Every 8-K that Cal-Maine Foods Inc (CALM) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CALM and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CALM filings page.
Cal-Maine Foods, Inc. (CALM) entered into a Second Amended and Restated Credit Agreement on August 31, 2026, establishing a senior unsecured revolving credit facility of up to $250 million with BMO Bank N.A. as administrative agent and a syndicate of lenders. The facility includes a $25 million sublimit for standby letters of credit and a $25 million sublimit for swingline loans, and carries a five-year term maturing on August 31, 2031.
The agreement has an accordion feature that may increase total commitments by up to an additional $250 million, subject to lender consent. As of September 1, 2026, no amounts were drawn and $5.9 million of standby letters of credit were outstanding. Borrowings will bear interest at either the Term SOFR Rate plus an applicable margin or a base rate plus an applicable margin.
The facility carries customary negative covenants and requires Cal-Maine to maintain a maximum Total Funded Debt to Capitalization Ratio of 50% and Minimum Tangible Net Worth of $1.5 billion plus a formula tied to future net income and restricted payments. All current and future wholly owned domestic subsidiaries generally guarantee the facility. The agreement permits dividends and share repurchases so long as no default exists and the financial covenants are met on a pro forma basis.
Cal-Maine Foods reported significantly weaker results for the fourth quarter and fiscal year ended May 30, 2026, as egg prices fell from prior-year highs. Fourth-quarter net sales were about $0.55 billion, down 49.9%, with a net loss attributable to the company of roughly $35.9 million. For fiscal 2026, net sales were about $2.91 billion, down 31.7%, and net income attributable to Cal-Maine Foods was approximately $316.7 million, versus $1.22 billion in fiscal 2025. Diluted EPS declined from $24.95 to $6.63.
The business mix continued shifting toward higher-value categories: Specialty Shell Eggs plus Prepared Foods represented 53.0% of fourth-quarter net sales and 44.4% for the year. The company adopted three reportable segments (Conventional Shell Eggs, Specialty Shell Eggs, Prepared Foods), acquired Van’s and certain Creighton Brothers assets, expanded its Eggland’s Best® franchise territory, and approved a $54 million Prepared Foods capacity expansion expected to add about 30% production by early fiscal 2028. Cal-Maine held $924.1 million in cash and short-term investments, repurchased 396,083 shares for $30.1 million (with $320.7 million remaining under its authorization), and under its variable dividend policy will not pay a dividend until recovering a cumulative $35.9 million loss.
Cal-Maine Foods reported that it reached an agreement with the U.S. Department of Justice and 17 state attorneys general to resolve alleged antitrust claims related to information sharing among egg producers, following a 15‑month investigation. The agreement does not include any admission of wrongdoing, and Cal-Maine was not assessed fines or penalties.
Cal-Maine will implement additional antitrust compliance and reporting measures, donate 30 million eggs, and pay $1.5 million to the participating states. The company highlighted prior investments of more than $88 million in biosecurity since 2015 and emphasized that resolving the matter allows management to focus on operations and future growth.
Cal-Maine Foods filed an 8-K announcing it has expanded its Board of Directors from eight to ten members and appointed Haley R. Fisackerly as an independent Class II director and Michael J. Highfield as an independent Class III director, effective June 23, 2026. Both will serve until the company’s 2026 and 2027 annual stockholder meetings, respectively, and will join the Compensation, Audit, and Nominating and Corporate Governance Committees. Each will receive the standard non-employee director annual cash fee of $45,000, paid quarterly, and an initial restricted stock award with a target grant-date value of $100,000 that vests in full on January 12, 2029. Following these appointments, the Board consists of ten directors, seven of whom are independent.
Cal-Maine Foods, Inc. has appointed Dudley D. Wooley as an independent Class III director to serve until the 2027 annual meeting of stockholders, with committee roles on the Compensation, Audit, and Nominating and Corporate Governance Committees. The board determined he meets Nasdaq independence and committee eligibility standards.
Mr. Wooley will receive an annual non-employee director cash fee of $45,000, paid quarterly in advance. On March 31, 2026, the Compensation Committee also approved restricted stock awards with a target grant date value of $100,000, scheduled to vest 100% on January 12, 2029.
The accompanying press release highlights Mr. Wooley’s leadership background in insurance, risk management, and capital allocation, and notes that he succeeds Jim Poole, who recently passed away. The release also reiterates key business risks and includes forward-looking statements regarding the company’s growth and earnings strategy.
Cal-Maine Foods reported sharply lower results for fiscal Q3 2026 as egg prices normalized from prior-year highs. Net sales were $667.0 million, down 53.0% year over year, and net income attributable to the company fell to $50.5 million, down 90.1%. Diluted EPS declined to $1.06, down 89.8%.
Shell egg sales dropped 57.5% to $572.3 million, driven by a 72.1% decline in conventional egg sales, while specialty egg sales fell 12.1%. Prepared foods remained a growth area, with Q3 sales of $63.6 million, up 441.2%.
Despite margin pressure, the company continued shifting its mix toward specialty eggs and prepared foods, which made up 52.9% of Q3 net sales. Cal-Maine repurchased 329,830 shares for $24.3 million and declared a cash dividend of about $0.36 per share under its variable dividend policy.
Cal-Maine Foods is expanding its egg and prepared foods business by acquiring the shell egg, egg products, and prepared foods assets of Creighton Brothers LLC, including Crystal Lake LLC. The total purchase price is approximately $128.5 million, subject to customary post-closing adjustments, and is being funded entirely with available cash on hand.
Creighton Brothers adds commercial shell egg production and grading capacity for about 3.2 million laying hens, including 500,000 cage-free, plus 865,000 pullets, a feed mill, 1,007 acres of land, and an egg products and hard-cooked egg facility. Both acquired businesses are based in Warsaw, Indiana, where Cal-Maine previously had no shell egg operations, broadening the company’s geographic footprint.
Cal-Maine plans to fully integrate Creighton Brothers and Crystal Lake into its existing operations, including 177 employees. Management highlights benefits such as greater shell egg scale, more specialty and conventional capacity, nearby liquid egg production to support prepared foods, improved supply security for egg-based ingredients, and the potential for better margins and operational efficiency over time.
Cal-Maine Foods, Inc. furnished an update on its financial performance by announcing that it issued a press release with results for its second quarter ended November 29, 2025. The company used a Form 8-K to make investors aware of this earnings release and attached the full press release as Exhibit 99.1.
The company notes that the earnings information and Exhibit 99.1 are being furnished rather than filed, meaning they are not subject to certain liability provisions of the Exchange Act and will only be incorporated into other SEC documents if specifically referenced. The report is signed on behalf of Cal-Maine Foods by Max P. Bowman, the company’s Director, Vice President, and Chief Financial Officer.
Cal-Maine Foods, Inc. reported the results of its Annual Meeting of Stockholders held on October 5, 2025. Stockholders elected three Class I directors to the Board. Sherman L. Miller received 34,460,547 votes for and 2,563,385 votes withheld, Camille S. Young received 15,357,286 votes for and 21,666,646 votes withheld, and Melanie Boulden received 36,619,280 votes for and 404,652 votes withheld, with 5,124,908 broker non-votes for each nominee.
Stockholders also ratified the selection of Frost, PLLC as the Company’s independent registered public accounting firm for fiscal 2026, with 41,853,098 votes for, 211,590 against, and 84,152 abstentions. The filing also includes a technical exhibit related to the cover page interactive data file.
Cal-Maine Foods, Inc. filed a Form 8-K noting that on October 1, 2025 it issued a press release announcing its financial results for the first quarter ended August 30, 2025. The press release is furnished as Exhibit 99.1 and provides the detailed quarterly results.
The company specifies that the information in Item 2.02 and Exhibit 99.1 is being furnished, not filed, so it is not subject to certain liability provisions under the Exchange Act and will only be incorporated into other SEC filings if specifically referenced. The report is signed on behalf of Cal-Maine Foods by Max P. Bowman, Director, Vice President, and Chief Financial Officer.
Cal-Maine Foods increased its board from seven to eight members and appointed Melanie Boulden as an independent Class I director, designated to serve through the 2025 annual meeting. Ms. Boulden will join the Compensation, Audit, and Nominating and Corporate Governance Committees effective September 1, 2025, and will be paid under the company’s non-employee director program with an annual fee of $45,000 paid quarterly. She also received a grant of 938 restricted stock awards that vest 100% on January 14, 2028.
The company also named Keira Lombardo as its first Chief Strategy Officer, described as a food and agriculture executive with over two decades of experience; the appointment is effective immediately.