[8-K] Natural Grocers by Vitamin Cottage, Inc. Reports Material Event

Rhea-AI Filing Summary

Natural Grocers by Vitamin Cottage, Inc. reported that it has released its financial results for the three months and fiscal year ended September 30, 2025, through a press release furnished as an exhibit. The company is also providing a November 2025 investor presentation for use in meetings with institutional investors and analysts.

In addition, the Board of Directors declared a quarterly cash dividend of $0.15 per common share, representing a 25% increase in the quarterly dividend. This dividend will be paid on December 10, 2025 to stockholders of record as of the close of business on December 1, 2025, highlighting a higher level of ongoing cash returns to shareholders.

Insights

Equity income and dividends analyst

Natural Grocers raises its regular dividend by 25%, signaling a higher ongoing cash payout.

Natural Grocers by Vitamin Cottage, Inc. announced that its Board declared a quarterly cash dividend of $0.15 per common share, which is a 25% increase from the prior quarterly level. A higher regular dividend typically reflects board confidence in the company’s ability to generate sufficient and repeatable cash flow to sustain the payout.

The dividend is scheduled to be paid on December 10, 2025 to shareholders of record on December 1, 2025, giving clarity on the timing of this increased cash distribution. Alongside the release of financial results for the quarter and fiscal year ended September 30, 2025 and a new investor presentation, this change in dividend policy provides income-focused investors with updated information on expected cash returns.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 20, 2025

Natural Grocers by Vitamin Cottage, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-35608		45-5034161
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

12612 West Alameda Parkway

Lakewood, Colorado 80228

(Address of principal executive offices) (Zip Code)

(303) 986-4600

(Registrant’s telephone number, including area code)

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:

☐ 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 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 each exchange on which registered
Common Stock, $0.001 par value	NGVC	New York Stock Exchange

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On November 20, 2025, Natural Grocers by Vitamin Cottage, Inc. (the “Company”) issued a press release announcing its financial results for the three months and fiscal year ended September 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1.

The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Additionally, the information contained in this Item 2.02 or Exhibit 99.1 shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure.

The Company is also furnishing in this Current Report on Form 8-K its November 2025 investor presentation (the “Investor Presentation”) to be used by the Company at meetings with institutional investors or analysts. A copy of the Investor Presentation is furnished herewith as Exhibit 99.2 and is incorporated into this Item 7.01 by reference. Exhibit 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events.

On November 20, 2025, the Company announced that its Board of Directors has declared a quarterly cash dividend of $0.15 per common share, increasing its quarterly cash dividend by 25%. The quarterly cash dividend will be paid on December 10, 2025 to stockholders of record as of the close of business on December 1, 2025.

Item 9.01 Financial Statements and Exhibits.

(d)         Exhibits.

Exhibit No.		Description
99.1		Press release of Natural Grocers by Vitamin Cottage, Inc. dated November 20, 2025 announcing financial results.
99.2		November 2025 Natural Grocers by Vitamin Cottage, Inc. Investor Presentation
104		Cover Page Interactive Data File (formatted as Inline XBRL).

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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: November 20, 2025

	Natural Grocers by Vitamin Cottage, Inc.
	By:	/s/ Kemper Isely
	Name:	Kemper Isely
	Title:	Co-President

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FAQ

What did Natural Grocers (NGVC) announce in this 8-K filing?

Natural Grocers by Vitamin Cottage, Inc. announced that it issued a press release with financial results for the three months and fiscal year ended September 30, 2025, and furnished a November 2025 investor presentation.

How much is Natural Grocers' new quarterly dividend per share?

The Board of Directors declared a quarterly cash dividend of $0.15 per common share.

By what percentage did Natural Grocers increase its quarterly dividend?

Natural Grocers increased its quarterly cash dividend by 25% compared to its previous quarterly dividend level.

When will NGVC's increased dividend be paid and who qualifies?

The $0.15 quarterly cash dividend will be paid on December 10, 2025 to stockholders of record as of the close of business on December 1, 2025.

What exhibits did Natural Grocers include with this 8-K filing?

Natural Grocers furnished a press release announcing financial results as Exhibit 99.1 and a November 2025 investor presentation as Exhibit 99.2.

Are Natural Grocers' earnings press release and investor presentation considered filed with the SEC?

The earnings press release and investor presentation are being furnished, not filed, and are not subject to Section 18 liabilities or automatically incorporated into other SEC filings.