Highwater Ethanol, LLC filed a current report to furnish its January 2026 member newsletter. The company posted the newsletter on its website and distributed it to each member by email or regular mail. The newsletter is attached as Exhibit 99.1 and treated as "furnished" under Regulation FD, not as "filed" for liability purposes.
Highwater Ethanol, LLC is holding its 2026 annual meeting of members on March 5, 2026 in Lamberton, Minnesota to elect three governors to its nine-member Board. Only members of record on January 21, 2026 may vote, with one vote per membership unit and 4,752 units outstanding on that date. A quorum requires holders of 30% of outstanding units, or 1,426 units, present in person or by proxy. The Board nominates incumbent governors David Eis, William Garth and David Moldan for terms expiring in 2029 and recommends a vote in their favor. The proxy statement details Board and committee structure, related-party corn and distillers grain transactions with several governors, executive employment agreements and bonuses, and 2025 compensation, including total pay of $433,791 for the CEO and $286,444 for the CFO, with a CEO pay ratio of 4.4:1.
Highwater Ethanol, LLC operates a dry-mill ethanol plant near Lamberton, Minnesota, designed for 50 million gallons per year and running at an annual rate of approximately 70.2 million gallons as of October 31, 2025. The company produces fuel-grade ethanol, distillers grains and corn oil, with ethanol providing 77% of fiscal 2025 revenue, distillers grains 14% and corn oil 9%.
Highwater relies heavily on corn and natural gas, making profitability sensitive to commodity price spreads between inputs and ethanol and co-product prices. Corn prices were higher in the fiscal year ended October 31, 2025, though the USDA estimated a record 2025 U.S. corn crop of approximately 16.8 billion bushels. The company secures natural gas through contracts with Northern Natural Gas, CenterPoint and an energy management agreement with Kinect, and electricity through a long-term agreement with a cooperative.
Marketing of ethanol, dried distillers grains and corn oil is concentrated with RPMG under exclusive agreements, creating significant customer dependence. Highwater recognized $10,400,000 of Section 45Z clean fuel production tax credits as of October 31, 2025, but warns that failure to meet carbon intensity, wage or other requirements, or regulatory changes, could reduce or eliminate these expected benefits. The business faces extensive regulatory, environmental, RFS and LCFS exposure, increasing competition from large ethanol producers and alternative fuels, and broader macro risks such as pandemics, geopolitical shocks and ESG-driven capital constraints. As of October 31, 2025, the company had 43 full-time employees and approximately $20,000,000 available to draw on its Term Revolving Loan for working capital.
Highwater Ethanol LLC reported insider holdings for director William R. Garth. The filing shows indirect ownership of 400 Limited Liability Company membership units. These units are held by Indeck Renewable Energy, LLC, which is wholly owned by Indeck Energy Services, Inc., where Mr. Garth serves as President. This filing establishes Mr. Garth's initial reported beneficial ownership position as a director of the company as of early January 2026.
Highwater Ethanol LLC director Ronald Eric Jorgenson reported acquiring additional equity in the company. On 01/01/2026, he purchased 4 Limited Liability Company membership units, coded as an open market or private purchase. The reported price is $12,000 per unit, as noted in a footnote.
Following this transaction, Jorgenson is shown as beneficially owning 20 membership units, all held indirectly. The filing states that these 20 units are owned by the Ronald Jorgenson Living Trust, indicating that his interest is through this trust rather than in his own name.