REX American Resources (NYSE: REX) plans 2-for-1 stock split via dividend

Rhea-AI Filing Summary

REX American Resources Corporation reported that its board approved a two-for-one split of its common stock, to be carried out as a 100% stock dividend payable on September 15, 2025 to shareholders of record on September 8, 2025. The company also furnished a press release announcing financial results for the three- and six-month periods ended July 31, 2025 as an exhibit. In addition, under Rule 416(b), the company stated that its existing Form S-8 registration for its equity plan will be deemed to cover an additional 1,005,881 shares that may be offered or issued under the plan due to anti-dilution adjustments from the stock split.

Insights

Equity analyst

REX announces a 2-for-1 stock split and related plan share adjustment.

REX American Resources disclosed that its board approved a two-for-one split of its common stock, structured as a 100% stock dividend. Shareholders of record on September 8, 2025 are scheduled to receive the additional shares on September 15, 2025, effectively doubling the number of shares they hold while proportionally adjusting the share price.

The company also noted that, under Rule 416(b) and an existing Form S-8 for its equity plan, the registration is deemed to cover an additional 1,005,881 shares. This reflects anti-dilution adjustments to the number of shares issuable under the plan and outstanding awards following the split, rather than a separate new capital raise.

Because a stock split primarily changes share count and trading price mechanics rather than underlying business performance, these actions are structurally significant but not fundamental to near-term operating results. Future company filings can provide more detail on how the split and adjusted plan capacity interact with ongoing equity compensation practices.

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): August 26, 2025

REX AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-09097	31-1095548
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

7720 Paragon Road Dayton, Ohio	45459
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (937) 276-3931

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 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 each exchange on which registered
Commons stock, $0.01 par value	REX	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 August 27, 2025, REX American Resources Corporation issued a press release announcing financial results for the three- and six-month periods ended July 31, 2025. The press release is furnished as Exhibit 99 to this report.

Item 8.01. Other Events

On August 26, 2025, the Board of Directors of the Company adopted resolutions declaring a two-for-one split of the Company’s Common Stock to be effectuated in the form of a 100% stock dividend, payable on September 15, 2025 to stockholders of record at the close of business on September 8, 2025. The stock split was announced by the Company in the press release referred to in Item 2.02.

Pursuant to Rule 416(b) under the Securities Act of 1933, as amended, and the Company’s undertaking contained in Item 512(a)(1)(iii)(B) of Regulation S-K, the number of shares of the Company’s Common Stock covered by the Company’s Registration Statement on Form S-8 (Registration No. 333-205419) with respect to the Plan shall be deemed to cover an additional 1,005,881 shares of Common Stock that may be offered or issued under the Plan as a result of adjustments made by the Compensation Committee of the Board of Directors in the number of shares that may be issued under the Plan and outstanding awards under the Plan to prevent dilution by reason of the stock split to be effectuated in the form of a stock dividend referred to above.

Item 9.01. Financial Statements and Exhibits

		(c)	Exhibits. The following exhibits are furnished with this report: 99   Press Release dated August 27, 2025*
			104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
		*    Filed herewith

SIGNATURES

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.

	REX AMERICAN RESOURCES CORPORATION
Date: August 27, 2025	By:	/s/ DOUGLAS L. BRUGGEMAN
		Name: Douglas L. Bruggeman
		Title:   Vice President - Finance,
		Chief Financial Officer
		and Treasurer

0000744187 false 0000744187 2025-08-26 2025-08-26

FAQ

What stock split did REX American Resources (REX) approve?

The board of REX American Resources approved a two-for-one stock split of its common stock, to be implemented as a 100% stock dividend.

When is the REX American Resources 2-for-1 stock split effective for shareholders?

The stock split is payable on September 15, 2025 to shareholders of record at the close of business on September 8, 2025.

Did REX American Resources report financial results in this 8-K filing?

Yes. The company furnished a press release announcing financial results for the three- and six-month periods ended July 31, 2025 as Exhibit 99.

How does the stock split affect REX American Resources’ equity compensation plan?

Under Rule 416(b), the existing Form S-8 for the company’s plan is deemed to cover an additional 1,005,881 shares due to anti-dilution adjustments from the split.

Is REX American Resources registering a new offering of shares in this disclosure?

The company stated that its existing Form S-8 registration will be deemed to cover an additional 1,005,881 shares for the plan as a result of split-related adjustments.

What exhibit was included with the REX American Resources 8-K?

The company included Exhibit 99, a press release dated August 27, 2025, and provided a Cover Page Interactive Data File as Exhibit 104.