Where Food Comes From, Inc.
For the period ended Mar 6, 2026. Filed Mar 6, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 6, 2026 · Filed Mar 6, 2026
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for the Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
WHERE FOOD COMES FROM, INC.
(Name of Registrant as Specified in its Charter)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required |
|---|---|
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
Title of each class of securities to which transaction applies:
Aggregate number of securities to which transaction applies:
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
Proposed maximum aggregate value of transaction:
Total fee paid:
☐ Fee paid previously with preliminary materials.
☐ Check box if any part of fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
Amount previously paid:
Form, Schedule, or Registration Statement Number:
Filing party:
Date filed:
NOTICE OF ANNUAL SHAREHOLDERS MEETING
Dear Where Food Comes From Shareholders:
We are pleased to inform you that our 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”) will be held on Thursday, April 9, 2026 at 10:00am prevailing Mountain Time. For your convenience, we will host the 2026 Annual Meeting live via a conference call at 1-877-407-8289 (domestic toll-free) or 1-201-689-8341 (international). The conference code is: 13759029.
The agenda of the 2026 Annual Meeting will be the following items of business, which are more fully described in this proxy statement:
| AGENDA ITEM: | 1. | A Where Food Comes From proposal to elect six directors of Where Food Comes From, Inc. (the “Company”) to hold office until the next annual meeting of shareholders or until their successors are duly elected and qualified (“Proposal 1”); |
|---|---|---|
| 2. | A Where Food Comes From proposal to ratify the appointment of the Company’s independent registered public accounting firm (“Proposal 2”); and, | |
| 3. | A Where Food Comes From proposal to approve, through a non-binding advisory vote, the compensation of the named executive officers of the Company (“Proposal 3”); and, | |
| 4. | A Where Food Comes From proposal to recommend, by non-binding advisory vote, of the frequency of future advisory votes on executive compensation (“Proposal 4”); and, | |
| 5. | Other Business. To transact such other business as may properly come before the meeting and any adjournments or postponements thereof. |
All shareholders as of the close of business on February 3, 2026 are cordially invited to attend the 2026 Annual Meeting. We have enclosed a copy of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 with this Notice of Annual Shareholders Meeting and accompanying proxy statement. Please read the enclosed information carefully before completing and returning the enclosed proxy card.
Your vote is very important. Whether or not you are planning to attend the meeting, you are urged to complete, date and sign the enclosed proxy card and return it promptly. Should you have any questions or need additional information, you are urged to call the Company at (303) 895-3002.
By Order of the Board of Directors
/s/ John Saunders
John Saunders
Chief Executive Officer
Castle Rock, Colorado
March 6, 2026
WHERE FOOD COMES FROM, INC.
INDEX
| Page | |
|---|---|
| Questions and Answers About the Meeting and Voting | 3 |
| Proposal 1 – WFCF Proposal for Election of Directors | 8 |
| Proposal 2 – WFCF Proposal for Ratification of Appointment of Independent Registered Public Accounting Firm | 10 |
| Proposal 3 – WFCF Proposal for Ratification of Compensation for Executive Officers | 11 |
| Proposal 4 – WFCF Proposal for Election of Frequency of Advisory Votes | 12 |
| Information About the Board of Directors and Governance of the Company | 13 |
| Executive Compensation | 17 |
| Report of the Audit Committee | 22 |
| Stock Ownership of Certain Persons | 22 |
| Delinquent Section 16(a) Reports | 23 |
| Shareholder Proposals for the Next Annual Meeting of Shareholders | 23 |
| Forward-Looking Statements | 24 |
| Other Matters | 24 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.