Welcome to our dedicated page for HF Foods Group SEC filings (Ticker: HFFG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
HF Foods Group Inc. filings document the company’s Nasdaq-listed common stock, U.S. foodservice distribution business, operating results, and financing arrangements. Form 8-K reports furnish quarterly and annual results and record material agreements, including amendments to an asset-secured revolving credit facility involving operating subsidiaries and guarantors.
Proxy and governance filings cover board composition, annual meeting matters, executive compensation, equity incentive plan matters, and leadership changes. The filing record also documents registered securities, public-company governance, and financial reporting events related to the company’s distribution operations.
HF Foods Group Inc. agreed to acquire Searay Foods Inc. and related entities under a Securities Purchase Agreement signed on July 17, 2026. The buyer group will purchase 100% of the equity of Searay Canada and Morgan Foods, which will become wholly owned subsidiaries, for an aggregate base purchase price of CAD$47,921,740, equal to five times baseline Adjusted EBITDA of CAD$9,556,348 plus CAD$140,000. Consideration includes CAD$38,365,392 in cash, subject to post-closing adjustments, and 1,701,871 HF Foods common shares placed in escrow, plus EBITDA-based earnout payments over two to three years.
A related press release values the deal at approximately CAD$47.9 million (about US$35 million), or roughly 5.0x Searay’s 2025 Adjusted EBITDA of about CAD$9.6 million. Searay has delivered roughly 15% revenue compound annual growth from FY2019 to FY2024 and Normalized EBITDA margins of about 14–15%. The transaction marks HF Foods’ first international expansion into Canada and is expected to be accretive to Adjusted EBITDA, margins, and EPS, supporting a stated goal of expanding consolidated Adjusted EBITDA margin to 4.5%–5.0%+ over three to five years. Closing is expected in Q3 2026, no later than August 31, 2026, subject to customary conditions and regulatory approvals. Part of the consideration will be newly issued, unregistered HF Foods shares relying on Regulation S and Regulation D exemptions.
Taylor Jeffery L reported acquisition or exercise transactions in this Form 4 filing.
HF Foods Group Inc. reported that director Jeffery L. Taylor received an equity compensation grant in the form of restricted stock units tied to its common stock. The award covers 21,390 shares at no cash cost and is scheduled to vest on April 15, 2027. After this grant, Taylor’s directly held position reported in this filing is 43,774 shares of common stock, reflecting a routine, compensation-related increase rather than an open-market purchase.
HF Foods Group Inc. director Dennis Lam received an equity award of 21,390 shares of common stock in the form of restricted stock units. The award was granted at no cash cost per share and is classified as a grant or award acquisition.
These restricted stock units are scheduled to vest on April 15, 2027, meaning Lam will gain full ownership if the vesting conditions are met by that date. After this grant, Lam directly holds a total of 43,874 shares of HF Foods Group Inc. common stock.
Diaz Richard reported acquisition or exercise transactions in this Form 4 filing.
HF Foods Group Inc. director Richard Diaz received a grant of 21,390 shares of Common Stock in the form of restricted stock units. The grant was awarded at no cash purchase price and is scheduled to vest on April 15, 2027.
Following this equity award, Diaz directly holds 33,774 shares reported as Common Stock. This is a compensation-related grant rather than an open-market transaction, so it reflects ongoing equity-based pay for board service rather than a discretionary stock purchase or sale.
Brown Taylor S. reported acquisition or exercise transactions in this Form 4 filing.
HF Foods Group Inc. director Taylor S. Brown received a grant of 21,164 shares of common stock as a restricted stock unit award. The grant was recorded at a price of $0.00 per share, indicating it is compensation rather than an open-market purchase.
Following this award, Brown directly holds 21,164 shares of HF Foods Group common stock. The restricted stock units are scheduled to vest on April 15, 2027, meaning the shares become fully earned and transferable on that date if the vesting conditions are met.
HF Foods Group Inc. director Brown Taylor S. filed an amended initial statement of beneficial ownership of securities. The amendment reports no purchases, sales, exercises, gifts, tax withholdings, or other transactions, and shows no derivative positions or holding entries in this filing.
HF Foods Group Inc. director Brown Taylor S. has filed an initial ownership report showing direct holdings of 21,164 shares of Common Stock. This Form 3 filing establishes the director’s starting equity position in the company and does not reflect a new buy or sell transaction.
HF Foods Group Inc. has expanded its Board of Directors from four to five members and appointed attorney and business advisor Taylor S. Brown as an independent director, effective June 19, 2026. The Board acted on the recommendation of its Nominating and Corporate Governance Committee.
Brown, age 37, has more than 12 years of experience advising companies on acquisitions, restructurings, capital raising, and risk. From May 2020 to January 2024, he managed a statewide campaign organization with a budget exceeding $100 million and over 1,000 paid staffers across 21 regions.
He will receive standard independent director compensation under a letter agreement consistent with other independent directors. HF Foods also issued a press release on June 22, 2026, highlighting that Brown’s legal, operational, and communications background is expected to support the company’s strategic and governance priorities.
HF Foods Group Inc. adopted a stockholder rights plan through a Preferred Stock Rights Agreement, issuing one Right for each outstanding common share to stockholders of record on June 22, 2026. Each Right lets the holder buy one one-thousandth of a share of Series AA Participating Preferred Stock at an exercise price of $9.55, subject to adjustment.
The Rights separate and become exercisable if a person or group acquires, or launches a tender or exchange offer to acquire, at least 15% of the common stock without board approval. If triggered, holders (other than the acquirer) can buy stock valued at twice the exercise price, and similar protection applies in certain merger or asset-sale scenarios. The Rights are redeemable by the company for $0.001 per Right and expire on June 10, 2027. The board states the plan is intended to address unreported group formation and unsolicited, nonpublic takeover efforts it views as contrary to stockholder interests.
HF Foods Group Inc. has adopted a limited duration stockholder rights plan and declared a dividend of one Right for each outstanding common share to stockholders of record as of June 22, 2026. The plan was approved after the Board received indications that parties may be accumulating stock and coordinating as a group to gain control without paying a control premium.
Under the plan, if any person, entity, or group acquires 15% or more of HF Foods’ outstanding common stock without Board approval, each Right (other than those of the triggering holder) will allow the purchase of common stock with a market value equal to twice the exercise price. The Rights Plan has a 364-day term and is set to expire on June 10, 2027, and does not prevent the Board from considering or accepting acquisition proposals it believes are in stockholders’ best interests.