Cal-Maine Foods (CALM) CFO reports stock grant and tax share withholding

Rhea-AI Filing Summary

Cal-Maine Foods vice president and CFO Max P. Bowman reported routine equity compensation activity. On January 12, 2026, he received 2,432 shares of common stock as a grant of time-vesting restricted stock at $0 per share, which will vest on the third anniversary of the grant date. On January 13, 2026, 903 shares were withheld at $72.44 per share to cover taxes due upon vesting of restricted stock. Following these transactions, Bowman directly owned 16,015 shares of common stock and indirectly held 1,584 shares through a KSOP allocation.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BOWMAN MAX P

(Last) (First) (Middle)

1052 HIGHLAND COLONY PKWY, SUITE 200

(Street)

RIDGELAND MS 39157

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CAL-MAINE FOODS INC [ CALM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President, CFO, Sec/Treas

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/12/2026		A(1)		2,432	A	$0	16,918	D
Common Stock	01/13/2026		F(2)		903	D	$72.44	16,015	D
Common Stock								1,584	I	By KSOP(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of time-vesting restricted stock, which will vest on the third anniversary of the date of grant.

2. Shares withheld to cover taxes due upon the vesting of restricted stock.

3. Represents current allocation under KSOP.

Remarks:

	/s/Robert L. Holladay, Jr., on behalf of Max P. Bowman, pursuant to a power of attorney	01/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did CALM executive Max P. Bowman report?

Max P. Bowman reported a grant of 2,432 shares of time-vesting restricted common stock on January 12, 2026, and a tax-related share withholding of 903 shares on January 13, 2026.

What was the price and purpose of the 903 CALM shares reported on January 13, 2026?

On January 13, 2026, 903 shares of Cal-Maine Foods common stock were withheld at $72.44 per share to cover taxes due upon the vesting of restricted stock.

How many CALM shares did Max P. Bowman hold after these Form 4 transactions?

After the reported transactions, Max P. Bowman held 16,015 shares of Cal-Maine Foods common stock directly and 1,584 shares indirectly through a KSOP allocation.

What are the vesting terms of the 2,432 restricted CALM shares granted to Max P. Bowman?

The 2,432 restricted shares granted on January 12, 2026 are time-vesting restricted stock that will vest on the third anniversary of the grant date.

What roles does Max P. Bowman hold at Cal-Maine Foods (CALM)?

Max P. Bowman serves as a Director and as an Officer of Cal-Maine Foods, with the titles Vice President, CFO, and Secretary/Treasurer.

Are any of Max P. Bowman’s CALM shares held indirectly?

Yes. The filing shows an indirect holding of 1,584 shares of Cal-Maine Foods common stock, described as a current allocation under KSOP.