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.
Chang Christine reported acquisition or exercise transactions in this Form 4 filing.
HF Foods Group Inc. Chief Administrative Officer Christine Chang reported equity awards rather than open-market trades. She received 81,130 shares of common stock as restricted stock units at no purchase price, increasing her direct common stock holdings to 331,966 shares.
She was also granted 81,130 performance stock units, bringing her total PSUs to 118,630. The RSUs vest in one-third increments annually starting on April 15, 2027. The PSUs are scheduled to vest on April 15, 2029 if the company’s closing market capitalization averages $200 million to $400 million over a 30-trading-day period between January 1, 2026 and December 31, 2028.
HF Foods Group Inc. reported that CFO Paul E. McGarry acquired equity awards rather than buying shares on the market. He received 54,087 restricted stock units of common stock, which vest in one-third increments annually starting on April 15, 2027. Following this grant, his direct common stock holdings reported in the filing total 63,787 shares.
He was also granted 54,087 performance stock units (PSUs), each representing a contingent right to receive between 1 and 2.25 times shares of common stock if vesting conditions are met. The PSUs are scheduled to vest on April 15, 2029 if, for a 30‑trading‑day period between January 1, 2026 and December 31, 2028, the company’s closing market capitalization averages between $200 million and $400 million. After this PSU grant, his reported PSU balance is 61,287 units.
Zhou Min Ni updated his ownership report on HF Foods Group Inc., disclosing beneficial ownership of 3,559,397 common shares, or 6.7% of the company. He has sole voting and dispositive power over 3,555,673 shares, with an additional 3,724 shares owned by his spouse, over which he may share voting and dispositive power.
The filing explains that certain additional shares are held in irrevocable trusts for his children, for which he expressly disclaims beneficial ownership. It also describes a Cooperation Agreement among him, related stockholders, and the company, requiring proportional voting with disinterested stockholders and imposing standstill restrictions during a defined cooperation period that expired on August 2, 2025. The filing notes he has not traded HF Foods stock in the past 60 days.
HF Foods Group Inc. reported stronger results for the quarter ended March 31, 2026, moving back to profitability. Net revenue rose to $312.0 million from $298.4 million, helped mainly by higher seafood and commodity sales. Gross profit was roughly flat at $50.5 million, but gross margin slipped to 16.2% from 17.1% as mix shifted toward lower-margin products and landed costs increased.
Net income attributable to HF Foods improved to $1.2 million, or $0.02 per diluted share, compared with a $1.6 million loss and $(0.03) per share a year earlier. The swing was driven by a $1.4 million gain on the sale of a Utah property and a favorable shift in the fair value of interest rate swaps. Adjusted EBITDA edged up to $10.1 million.
HF Foods ended the quarter with $11.1 million in cash, total debt of $100.7 million and $61.8 million drawn on its $125.0 million revolving line of credit, leaving about $55.2 million of additional availability, subject to the borrowing base. The company issued 155,000 shares via its at-the-market program for $0.3 million and increased its stake in subsidiary Min Food to 79.24%. Management continues a multi-year operational transformation but still reports material weaknesses in internal control over financial reporting.
HF Foods Group reported first quarter 2026 net revenue of $312.0 million, up 4.5% from $298.4 million a year earlier, driven mainly by higher volume and better pricing in Seafood and Commodity categories.
Gross profit slipped 0.8% to $50.5 million as gross margin narrowed to 16.2% from 17.1%, reflecting mix shift toward lower-margin products and higher landed costs. Distribution, selling and administrative expenses were $49.5 million, down slightly and improving to 15.9% of net revenue versus 16.7%.
The company moved to a GAAP net income of $1.4 million from a $1.5 million loss, with diluted earnings per share of $0.02 versus a $0.03 loss. The swing was helped by a favorable $2.0 million change in interest rate swap fair value and a $1.7 million increase in other income from a property sale. Adjusted EBITDA rose 3.8% to $10.1 million, while adjusted net income declined 3.6% to $3.4 million, and adjusted diluted EPS was $0.06.
Operating cash flow strengthened to $15.3 million from $6.9 million, aided by non-cash add-backs and working capital movements. As of March 31, 2026, HF Foods held $11.1 million in cash and had access to about $55.2 million under a $125.0 million credit line, supporting its ongoing transformation, facility investments, and growth initiatives.
HF Foods Group Inc. is asking stockholders to elect four directors and approve routine governance and executive pay items at its 2026 virtual annual meeting. Investors will also vote on ratifying BDO USA as auditor and how often to hold future advisory votes on compensation.
The proxy highlights 2025 results, including roughly $1.23 billion in net revenue, up 2.2% from 2024, and $207.6 million in gross profit, up 1.2%. Adjusted EBITDA grew about $3 million to roughly $45 million, or 6.9% growth, as the company navigated a tough macro backdrop and tariff cost pressures.
Management reports completing a new ERP system across all distribution centers and clearing a prior IT general controls material weakness, aiming to improve operational and reporting efficiency. HF Foods also opened a new Southeast U.S. facility and restructured sales operations, while outlining a strategy focused on organic growth, M&A, and cross‑selling within the Asian and specialty foodservice markets.
HF Foods Group Inc. reported that President and CEO Lin Xi acquired 19,262 shares of common stock through a grant or award. These shares vested from performance stock units on April 15, 2026, with each unit converting into one share of common stock. Following this award, Lin Xi directly holds 443,433 common shares. The transaction reflects equity compensation rather than an open-market purchase, so no transaction price was involved.
HF Foods Group Inc. reported that Chief Administrative Officer Christine Chang acquired shares through an equity award. On April 15, 2026, 12,841 performance stock units vested, with each unit converting into one share of common stock at $0.00 per share. Following this grant, Chang directly holds 250,836 shares of HF Foods common stock. This was a compensation-related vesting, not an open-market purchase or sale.
HF Foods Group Inc. entered into a Fifth Amendment to its Third Amended and Restated Credit Agreement with JPMorgan Chase Bank and other lenders. The amendment keeps in place a $125 million asset-secured revolving credit facility and focuses on updating key terms.
The maturity date of the revolver is extended to the earlier of March 31, 2031 or certain other dates specified in the amended agreement. Interest is now based on the one-month SOFR rate plus a fixed spread that varies with the daily availability under the aggregate revolving commitment.
The amendment also adds HF Atlanta, LLC as a new loan party and continues to be guaranteed by certain material subsidiaries. The filing emphasizes that lender relationships are ordinary-course commercial and banking relationships, and the full amended agreement is filed as an exhibit.
HF Foods Group Inc. director Dennis Lam reported open-market purchases of company common stock. He bought 8,100 shares across two days, including 8,000 shares on March 18 at a weighted average price of $1.7966 per share and 100 shares on March 19 at $1.76 per share. Following these transactions, he directly owns 22,484 shares of HF Foods Group common stock.