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Once Upon a Farm, PBC 8-K Filings

OFRM NYSE

Every 8-K that Once Upon a Farm, PBC (OFRM) 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 OFRM 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 OFRM filings page.

Rhea-AI Summary

Once Upon a Farm, PBC reported second quarter 2026 net sales of $85.4 million, up 42.3% from $60.0 million a year earlier, driven largely by 40.3% volume growth. Gross margin was 35.9%, down from 40.7%, reflecting higher trade spend and mix. The company posted a net loss of $5.0 million, improving from a $9.0 million loss, while Adjusted EBITDA was a loss of $1.7 million versus positive $2.0 million.

As of June 30, 2026, Once Upon a Farm held $93.5 million in cash and cash equivalents and had no debt, compared with $10.9 million in cash and total debt of $60.2 million at December 31, 2025, reflecting IPO proceeds and debt repayment. For full-year 2026, it now expects net sales of $327–$335 million, representing 36–39% growth versus 2025, and Adjusted EBITDA of $3–$4.5 million, raising its prior outlook for both metrics.

Rhea-AI Summary

Once Upon a Farm, PBC reported strong first quarter 2026 growth with improving profitability metrics. Net sales rose 43.7% to $72.7 million, driven by 21.5% volume growth and broader distribution. Gross margin expanded to 40.8% from 37.7%, supported by lower slotting fees related to coolers.

The company’s net loss narrowed to $15.8 million from $19.5 million, and Adjusted EBITDA loss improved to $3.1 million from $7.5 million as higher gross profit offset increased SG&A, including IPO-related stock-based compensation and bonuses. Cash and cash equivalents were $99.9 million with no debt as of March 31, 2026, compared to $10.9 million of cash and $60.2 million of total debt at year-end 2025, reflecting IPO proceeds.

For full year 2026, Once Upon a Farm now expects net sales of $313 million to $323 million, implying 30% to 34% growth versus 2025, and projects Adjusted EBITDA of $2 million to $4 million, signaling a path toward positive adjusted profitability.

Rhea-AI Summary

Once Upon a Farm, PBC updated the compensation package for its President and Chief Financial Officer, Lawrence Waldman. Effective May 5, 2026, his base salary increases to $450,000 per year and his target annual cash bonus rises to 70% of his then-current base salary.

Mr. Waldman will also receive an equity award of service-based restricted stock units with a grant date fair value of $1,000,000. These units vest in full on the second anniversary of the effective date, contingent on his continued employment or earlier vesting upon certain termination events.

Rhea-AI Summary

Once Upon a Farm, PBC entered into a first amendment to its Amended and Restated Personal Brand Services and Spokesperson/Co-Founder Master Agreement with Jennifer Garner. The amendment provides an additional $3.0 million in cash consideration for expanded advertising, marketing, and promotional services.

The $3.0 million is scheduled to be paid over a two-year period beginning in January 2027, subject to Jennifer Garner’s continued service through each payment date. If there is a change of control of the company or certain qualifying terminations of the agreement, any unpaid portion of this amount will be accelerated and paid in full.

Rhea-AI Summary

Once Upon a Farm, PBC reported strong growth for the fourth quarter and full year 2025. Q4 net sales rose 30.1% year-over-year to $64.0 million, with gross margin improving to 47.7%. The company generated Q4 net income of $22.5 million, compared to a net loss of $12.3 million a year earlier, and delivered Q4 Adjusted EBITDA of $6.6 million versus $2.2 million.

For full year 2025, net sales increased 53.5% to $240.7 million, driven mainly by 42% volume growth and favorable mix. Net loss narrowed to $17.2 million from $23.8 million, while Adjusted EBITDA improved to $2.1 million from a loss of $3.7 million. Before its IPO, the company ended 2025 with $10.9 million in cash and $60.2 million of total debt. The February IPO raised approximately $139.3 million in net proceeds and expanded shares outstanding to about 41.9 million.

Rhea-AI Summary

Once Upon a Farm, PBC updated its 2025 executive compensation details after its earlier prospectus left certain incentive amounts open. The Compensation Committee approved the 2025 non-equity incentive plan payments for President and CFO Lawrence Waldman and recommended Board approval of the corresponding payment for Co-Founder and CEO John Foraker, along with a discretionary bonus for Mr. Foraker.

The company provided a revised Summary Compensation Table for 2024 and 2025. For 2025, Mr. Foraker’s total compensation was $3,509,844, including salary of $386,823, bonus of $83,483, option awards of $2,956,055, and non-equity incentive compensation of $83,483. Mr. Waldman’s 2025 total compensation was $2,028,820, including salary of $388,514, option awards of $1,543,843, non-equity incentive compensation of $83,996, and other compensation of $12,467.

Rhea-AI Summary

Once Upon a Farm, PBC completed an underwritten initial public offering of its common stock at a public price of $18.00 per share. The company sold 7,631,537 shares, while selling stockholders sold an additional 3,365,672 shares to the underwriters.

The underwriters received a 30‑day option to buy up to 1,649,581 additional shares. In connection with the IPO, the company appointed Walter Robb to its board, adopted a new omnibus incentive plan and employee stock purchase plan, implemented an amended and restated certificate of incorporation and bylaws, and entered into customary underwriting, registration rights, director nomination, and indemnification agreements.