Calavo (NASDAQ: CVGW) director reports full share conversion in Mission merger

Rhea-AI Filing Summary

CALAVO GROWERS INC director J. Link Leavens reported a full disposition of his Calavo common stock in connection with the company’s merger with Mission Produce. The filing shows 266,413 indirectly held shares and 89,858 directly held shares of Calavo common stock were disposed of in issuer-related transactions.

According to the merger agreement, each Calavo share was converted into the right to receive 0.9790 shares of Mission Produce common stock plus $14.85 in cash, with cash paid in lieu of any fractional Mission Produce shares and without interest. After these transactions, the filing reports zero Calavo shares remaining for Leavens, including shares previously held indirectly through various partnerships where he shared voting and investment power.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider LEAVENS J LINK

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	89,858	$0.00	--
Disposition	Common Stock	266,413	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null); Common Stock — 0 shares (Indirect, See footnote)

Footnotes (1)

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. Shares indirectly owned by reporting person in the name of various partnerships of which reporting person shares voting and investment power with respect to these shares held by such partnerships.

Key Figures

Indirect shares disposed: 266,413 shares Direct shares disposed: 89,858 shares Exchange ratio: 0.9790 shares +3 more

6 metrics

Indirect shares disposed 266,413 shares Calavo common stock held through partnerships, transaction code D

Direct shares disposed 89,858 shares Calavo common stock held directly, transaction code D

Exchange ratio 0.9790 shares Mission Produce common stock received per Calavo share

Cash consideration $14.85 per share Cash portion for each Calavo share, without interest

Transaction date May 28, 2026 Effective date of reported Form 4 dispositions

Post-transaction holdings 0 shares Total Calavo shares following each disposition entry

Key Terms

Agreement and Plan of Merger, First Effective Time, par value $0.001 per share, cash in lieu of fractional shares, +1 more

5 terms

Agreement and Plan of Merger regulatory

"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.

First Effective Time regulatory

"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"

cash in lieu of fractional shares financial

"0.9790 shares of common stock ... of Mission Produce and cash in lieu of fractional shares and (ii) $14.85 in cash"

voting and investment power financial

"various partnerships of which reporting person shares voting and investment power with respect to these shares"

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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^*

LEAVENS J LINK

(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)
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)		89,858	D	(1)	0	D
Common Stock	05/28/2026		D(1)		266,413	D	(1)	0	I(2)	See footnote

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.

2. Shares indirectly owned by reporting person in the name of various partnerships of which reporting person shares voting and investment power with respect to these shares held by such partnerships.

	/s/ J. Link Leavens	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 J. Link Leavens report for CALAVO GROWERS INC (CVGW)?

Director J. Link Leavens reported disposing of all his Calavo common stock in issuer-related transactions. The filing lists 266,413 indirectly held shares and 89,858 directly held shares converted under the merger agreement with Mission Produce, leaving zero Calavo shares reported afterward.

How many CALAVO GROWERS INC (CVGW) shares were indirectly held by J. Link Leavens?

The filing shows 266,413 Calavo common shares were indirectly owned through various partnerships. Footnotes state Leavens shared voting and investment power over these partnership-held shares, which were disposed of as part of the merger consideration with Mission Produce.

What did CALAVO GROWERS INC (CVGW) shareholders receive in the Mission Produce merger?

Each Calavo common share was converted into the right to receive 0.9790 Mission Produce common shares and $14.85 in cash. Cash is also paid in lieu of any fractional Mission Produce shares, and the cash portion is described as being paid without interest.

Does J. Link Leavens hold any CALAVO GROWERS INC (CVGW) shares after this Form 4?

The Form 4 reports total shares following each transaction as zero, both for directly and indirectly held Calavo common stock. This indicates no remaining Calavo share holdings are reported for Leavens after the merger-related dispositions disclosed in this filing.

How were J. Link Leavens’ indirect CALAVO GROWERS INC (CVGW) holdings structured?

Footnotes explain the indirectly owned Calavo shares were held in the names of various partnerships. Leavens shared voting and investment power with respect to the shares held by these partnerships, and those shares were also disposed of under the merger conversion terms.