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Coffee Holding cuts CEO salary to $80,000

COFFEE HOLDING CO INC (JVA) filed an amended report to correct a prior disclosure about President and CEO Andrew Gordon’s compensation.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K/A

Rhea-AI Filing Summary

COFFEE HOLDING CO INC (JVA) filed an amended report to correct a prior disclosure about President and CEO Andrew Gordon’s compensation. The company clarifies that his base salary was reduced from $450,000 to $80,000 per year, not from $325,000 as previously stated. Under an amendment to his Amended and Restated Employment Agreement approved on February 26, 2026, Gordon is also granted a right to receive an $1.6 million incentive bonus if he remains employed through January 1, 2030, with payment to be made by March 16, 2030, and he must provide a general release to receive severance benefits.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Pre-reduction base salary $450,000 per annum Andrew Gordon’s base salary before the February 26, 2026 reduction
Post-reduction base salary $80,000 per annum Andrew Gordon’s base salary after the amendment on February 26, 2026
Incentive bonus $1.6 million Bonus payable if Andrew Gordon remains employed until January 1, 2030
Bonus employment condition date January 1, 2030 Date through which Andrew Gordon must remain employed to earn the bonus
Bonus payment deadline March 16, 2030 Latest date by which the incentive bonus is to be paid
Amendment approval date February 26, 2026 Date the board-approved amendment to the employment agreement was entered into
Amended and Restated Employment Agreement financial
"entered into an amendment to its Amended and Restated Employment Agreement"
incentive bonus financial
"Mr. Gordon was granted a right to receive an incentive bonus of $1.6 million"
general release financial
"Mr. Gordon will be required to enter into a general release in order"
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

What compensation change did COFFEE HOLDING CO INC (JVA) disclose for its CEO?
Andrew Gordon’s base salary was reduced from $450,000 to $80,000 per year under an amendment approved on February 26, 2026, while adding eligibility for a $1.6 million incentive bonus if certain employment conditions are met.

What error is COFFEE HOLDING CO INC (JVA) correcting in this 8-K/A?
The company corrects an earlier statement that Andrew Gordon’s salary before reduction was $325,000. It clarifies that his pre-reduction base salary was actually $450,000 per year.

What are the conditions for Andrew Gordon’s $1.6 million bonus at JVA?
Andrew Gordon is entitled to a $1.6 million incentive bonus if he remains employed with the company until January 1, 2030. The bonus is to be paid by March 16, 2030.

When was the amendment to Andrew Gordon’s employment agreement approved at JVA?
The amendment to Andrew Gordon’s Amended and Restated Employment Agreement was approved on February 26, 2026 by the company’s board of directors.

What additional requirement applies to Andrew Gordon’s severance benefits at JVA?
To receive severance benefits, Andrew Gordon will be required to enter into a general release under the terms of the amended employment agreement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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true 0001007019 0001007019 2026-02-26 2026-02-26 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): February 26, 2026

 

COFFEE HOLDING CO., INC.

(Exact Name of Registrant as Specified in its Charter)

 

Nevada   001-32491   11-2238111

(State of

incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

3475 Victory Boulevard, Staten Island, New York   10314
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (718) 832-0800

 

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Exchange on Which Registered
Common Stock, Par Value $0.001 Per Share   JVA   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 
 

 

EXPLANATORY NOTE

 

This Amendment No. 1 on Form 8-K/A (this “Amended Form 8-K”) amends the Current Report on Form 8-K of Coffee Holding Co., Inc. (the “Company”), filed with the Securities and Exchange Commission on February 27, 2026 (the “Original Form 8-K”). The Original Form 8-K incorrectly stated that Andrew Gordon’s base salary prior to the reduction described therein was $325,000 per annum. Mr. Gordon’s base salary prior to such reduction was $450,000 per annum. Accordingly, the Company is filing this Amended Form 8-K to correct such amount and to restate Item 5.02 of the Original Form 8-K in its entirety. Except as expressly set forth herein, this Amended Form 8-K does not amend, update or otherwise modify any other disclosure contained in the Original Form 8-K.

 

 
 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On February 26, 2026, with the approval of its board of directors, Coffee Holding Co., Inc., a Nevada corporation (the “Company”), entered into an amendment to its Amended and Restated Employment Agreement (the “Amendment”), dated April 11, 2008, between the Company and Andrew Gordon, the Company’s President, Chief Executive Officer, Chief Financial Officer and Treasurer.

 

Under the Amendment, (i) Mr. Gordon agreed to a reduction in his base salary from $450,000 to $80,000 per annum, (ii) Mr. Gordon was granted a right to receive an incentive bonus of $1.6 million if he remains employed with the Company until January 1, 2030 (such bonus to be paid by March 16, 2030) and (iii) Mr. Gordon will be required to enter into a general release in order to receive severance benefits.

 

The foregoing description does not purport to be complete and is qualified in its entirety by the Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   Amendment No. 1, dated February 26, 2026, to the Amended and Restated Employment Agreement by and between Coffee Holding Co., Inc. and Andrew Gordon (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 27, 2026).
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: August 28, 2026 Coffee Holding Co., Inc.
  (Registrant)
     
  By: /s/ Andrew Gordon
    Andrew Gordon
    President and Chief Executive Officer

 

 

 

Source: View Original Filing on SEC EDGAR

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