Calavo (CVGW) EVP tenders 4,310 shares in Mission Produce merger

Rhea-AI Filing Summary

Calavo Growers executive vice president Ronald Araiza disposed of 4,310 shares of Calavo common stock in a transaction with the issuer. The disposition occurred on May 28, 2026 in connection with a merger where each Calavo share was converted into the right to receive 0.9790 Mission Produce shares plus $14.85 in cash. Following the transaction, Araiza reported owning no Calavo shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Araiza Ronald Anthony

Role Executive Vice President

Type	Security	Shares	Price	Value
Disposition	Common Stock	4,310	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares disposed: 4,310 shares Cash component per share: $14.85 per share Stock component per share: 0.9790 shares +1 more

4 metrics

Shares disposed 4,310 shares Common Stock, disposition to issuer on May 28, 2026

Cash component per share $14.85 per share Merger consideration for each Calavo common share

Stock component per share 0.9790 shares Mission Produce common stock received per Calavo share

Post-transaction holdings 0 shares Total Calavo common stock directly held after disposition

Key Terms

Agreement and Plan of Merger, Merger Agreement, First Effective Time, par value $0.001 per share

4 terms

Agreement and Plan of Merger financial

"The shares were disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 14, 2026"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Merger Agreement financial

"pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 14, 2026"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

First Effective Time financial

"Pursuant to the Merger Agreement, at the First Effective Time (as defined in the Merger Agreement), each share of common stock"

par value $0.001 per share financial

"each share of common stock, par value $0.001 per share, of Calavo was converted into the right to receive"

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Form 4 Insider Transactions: What Each Field Means →

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

X

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^*

Araiza Ronald Anthony

(Last) (First) (Middle)

1141A CUMMINGS ROAD

(Street)

SANTA PAULA CALIFORNIA 93060

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CALAVO GROWERS INC [ CVGW ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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

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

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

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	05/28/2026		D(1)		4,310	D	(1)	0	D

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. The shares were disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 14, 2026, by and among Calavo Growers, Inc. ("Calavo") Mission Produce, Inc. ("Mission Produce"), Cantaloupe Merger Sub I, Inc. and Cantaloupe Merger Sub II, LLC. Pursuant to the Merger Agreement, at the First Effective Time (as defined in the Merger Agreement), each share of common stock, par value $0.001 per share, of Calavo was converted into the right to receive (i) 0.9790 shares of common stock, par value $0.001 per share, of Mission Produce and cash in lieu of fractional shares and (ii) $14.85 in cash, without interest.

	/s/ Ronald A. Araiza	05/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Calavo Growers (CVGW) report for Ronald Araiza?

Calavo Growers reported that executive vice president Ronald Araiza disposed of 4,310 shares of common stock. The shares were surrendered to the issuer as part of a merger process, rather than an open-market sale, and formed part of the agreed merger consideration structure.

How many Calavo Growers (CVGW) shares did Ronald Araiza dispose of?

Ronald Araiza disposed of 4,310 shares of Calavo Growers common stock. This issuer-related disposition reduced his directly held Calavo position to zero shares after the transaction, according to the Form 4 insider ownership totals reported in the filing.

Why were Ronald Araiza’s Calavo (CVGW) shares disposed, according to the Form 4?

The Form 4 states Araiza’s shares were disposed pursuant to an Agreement and Plan of Merger. Each Calavo share was converted into a right to receive Mission Produce stock plus cash, reflecting automatic treatment under the merger terms rather than a discretionary market trade.

What merger consideration did Calavo (CVGW) shareholders receive in this transaction?

Each Calavo common share was converted into the right to receive 0.9790 shares of Mission Produce common stock and $14.85 in cash. Cash in lieu of fractional shares was also provided, all without interest, as specified in the Agreement and Plan of Merger.

Does Ronald Araiza still own Calavo Growers (CVGW) shares after this Form 4 transaction?

After the reported disposition, Ronald Araiza’s direct holdings of Calavo common stock were listed as zero shares. The Form 4’s post-transaction ownership field for the reported non-derivative holding shows 0.0000 shares remaining following the merger-related issuer disposition.

What does a disposition to issuer mean in the Calavo (CVGW) Form 4 filing?

A disposition to issuer indicates shares were transferred back to the company rather than sold on the open market. In this case, Araiza’s 4,310 shares were converted under the merger agreement terms, aligning with the broader transaction between Calavo and Mission Produce.