Welcome to our dedicated page for AMERICAN VANGUARD SEC filings (Ticker: AVD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
American Vanguard Corporation's SEC filings document the formal disclosures of a NYSE-listed specialty agriculture products company and its AMVAC Chemical Corporation operating subsidiary. Recent Form 8-K reports cover operating results, earnings-call materials, Regulation FD disclosures and material credit arrangements, including term-loan and revolving-credit amendments tied to the company's capital structure and working-capital needs.
Proxy and annual-meeting filings address board elections, director composition, auditor ratification, executive compensation and shareholder voting matters. The filings also identify the company's common stock, par value, exchange listing and governance actions related to board size and committee-level oversight.
American Vanguard Corporation is holding its 2026 Annual Meeting of Stockholders virtually on June 3, 2026, at 11:00 a.m. Pacific Time. Stockholders will vote on electing seven directors, ratifying Deloitte & Touche as auditor, setting the frequency of Say‑on‑Pay votes, and approving 2025 executive pay.
The record date is April 10, 2026, with 34,244,580 shares issued and 28,541,878 entitled to vote. The board highlights recent refreshment, a reduced seven‑member size tied to a new term loan, and a majority of independent directors. Executive pay is described as performance‑based, with 2025 bonuses at roughly one‑third of target after flat financial results and no new equity grants.
American Vanguard Corporation reports that three current directors, Scott Baskin, Emer Gunter and Carmen Tiu de Mino, have notified the Board that they will not stand for re-election at the 2026 annual meeting of stockholders. This follows a prior agreement tied to a First Lien Term Loan requiring the Board to shrink from nine to seven members and add one independent director within 90 days following March 13, 2026. The company states that the directors’ decisions are not due to any dispute or disagreement over operations, policies, practices or other matters.
The Vanguard Group amended its Schedule 13G reporting for American Vanguard Corp common stock, stating 0 shares beneficially owned (0%) as of the filing. The amendment attributes the change to an internal realignment on January 12, 2026 under SEC Release No. 34-39538, with subsidiaries reporting separately and pursuing the same investment strategies. The amendment is signed by Ashley Grim on March 26, 2026.
American Vanguard Corporation, through subsidiary AMVAC Chemical, entered into new first- and second-lien term loans totaling $285 million. A senior secured First Lien Term Loan provides $225 million for five years, initially bearing interest at a SOFR-based rate plus 8.25%, with a 1% in‑kind leverage fee when consolidated leverage exceeds 5.00:1.00. A Second Lien Term Loan adds $60 million at SOFR plus 2.00%, subject to a 3.00% SOFR floor. The proceeds refinance and retire all loans under the prior credit agreement and fund about $68.5 million for general corporate and working capital uses. The loans mature on March 13, 2031 and include liquidity and leverage covenants, quarterly principal amortization, and an intercreditor agreement giving first‑lien lenders priority on shared collateral. Governance covenants require adding independent directors, reducing the parent board to seven members, and securing the independent director’s approval for any voluntary bankruptcy of direct domestic subsidiaries.
American Vanguard Corporation reported a challenging but improving 2025, with net sales of $515.1 million, down 6%, and a net loss of $49.9 million, substantially narrower than the prior year’s loss. Gross margin improved to 29% from 22% as cost controls and manufacturing efficiencies took hold.
The company generated Adjusted EBITDA of $39.2 million, roughly flat with 2024, and is targeting Adjusted EBITDA of $44–$48 million on 2026 sales of $530–$550 million. Management is rationalizing its Los Angeles manufacturing facility, expecting at least $4 million of annual savings, and relocating its headquarters from Newport Beach to Irvine for about $0.5 million in yearly savings.
American Vanguard replaced its revolving credit facility with two term loans, which it says extend maturities and strengthen liquidity, though at a higher average interest cost. The company also fully remediated all material weaknesses identified in the 2024 audit and continues to emphasize new product launches and digital initiatives to drive medium-term growth.
American Vanguard Corporation reported 2025 net sales of $515.1 million and a net loss of $49.9 million, a substantial improvement from a $126.3 million loss in 2024. Gross margin rose to 29% from 22% as cost of sales fell 14%, helped by lower inventory write-downs and better procurement.
U.S. net sales were roughly flat at $311.7 million, with weaker crop sales offset by stronger non‑crop revenue, including $11.25 million from a technology licensing deal. International sales declined 14% to $203.4 million, mainly from drought in Australia and high channel inventories in Mexico.
Operating expenses fell 21% to $175.9 million, driven by lower transformation spending, reduced research and regulatory costs, and smaller impairment charges, partly offset by $9.7 million in product liability claims. Average debt remained high at $194.7 million, with net interest expense of $18.5 million at an effective 9.5% rate, and year‑end senior credit facility borrowings of $174.0 million.
American Vanguard Corp received an amended Schedule 13G showing that Topline Capital Management, Topline Capital Partners and Collin McBirney now report beneficial ownership of 0 shares, or 0% of the common stock, as of 12/31/2025.
The filers state they previously acquired and held the securities in the ordinary course of business and not to change or influence control of American Vanguard, other than activities solely in connection with a director nomination process.
American Vanguard Corp. reported that Chief Executive Officer Douglas Kaye acquired additional company stock through its employee stock purchase plan. On 01/29/2026, he obtained 4,790 shares of common stock at $3.26 per share, funded via payroll deductions over the July 1, 2025 to December 31, 2025 period.
Following this transaction, Kaye beneficially owned 295,251 shares of American Vanguard common stock in total.
American Vanguard Corp. director reports share distribution from investment fund
A director of American Vanguard Corp. (AVD) reported receiving 47,281 shares of common stock on 11/26/2025. This was recorded on a Form 4 as an acquisition at a reported price of $0 per share, reflecting that it was not a market purchase.
After this transaction, the director beneficially owns 126,705 shares of American Vanguard common stock in direct ownership. According to the explanation, the shares came from a pro‑rata distribution by a private investment fund controlled by Cruiser Capital, in which the reporting person was a non‑managing member. The distribution occurred in connection with the fund’s dissolution and did not involve any purchase, sale, or payment of consideration by the director.
American Vanguard Corp director updates share holdings after fund distribution. A fund managed by Cruiser Capital, where the reporting person is Managing Member, distributed an aggregate of 231,404 American Vanguard common shares to its members on a pro rata basis for no consideration on 11/26/2025. As part of this, 217,503 shares previously attributed to the fund are no longer counted as shares in which Cruiser Capital has a beneficial or pecuniary interest.
Within that total distribution, Cruiser Capital received 13,901 shares, which continue to be included in the reporting person’s holdings. Following the transaction, the reporting person reports 34,411 American Vanguard shares held directly and 571,781 shares held indirectly through Cruiser Capital’s managed funds and separately managed accounts, over which he may be deemed to share voting and dispositive power.