stored close · as of Nov 9, 2026

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Item 5. OTHER INFORMATION

On June 5, 2025, the Company entered into a First Amendment to Employment Agreement with Bryan J. Knutson, the Company’s Chief Executive Officer. The amendment increases Mr. Knutson’s incentive award opportunity to an amount equal to 0% to 250% of his base salary (prior agreement was 0% to 200%), with a target of 125% of base salary (prior agreement was 100%). The foregoing description of the amended employment agreement is qualified in its entirety by reference to the full text of the agreement, which is filed as Exhibit 10.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

On June 4, 2025, the Company entered into an Amended and Restated Employment Agreement with Robert Larsen, the Company’s Chief Financial Officer. The amended agreement increases Mr. Larsen’s incentive award opportunity to an amount equal to 0% to 200% of his base salary (prior agreement was 0% to 150%), with a target of 100% of base salary (prior agreement was 75%), sets his annual base salary at $450,000 and makes other minor updates to his prior agreement. The foregoing description of the amended employment agreement is qualified in its entirety by reference to the full text of the agreement, which is filed as Exhibit 10.2 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

(c) During the fiscal quarter ended April 30, 2025, no director or officer of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

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