[Form 4] Cadiz, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Cadiz Inc. (CDZI) – SEC Form 4 filing dated June 30, 2025

Director Winston H. Hickox reported the acquisition of 8,212 shares of common stock at an accounting value of $3.0443 per share. The shares were granted under the company’s 2019 Equity Incentive Plan as compensation for board services rendered during the 12-month period ended June 30, 2025 and will vest on January 31, 2026.

• Post-transaction ownership: 193,071 shares held directly.
• Indirect holdings: 70,759 shares held by spouse.
• Insider status: Hickox files as a Director and sole reporting person; no 10b5-1 plan is indicated.

The transaction is a routine equity grant rather than an open-market purchase or sale, and it modestly increases insider alignment without immediately affecting cash flow or share count.

Positive

• Director equity grant increases insider ownership, modestly aligning interests with shareholders.

Negative

• None.

Insights

Financial Analyst

TL;DR – Routine director stock grant; neutral impact on valuation.

The 8,212-share award equals roughly 0.02 % of Cadiz’s 46 million outstanding shares, so dilution is immaterial. Because the grant is service-based and vests in early 2026, it signals continued board engagement but does not represent a bullish cash purchase. Total insider ownership for Hickox rises to ~263 k shares (direct + indirect), supporting governance alignment. Overall, no change to earnings outlook or liquidity; therefore I view the filing as informational with neutral market impact.

Corporate Governance Specialist

TL;DR – Standard equity incentive keeps director aligned; governance positive but immaterial.

Cadiz continues to compensate directors primarily with equity, reinforcing long-term alignment between board and shareholders. The single-tranche award, vesting after seven months, reduces overhang relative to multi-year schedules and encourages near-term performance focus. No Rule 10b5-1 notation limits trading flexibility until vesting. Because the grant is formulaic under the 2019 plan and tiny versus float, I classify the disclosure as not impactful on governance risk or shareholder rights.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Hickox Winston H

(Last) (First) (Middle)

C/O CADIZ INC.

550 SOUTH HOPE STREET, SUITE 2850

(Street)

LOS ANGELES CA 90071

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CADIZ INC [ CDZI ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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	06/30/2025		A		8,212(1)	A	$3.0443	193,071	D
Common Stock								70,759	I	By Spouse

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. Shares allocated to the Reporting Person under the 2019 Equity Incentive Plan for services rendered by the Reporting Person as a director of the Issuer for the 12-month period ended June 30, 2025, which shares will vest on January 31, 2026.

	Winston H. Hickox	06/30/2025
	** 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

How many Cadiz (CDZI) shares did Director Winston Hickox acquire?

He received 8,212 shares of common stock under the 2019 Equity Incentive Plan.

What is Winston Hickox’s total direct ownership after the Form 4 transaction?

After the grant, he directly owns 193,071 shares of Cadiz common stock.

At what price were the shares recorded in the Form 4?

The accounting value reported was $3.0443 per share.

When will the newly granted shares vest?

The shares are scheduled to vest on January 31, 2026.

Does the filing indicate a Rule 10b5-1 trading plan?

No. The checkbox for a Rule 10b5-1 plan is not marked in the filing.

How many shares does Hickox hold indirectly?

He holds 70,759 shares indirectly through his spouse.