Welcome to our dedicated page for Lifecore Biomedical SEC filings (Ticker: LFCR), 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.
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Every filing type—10-K, 10-Q, 8-K, Form 4—lands here seconds after EDGAR posts, complete with plain-English context and expert commentary. Whether you’re modeling capacity expansion or checking compliance milestones, our AI-powered analysis turns Lifecore’s complex disclosures into actionable insight.
Lifecore Biomedical, Inc. filed a Form S-3 shelf registration to register up to 20,456,637 shares of common stock for resale by certain selling stockholders, including 6,556,521 issued shares and 13,900,116 shares issuable upon conversion of Series A Convertible Preferred Stock. The company notes its common stock trades on the Nasdaq Global Select Market under the symbol LFCR, with a reported price of $7.87 on September 19, 2025. The Series A Convertible Preferred Stock carries a 7.5% per annum PIK dividend, an initial conversion price of $7.00 per share (adjusted to approximately $6.53 after a prior private placement) and a liquidation preference equal to the greater of the purchase price plus accrued dividends or the as-converted value. The prospectus incorporates prior SEC filings by reference. The independent auditor, BDO USA, P.C., issued an adverse opinion on the effectiveness of the company’s internal control over financial reporting as of May 25, 2025.
Lifecore Biomedical presents its definitive proxy with board nominations, governance policies, executive pay detail, legal proceedings, and auditor changes. The filing discloses nine director nominees including two Series A Preferred nominees and emphasizes a non-executive Chairperson presiding over independent director executive sessions. It describes a Code of Business Conduct, an ethics hotline, and committee independence. The company is defending a December 23, 2024 complaint by 22NW Fund alleging misrepresentations and breaches; the company moved to dismiss most claims but accrued registration delay fees. Auditor BDO reported material weaknesses in internal control for fiscal years ended May 26, 2024 and May 25, 2025; Audit Committee approved transition to KPMG for the remainder of 2025. Executive compensation changes, PSU and RSU awards, severance terms, and a strong 99.1% say-on-pay vote are disclosed.
Ryan Lake, Chief Financial Officer of Lifecore Biomedical, Inc. (LFCR), reported a transaction dated 09/03/2025 in which 22,932 shares of common stock were disposed of at $7.71 per share. The filing states these shares were withheld by the issuer to satisfy tax withholding obligations related to the vesting and settlement of restricted stock units (RSUs). After the withholding, Mr. Lake beneficially owns 336,691 shares directly. The Form 4 was signed by an attorney-in-fact on 09/04/2025.
Lifecore Biomedical reported material weaknesses in its internal control over financial reporting, identifying deficiencies in Information and Communication, Control Activities and Monitoring. The company said the weaknesses relate to accounting and classification of non-standard transactions, inventory valuation, capitalization of interest on assets under construction, recognition of development revenue and related cost of sales, presentation of operating costs for continuing and discontinued operations, and write-offs of receivables from its former Curation Foods businesses. Management concluded that, as of May 25, 2025, these deficiencies remained aggregated as material weaknesses. The Audit Committee discussed the issues with BDO, authorized BDO to respond to KPMG inquiries, and filed BDO's letter as Exhibit 16 to the Form 8-K.
Lifecore Biomedical intends to use a presentation in discussions with investors, analysts and others and has furnished that presentation as Exhibit 99.1 to this Current Report. The company says the Presentation will be posted on its investor relations website and that the material furnished in this Item (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Exchange Act nor incorporated by reference into future Securities Act filings unless expressly stated.
This disclosure is a Regulation FD furnishing of investor materials and confirms where the Presentation will be available; the report is signed by the company's Chief Financial Officer.
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