Calavo Growers Inc.
03/02/2026 | Press release | Distributed by Public on 03/02/2026 14:38
Amendment to Current Report (Form 8-K/A)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 14, 2026
CALAVO GROWERS, INC.
(Exact name of registrant as specified in its charter)
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California |
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000-33385 |
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33-0945304 |
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(State or other |
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(Commission File Number) |
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(IRS Employer |
1141-A Cummings Road, Santa Paula, California 93060
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (805) 525-1245
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock |
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CVGW |
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Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note
This Amendment No. 1 (this "Amendment") to the Current Report on Form 8-K of Calavo Growers, Inc. (the "Company") amends the Company's Current Report on Form 8-K, which was filed with the Securities and Exchange Commission on January 14, 2026 (the "Original Report"). Due to a clerical error, an incorrect version of the form of Retention Agreement (as defined below) was filed with the Original Report as Exhibit 10.1. This Amendment amends and restates in its entirety Exhibit 10.1 filed with the Original Report with an updated Exhibit 10.1 filed herewith, and amends Item 5.02 of the Original Report to clarify the severance provisions of the Retention Agreements (as defined below). Other than as described above, this Amendment does not amend any other information previously filed in the Original Report.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed in the Original Report, on January 14, 2026, the Company entered into Executive Retention Agreements with James Snyder, the Company's Chief Financial Officer and Ronald Araiza, Executive Vice President of Calavo Foods Division (each a "Retention Agreement" and collectively, the "Retention Agreements"), which amend in part the compensatory provisions of their existing offer letters.
This Amendment clarifies that the Retention Agreements provide that, in the event either executive resigns for Good Reason or is terminated by the Company without Good Cause (each as defined in the applicable Retention Agreement), he will be entitled to receive severance equal to one year of his then current annual base salary, subject to execution of a release.
The foregoing description of the Retention Agreements does not purport to be complete and is qualified by reference to the full text of each agreement, a form of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
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(d) |
Exhibits |
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10.1 |
Form of Executive Officer Retention Agreement |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Calavo Growers, Inc. |
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March 2, 2026 |
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By: |
/s/ B. John Lindeman |
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Name: |
B. John Lindeman |
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Title: |
President and Chief Executive Officer |
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(Principal Executive Officer) |
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Calavo Growers Inc. published this content on March 02, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 02, 2026 at 20:38 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]