[8-K] Tejon Ranch Co. Reports Material Event

Rhea-AI Filing Summary

Insights

Corporate Governance Analyst

CFO exit without named successor introduces leadership gap and near-term uncertainty for Tejon Ranch’s financial oversight.

Disclosure summary: The 8-K announces that Brett A. Brown, Executive Vice President, Chief Financial Officer and Treasurer, “separated from employment” on July 11, 2025. No successor, interim appointment, or transition plan is mentioned.

Why it matters: The CFO manages capital allocation, financing, and SEC reporting. Sudden departure removes a key signatory for upcoming 10-Q/10-K filings and can disrupt internal controls until a replacement is in place. Absent context—retirement, new role, or cause—stakeholders face information asymmetry and may question continuity of strategy and risk management.

Operational impact: Finance team workload grows, as remaining executives must cover budgeting, lender relations, and regulatory deadlines. Delays in financial closes or audit coordination become more likely.

Governance signal: Board responsiveness will be judged by speed and transparency in naming an interim leader and outlining a search process. Timely communication can limit concerns; silence may amplify them.

Bottom line: A material leadership gap at the finance helm generally skews negative for near-term confidence, pending further disclosures on succession and the circumstances of departure.

TEJON RANCH CO false 0000096869 0000096869 2025-07-11 2025-07-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20509

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) July 11, 2025

Tejon Ranch Co.

(Exact Name of Registrant as Specified in its Charter)

Delaware		1-07183		77-0196136
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

P. O. Box 1000, Lebec, California		93243
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code 661-248-3000

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 (see General Instruction A.2. below):

☐ 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(s)		Name of each exchange on which registered
Common Stock		TRC		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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Brett A. Brown, Executive Vice President, Chief Financial Officer and Treasurer separated from employment with the Tejon Ranch Co. (the “Company”) on July 11, 2025.

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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.

Date: July 11, 2025				TEJON RANCH CO.
				By:		/S/ MICHAEL R.W. HOUSTON
				Name:		Michael R.W. Houston
				Title:		Senior Vice President, General Counsel & Secretary

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