Every 8-K that Limoneira Co (LMNR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LMNR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LMNR filings page.
Limoneira Company (LMNR) reported third-quarter fiscal 2026 net revenues of $43.8 million, down from $47.5 million, as it continued shifting citrus brokerage operations to Sunkist. Despite lower sales and a wider GAAP net loss of $3.0 million (vs. $1.0 million), non-GAAP adjusted EBITDA improved to $3.9 million from $3.0 million, helped by higher fresh lemon pricing and lower selling, general and administrative expenses.
The company entered an agreement to sell its Windfall Farms property for $15.0 million in cash, after recording about $13.5 million of related impairments earlier in fiscal 2026, and continues to pursue more than $200 million of potential land and water monetization. For the first nine months, revenues fell to $85.9 million from $116.9 million and net loss applicable to common stock widened to $34.0 million (or $1.91 per share), while adjusted net loss was $13.3 million.
Management raised fiscal 2026 avocado volume guidance to 7.0–7.25 million pounds, expects fresh lemon volumes at the low end of 4.0–4.5 million cartons, and projects producing more than 10 million pounds of avocados in fiscal 2027. The company also highlighted ongoing insurance recoveries, higher long-term debt of $100.7 million, and expected future cash distributions totaling about $180 million from its Harvest at Limoneira real estate ventures through 2030.
Limoneira Company, through its wholly owned subsidiary Windfall Investors, LLC, entered into a Purchase and Sale Agreement to sell its five Windfall Farms vineyard properties in Paso Robles, California, totaling approximately 724 acres, to a private buyer for an all-cash purchase price of $15,000,000 following a public auction. The transaction aligns with Limoneira’s stated strategy to monetize non-core real estate assets, enhance liquidity, reduce debt, and redeploy capital into higher-return agribusiness and real estate opportunities.
The buyer must provide an earnest money deposit equal to 12% of the purchase price, which becomes nonrefundable except in the case of a material default by the seller, and closing is scheduled to occur no later than mid-September 2026. Limoneira retains ownership of the 2026 crop and all growing crops as of closing, associated revenues and obligations, and post-closing access to farm and harvest through November 30, 2026. As a result of this sale and a previously terminated transaction, Limoneira expects to recognize an additional impairment charge of approximately $4,100,000 in the fourth quarter of fiscal 2026, bringing the aggregate impairment related to the property to approximately $13,400,000.
Limoneira Company, through its subsidiary Windfall Investors, LLC, reports that Peak Holdings, LLC has terminated their Purchase and Sale Agreement dated April 14, 2026. The agreement covered an eighty-percent undivided tenant-in-common interest in Limoneira’s Paso Robles, California real estate parcels.
Peak Holdings had deposited $500,000 in cash into escrow, which will be returned under its contractual right to terminate during the due diligence review period described in Section 5.5 of the Purchase Agreement. As a result, the planned sale of the Paso Robles interest will not proceed under this agreement.
Limoneira Company reported second quarter fiscal 2026 net revenue of $23.9 million, down from $35.1 million a year earlier, as it shifted lemon sales and marketing to Sunkist and exited brokerage, Chilean farming and farm management operations. Operating loss widened to $21.7 million from $3.3 million, driven by a $9.3 million impairment at Windfall Farms and a $7.8 million loss and expected loss on disposal of assets, mainly Arizona lemon orchards, plus foreign exchange losses on Chilean entities.
Net loss applicable to common stock was $21.4 million, or $1.20 per diluted share, versus a net loss of $3.5 million, or $0.20 per share. Adjusted net loss was $5.2 million, or $0.29 per diluted share, and adjusted EBITDA was a loss of $1.7 million. For the first six months, revenue was $42.1 million and net loss applicable to common stock was $31.0 million, or $1.74 per diluted share.
Strategically, Limoneira is pursuing asset and water monetization and avocado growth. It formed a 50%/50% Agromin joint venture to build a 70-acre composting facility, agreed to sell an 80% interest in its Paso Robles Windfall Farms property for $16 million, and ceased citrus farming on 600 Arizona lemon acres to support a Colorado River water rights monetization plan. The company reaffirmed fresh lemon volume guidance of 4.0–4.5 million cartons and raised avocado volume guidance to 5.5–6.5 million pounds for fiscal 2026.
Limoneira Company, through subsidiary Windfall Investors, LLC, agreed to sell an 80% undivided tenant-in-common interest in its Paso Robles, California real estate to Peak Holdings, LLC for an aggregate purchase price of $16,000,000.
The consideration includes $10,000,000 in cash and a $6,000,000 promissory note secured by a deed of trust. The Buyer will place a $500,000 refundable deposit into escrow, and may terminate the agreement during a due diligence period ending on July 1, 2026. Limoneira determined it will recognize an estimated $9,300,000 impairment of property, plant and equipment in the second quarter of fiscal 2026 as a result of this transaction.
Limoneira Company entered into definitive agreements with Agromin to form Agromin-Limoneira LLC, a 50/50 joint venture that will develop and operate a 70-acre commercial organics recycling and composting facility on Limoneira land in Ventura County, California. The facility is expected to be operational in the second half of fiscal 2027 and capable of processing approximately 295,000 tons of organic waste annually, with EBITDA shared equally by both partners.
To support the project, Limoneira is providing a revolving credit facility to the joint venture of up to $5,000,000 at a variable rate of SOFR plus 3.50% for 18 months and leasing the 70-acre site, including use of 89 acre-feet of water per year, for initial annual rent of about $560,000 with escalation over a 50-year initial term and multiple renewal options. The facility is described as the only permitted commercial composting center in Ventura County and is intended to help meet California SB 1383 organic waste diversion and greenhouse gas reduction mandates while generating rental income and expected substantial EBITDA for Limoneira.
Limoneira Company held its annual meeting, where 79.46% of voting power was represented, satisfying quorum requirements. Stockholders elected Elizabeth Mora and Peter J. Nolan to three-year board terms, with Nolan receiving 10,941,016.61 votes for and Mora 6,186,379.61 votes for. An advisory vote on executive compensation passed, with 8,401,153.04 shares voting for and 2,176,063.58 against. Stockholders also ratified Deloitte & Touche LLP as independent auditor for the fiscal year ending October 31, 2026, with 14,440,149.61 votes for and limited opposition.
Limoneira Company has paused its regular cash dividend on common stock to redirect cash toward strategic investments. The Board aims to reduce debt and fund higher-value avocado plantings, expanded organic recycling and new housing development, and plans to resume dividends consistent with past practice when it believes conditions are prudent.
The company reaffirmed fiscal 2026 volume guidance of 4.0–4.5 million fresh lemon cartons and 5.0–6.0 million pounds of avocados. It continues to target approximately $10 million in annual selling, general and administrative savings in fiscal 2026 tied to its Sunkist partnership and expects near-term water monetization and real estate distributions, including projected Harvest at Limoneira cash flows over seven fiscal years totaling about $180 million.
Limoneira Company reported a much weaker first quarter of fiscal 2026 as it restructures its business. Total net revenues fell to $18.2 million from $34.3 million, mainly because lemon sales and marketing shifted to Sunkist, brokerage operations were exited, and farm management revenues ended.
Total costs and expenses dropped 27% to $28.8 million, but the smaller revenue base led to an operating loss of $10.6 million versus a $5.3 million loss a year earlier. Net loss applicable to common stock widened to $9.6 million, or $0.53 per diluted share, compared with $3.2 million, or $0.18 per share. Adjusted EBITDA was a loss of $7.7 million versus a $2.3 million loss.
Long-term debt rose to $89.9 million from $72.5 million at the end of fiscal 2025, leaving net debt of $88.6 million. Management reaffirmed full-year 2026 guidance for 4.0–4.5 million cartons of fresh lemons and 5.0–6.0 million pounds of avocados, highlighted an expected $180 million of real estate distributions over seven fiscal years, and pointed to 800 acres of non-bearing avocados and potential Colorado River water-rights monetization as longer-term growth drivers.
Limoneira Company entered into an independent contractor consulting agreement with Mark Palamountain on February 12, 2026. Under this agreement, he will provide strategic, financial, and transactional advisory services for a three-month period beginning February 16, 2026.
He will be paid a monthly fee of $18,750, payable in arrears starting March 1, 2026, and may receive up to $200,000 in additional compensation at the Board’s discretion upon achieving specified goals. Either party can end the agreement with thirty days’ written notice.
Limoneira Company has ended prior retention bonus arrangements and adopted new Transaction Incentive Agreements for CEO Harold S. Edwards and executive Gregory C. Hamm. These agreements tie their pay to profits from certain land and water asset sales or real estate development earnings through October 31, 2031.
Edwards can earn PPP Bonuses equal to five percent of such profits, capped at $2.0 million per year and $5 million total, while Hamm can earn three percent, capped at $1.2 million per year and $3 million total. Payments are 50% cash and 50% Restricted Shares that fully vest one year after the payment date, subject to Compensation Committee approval, continued employment, and the company’s recoupment policy. Hamm’s agreement only becomes effective if he is appointed Chief Financial Officer by February 8, 2026.
Limoneira Company reports a CFO transition and revised executive compensation terms. Mark Palamountain has decided to resign as Executive Vice President, Chief Financial Officer and Treasurer and will remain available in an advisory capacity after his departure.
The Board has appointed longtime finance executive Gregory C. Hamm, currently Vice President and Corporate Controller, to become Vice President, CFO and Treasurer effective when Palamountain’s resignation takes effect. Hamm will receive a base salary of $350,000.
His transaction bonus agreement will provide a base $2,225,000 bonus if qualifying deal consideration is at least $28.00 per share, rising in $0.25 increments up to $40.00 per share for a potential $3,150,000 bonus, and increasing a further $37,500 for every $1.00 above that level. His change in control agreement will provide 200% of base salary in a lump sum and up to 24 months of COBRA coverage if he is terminated without cause or resigns for good reason within the defined change in control period.
Limoneira Company reported that on December 12, 2025 it entered into a Modification to its Master Loan Agreement with AgWest Farm Credit, PCA. The Master Loan Agreement was originally dated June 26, 2025.
The Modification updates certain terms of this credit arrangement, and the complete text of the Modification is provided as Exhibit 10.1 to this report and incorporated by reference.
Limoneira Company reported that its board of directors approved a new Form of Award Agreement for employees under the 2022 Omnibus Incentive Plan. This agreement covers grants of restricted shares of common stock, performance-based share awards, and performance-based compensation awards. It will replace the prior form of performance-based restricted share award agreement used under the same plan.
The updated agreement is intended to better align employee compensation with recent changes in Limoneira’s business model following the merger of its sales and marketing functions into Sunkist Growers, Inc. The full text of the new Form of Award Agreement is filed as Exhibit 10.1 to this report.
Limoneira Company disclosed the sale of its Chilean agricultural properties to San Pedro, SpA for an aggregate purchase price of $14,967,190. The assets include 500 acres of lemons, 100 acres of oranges, and additional unplanted land with associated water rights. The transactions closed upon deed transfer concurrent with signing.
After a customary 60–90 day recording period in Chile, the Buyer will make an initial payment of $6,800,000. The remaining $8,167,190 will be paid in installments determined by the excess free cash flows of the combined sold properties and the Buyer’s Fruticola Bellavista SpA operations, measured annually as of March 31 until paid in full. Following the final balance payment, the Buyer will make an additional payment equal to 50% of the prior year’s balance payment. The Buyer’s obligations are secured by a pledge of its corporate equity interests in favor of the Sellers.
Limoneira Company (LMNR) reported the termination of its Grower Packing & Marketing Agreement (GPMA) with PAI Centurion Citrus, LLC. The parties executed a Termination and Release Agreement on October 20, 2025, effective as of October 13, 2025.
The filing states that PAI fully delivered the 2024/2025 lemon crop to Limoneira. All obligations under the GPMA for any lemons harvested after the 2024/2025 crop are terminated. Certain provisions related to payments due to PAI and costs payable by PAI to Limoneira for the 2024/2025 crop will survive termination.
Both parties provided mutual waivers and releases of claims, except for the surviving obligations expressly identified. The full Termination and Release Agreement is included as Exhibit 10.1.
Limoneira Company (NASDAQ: LMNR) filed a Form 8-K reporting that on September 9, 2025 the company issued a press release announcing its financial results for the quarter ended July 31, 2025. The filing states the press release is furnished as Exhibit 99.1 to the report. No financial figures, commentary, or forward-looking statements are included in the text provided here.
This filing serves to notify investors that the company made its quarterly results public via a press release and that the release is attached to the 8-K; the filing itself does not disclose revenue, earnings, guidance, or other operating metrics.