Calavo Growers (NASDAQ: CVGW) director converts 4,259 RSUs to stock

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Calavo Growers director Michael Anthony DiGregorio exercised 4,259 restricted stock units into common stock. Each unit represented a right to receive one Calavo share, and this exercise increased his direct common stock holdings to 39,450 shares following the transaction.

Insider Trade Summary

4,259 shares exercised/converted

Mixed 2 txns

Insider DiGregorio Michael Anthony

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,259	$0.00	--
Exercise	Common Stock	4,259	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 39,450 shares (Direct, null)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of CVGW common stock. The restricted stock units fully vest on the date of that is the earlier of (i) the one-year anniversary of the date of grant, or (ii) Calavo Growers, Inc.'s 2026 annual meeting of shareholders provided such annual meeting occurs on or after April 8, 2026.

Key Figures

RSUs Exercised: 4,259 units Shares After Transaction: 39,450 shares Exercise Price per RSU: $0.00 per unit +2 more

5 metrics

RSUs Exercised 4,259 units Restricted stock units converted to common stock on April 23, 2026

Shares After Transaction 39,450 shares Direct common stock holdings following the exercise

Exercise Price per RSU $0.00 per unit Conversion of restricted stock units into common shares

Exercise Transactions 1 derivative exercise Form 4 transaction summary shows one exercise event

Derivative Positions Remaining 0 units Derivative summary shows no remaining RSUs after exercise

Key Terms

Restricted Stock Units, derivative security, contingent right, annual meeting of shareholders

4 terms

Restricted Stock Units financial

"The restricted stock units fully vest on the date of that is the earlier of..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share..."

annual meeting of shareholders financial

"Calavo Growers, Inc.'s 2026 annual meeting of shareholders provided such annual meeting occurs..."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Form 4 Insider Transactions: What Each Field Means →

04/27/2026 - 06:29 PM

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^*

DiGregorio Michael Anthony

(Last)

(First)

(Middle)

C/O CALAVO GROWERS, INC.

1141-A CUMMINGS RD.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/23/2026		M		4,259	A	⁽¹⁾	39,450	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	04/23/2026		M			4,259	⁽²⁾	⁽²⁾	Common Stock	4,259	$0	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of CVGW common stock.

2. The restricted stock units fully vest on the date of that is the earlier of (i) the one-year anniversary of the date of grant, or (ii) Calavo Growers, Inc.'s 2026 annual meeting of shareholders provided such annual meeting occurs on or after April 8, 2026.

	/s/ Michael A. DiGregorio	04/24/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Calavo Growers (CVGW) director Michael DiGregorio report?

Director Michael Anthony DiGregorio reported exercising 4,259 restricted stock units into common stock. This derivative exercise converted compensation units into shares, increasing his direct ownership stake in Calavo Growers without an open-market purchase or sale.

How many Calavo Growers (CVGW) shares does DiGregorio own after this Form 4?

After exercising 4,259 restricted stock units, Michael Anthony DiGregorio directly owns 39,450 shares of Calavo Growers common stock. This figure reflects his holdings immediately following the reported derivative exercise on April 23, 2026.

What are restricted stock units (RSUs) in the Calavo Growers (CVGW) Form 4?

In this filing, each restricted stock unit represents a contingent right to receive one share of Calavo Growers common stock. The units vest based on time and the company’s 2026 annual meeting conditions, then convert into tradable shares upon exercise.

Was the Calavo Growers (CVGW) insider transaction a buy or sell of shares?

The transaction was neither an open-market buy nor a sale. It was a derivative exercise, where 4,259 restricted stock units were converted into common shares, moving DiGregorio’s compensation units into directly held stock without a market trade.

What vesting conditions are described for Calavo Growers (CVGW) restricted stock units?

The restricted stock units fully vest on the earlier of the one-year anniversary of the grant date or Calavo Growers’ 2026 annual meeting of shareholders, provided that meeting occurs on or after April 8, 2026, according to the filing footnotes.