Welcome to our dedicated page for Ingles Mkts SEC filings (Ticker: IMKTA), 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.
Ingles Markets, Incorporated filings document material-event disclosures for a North Carolina supermarket operator with related shopping-center and fluid dairy operations. Form 8-K reports furnish quarterly and annual financial information, including operating results released under Item 2.02 and related Regulation FD disclosures.
The company's filings also cover governance and capital-structure-related matters, including amendments and restatements of bylaws, shareholder nomination and proposal procedures, director inspection rights, indemnification provisions, board-meeting procedures and director changes. These records describe formal corporate actions alongside the company's recurring supermarket business disclosures.
Ingles Markets, Incorporated has circulated a preliminary proxy statement for its 2026 Annual Meeting, to be held virtually on April 30, 2026. The Board urges shareholders to submit the enclosed WHITE universal proxy card to elect the Board’s recommended nominees and to withhold votes for the Dissident Shareholder’s nominee, Rory Held.
The Board states the Company is a Controlled Company under Nasdaq rules due to the voting power held by Robert P. Ingle, II. The filing also discloses Class A and Class B outstanding shares as of February 27, 2026: 14,548,686 Class A and 4,445,690 Class B.
Ingles Markets, Incorporated is soliciting proxies for its 2026 Annual Meeting of Shareholders, to be held virtually on April 30, 2026 at 10:00 a.m. Eastern Time. The Board recommends voting FOR its full slate of director nominees and urges shareholders to use the Company’s WHITE universal proxy card.
The meeting will elect two (2) directors by holders of Class A Common Stock and six (6) directors by holders of Class B Common Stock for a Board fixed at eight directors. The Company discloses that Cap 1 LLC has nominated an opposition nominee, Rory Held; the Board does not endorse that nominee and asks shareholders to withhold votes for that nominee.
Ingles Markets reported a strong first quarter of fiscal 2026, with net sales up 6.6% to $1.37 billion and net income rising to $28.1 million from $16.6 million a year earlier. Better gross margins and higher sales drove this improvement.
Gross profit increased 11.1% to $334.6 million, lifting gross margin to 24.4% of sales from 23.4%. Operating and administrative expenses grew more slowly than sales, helped by leverage on higher revenue. Diluted earnings per Class A share were $1.48, up from $0.87.
The company generated $38.4 million in operating cash flow, funded $36.3 million of capital spending, and ended the quarter with $361.7 million of cash and $511.5 million of total debt. Ingles continues to invest heavily in store projects, hurricane-related rebuilds, and a new store expected to open in fiscal 2026.
Ingles Markets, Incorporated filed a Form 8-K to furnish a press release with financial information for its first quarter ended December 27, 2025. The release is included as Exhibit 99.1 and is treated as furnished, not filed, under securities law.
Ingles Markets, Incorporated filed an amendment to its annual report to add detailed Part III information on governance, executive pay, ownership, related-party dealings and auditor fees. The company confirms its status as a Nasdaq “Controlled Company” because Chairman Robert P. Ingle II controls over 50% of the voting power through Class B shares, with all directors and executive officers as a group holding 72.5% of total voting power as of December 27, 2025.
The amendment describes a two-committee board structure, with an Executive Committee and a combined Audit/Compensation Committee of three independent directors. For fiscal 2025, CEO James W. Lanning’s total compensation was $3,130,472, producing a disclosed CEO pay ratio of 132:1 versus median associate pay of $23,748. Chairman Ingle received total compensation of $7,414,155, and CFO Patricia Jackson received $802,065.
The filing outlines 401(k) and nonqualified retirement plans, director cash retainers, a related-party lease with an entity affiliated with Mr. Ingle at approximately $160,000 per year, and Deloitte audit fees of $1,400,000 plus $5,700 of other fees in fiscal 2025. The amendment also includes updated CEO and CFO certifications under Section 302 of the Sarbanes-Oxley Act.
Ingles Markets (IMKTA) reports that for the fiscal year ended September 27, 2025, net sales were $5.33 billion, down from $5.64 billion a year earlier, with net income declining to $83.6 million from $105.5 million. Net income margin slipped from 1.9% to 1.6% as comparable grocery store sales (excluding fuel) fell 1.7% and fuel revenues declined.
Results were heavily influenced by Hurricane Helene, which damaged properties, disrupted electronic payments and led to an estimated $55–$65 million of lost revenue over roughly three weeks. Ingles had previously recorded $30.4 million of inventory impairment and $4.5 million of property and equipment losses in 2024, and in 2025 incurred about $9.0 million of additional cleanup and repair costs, partially offset by $6.2 million of insurance proceeds.
The company continues to focus on its core retail grocery segment, operating 194 supermarkets (excluding three still closed due to storm damage), 112 pharmacies, 106 fuel stations, and a milk processing plant, while investing in store remodels, curbside pickup and a dense Southeastern real estate footprint to support long-term operations.
Ingles Markets, Incorporated (IMKTA) filed a Form 8-K to announce that it has released financial information for its fourth quarter ended September 27, 2025. The company disclosed that these results are provided in a press release furnished as Exhibit 99.1 to the Form 8-K under Item 2.02 (Results of Operations and Financial Condition).
The same information is also referenced under Item 7.01 (Regulation FD Disclosure). Ingles notes that the press release and related details are being furnished, not filed, meaning they are not subject to certain Exchange Act liabilities and are not automatically incorporated into other Securities Act or Exchange Act filings unless specifically referenced.
Ingles Markets, Incorporated announced a change on its Board of Directors. The Board accepted the resignation of director John R. Lowden, effective immediately, replacing his previously planned resignation date of December 31, 2025. On the same day, the Board appointed L. Keith Collins to fill the resulting vacancy.
Collins, age 68, brings more than 42 years of dairy operations and management experience, largely through leadership roles at Milkco, Inc., a subsidiary of Ingles. He previously served as President and Vice President of Milkco and was a member of the Ingles Board from 2011 to 2018. The Board determined he is independent under SEC and Nasdaq rules, and he will serve until the 2026 annual meeting of shareholders, receiving the standard compensation for non-employee directors.
Ingles Markets (IMKTA) announced a Board change. Director John R. Lowden informed the company on October 23, 2025 that he will not stand for re-election and will resign from the Board, effective December 31, 2025. The company stated his decision is for personal reasons.
On September 19, 2025, the board of Ingles Markets, Incorporated adopted the Second Amended and Restated Bylaws, which replace the company's prior bylaws in full. The new bylaws add customary advance notice requirements for shareholder nominations and proposals, update officer titles and roles, strengthen general indemnification protections for directors and officers, and permit greater flexibility in the timing of certain Board meetings. They also include ministerial modernizations such as electronic signatures, electronic communications, clarified resignation procedures, and updated proxy appointment processes. The Second A&R Bylaws became effective upon adoption and the full text is filed as Exhibit 3.1.
On September 19, 2025, the board of Ingles Markets, Incorporated adopted the Second Amended and Restated Bylaws, which replace the company's prior bylaws in full. The new bylaws add customary advance notice requirements for shareholder nominations and proposals, update officer titles and roles, strengthen general indemnification protections for directors and officers, and permit greater flexibility in the timing of certain Board meetings. They also include ministerial modernizations such as electronic signatures, electronic communications, clarified resignation procedures, and updated proxy appointment processes. The Second A&R Bylaws became effective upon adoption and the full text is filed as Exhibit 3.1.