Tejon Ranch SEC Filings

Tejon Ranch Co.'s Senior Vice President and General Counsel, Michael R.W. Houston, received a grant of 20,473 shares of Tejon Ranch Co. common stock at $18.90 per share. On the same date, 8,541 shares were withheld to cover tax obligations associated with the award.

After these compensation-related transactions, Houston holds 14,664 shares of Tejon Ranch Co. common stock directly. The filing reflects a routine equity award and related tax withholding rather than open-market buying or selling activity.

Tejon Ranch Co. is soliciting proxies for its Annual Meeting on May 13, 2026, asking shareholders to elect nine directors and vote on corporate governance and routine matters. Proposals include a special-meeting amendment (right to call special meetings at 25% ownership), an advance notice amendment (move deadlines to 90–120 days), ratification of Deloitte & Touche LLP as auditor, and an advisory say-on-pay vote.

The proxy highlights 2025 operational progress at the Tejon Ranch Commerce Center, completion of Phase 1 Terra Vista (228 units) with ~71% lease-up as of March 19, 2026, a >700,000 sq. ft. Nestlé distribution facility, and Outlets at Tejon at 93% occupancy. Financially, net income attributable to common stockholders was $75,000 in 2025 versus $2.7 million in 2024. The record date shows 26,930,197 shares outstanding as of the record date.

Tejon Ranch Co. is a diversified California land and real estate company focused on industrial, commercial, multifamily, resort/residential, mineral resources, farming, and ranch operations across approximately 270,000 acres.

For the year ended December 31, 2025, segment revenues were $49.6 million, with Commercial/Industrial Real Estate contributing $15.0 million of revenue and $15.4 million of operating income. Mineral resources generated $9.6 million of revenue and $2.8 million of operating income, while farming produced $18.7 million of revenue and a small operating loss.

The company reported total segment operating income of $14.5 million and income before income taxes of $1.2 million, reflecting the impact of $14.1 million of corporate expenses. A new Multifamily segment, centered on Terra Vista at Tejon, recorded a $1.5 million operating loss as the 228-unit first phase leased up to 63% at year-end and 71% by March 19, 2026.

Tejon holds long-term entitlements for three major master-planned communities—Mountain Village, Grapevine, and Centennial—totaling more than 34,000 planned housing units and over 15 million square feet of commercial space. Centennial’s prior approvals were rescinded following litigation, and the company has begun a re-entitlement process with Los Angeles County.

At Tejon Ranch Commerce Center, the industrial portfolio was 100% leased and the commercial portfolio 98% leased as of December 31, 2025, with 11.1 million square feet of additional entitled industrial space available. TRCC infrastructure development has totaled $120.9 million of cost to date, with an estimated $202.8 million at completion before reimbursements.

Identifiable assets were $630.5 million, led by $341.4 million in resort/residential real estate and $63.7 million in Multifamily. Mineral resources operations include oil and gas royalties, rock and aggregate, and a long-term cement lease, along with managed water assets and sales agreements that support both farming and future development.

Tejon Ranch Co. is a diversified California land and real estate company focused on industrial, commercial, multifamily, resort/residential, mineral resources, farming, and ranch operations across approximately 270,000 acres.

For the year ended December 31, 2025, segment revenues were $49.6 million, with Commercial/Industrial Real Estate contributing $15.0 million of revenue and $15.4 million of operating income. Mineral resources generated $9.6 million of revenue and $2.8 million of operating income, while farming produced $18.7 million of revenue and a small operating loss.

The company reported total segment operating income of $14.5 million and income before income taxes of $1.2 million, reflecting the impact of $14.1 million of corporate expenses. A new Multifamily segment, centered on Terra Vista at Tejon, recorded a $1.5 million operating loss as the 228-unit first phase leased up to 63% at year-end and 71% by March 19, 2026.

Tejon holds long-term entitlements for three major master-planned communities—Mountain Village, Grapevine, and Centennial—totaling more than 34,000 planned housing units and over 15 million square feet of commercial space. Centennial’s prior approvals were rescinded following litigation, and the company has begun a re-entitlement process with Los Angeles County.

At Tejon Ranch Commerce Center, the industrial portfolio was 100% leased and the commercial portfolio 98% leased as of December 31, 2025, with 11.1 million square feet of additional entitled industrial space available. TRCC infrastructure development has totaled $120.9 million of cost to date, with an estimated $202.8 million at completion before reimbursements.

Identifiable assets were $630.5 million, led by $341.4 million in resort/residential real estate and $63.7 million in Multifamily. Mineral resources operations include oil and gas royalties, rock and aggregate, and a long-term cement lease, along with managed water assets and sales agreements that support both farming and future development.

Tejon Ranch Co. reported stronger operating results for 2025, with revenue rising to about $49.6 million from $41.9 million, driven by commercial real estate, multifamily contributions and significantly higher farming revenue.

Adjusted EBITDA increased to $25.3 million from $23.4 million, helped by improved profitability in commercial real estate and farming. However, net income attributable to common stockholders was only $0.1 million, down from $2.7 million, as results absorbed approximately $3.4 million in one-time shareholder activism expenses and $1.1 million of Centennial litigation costs.

Management highlighted rising activity at Tejon Ranch Commerce Center, boosted by the neighboring Hard Rock Tejon Casino, and said 2025 farming revenues were the highest in ten years. At December 31, 2025, total liquidity was about $91.0 million, including $24.9 million of cash and securities and $66.1 million available on the credit line. The company plans to focus 2026 efforts on TRCC, advancing large residential projects and managing farming through higher input costs and a down-bearing pistachio year.

Tejon Ranch Co. reported stronger operating results for 2025, with revenue rising to about $49.6 million from $41.9 million, driven by commercial real estate, multifamily contributions and significantly higher farming revenue.

Adjusted EBITDA increased to $25.3 million from $23.4 million, helped by improved profitability in commercial real estate and farming. However, net income attributable to common stockholders was only $0.1 million, down from $2.7 million, as results absorbed approximately $3.4 million in one-time shareholder activism expenses and $1.1 million of Centennial litigation costs.

Management highlighted rising activity at Tejon Ranch Commerce Center, boosted by the neighboring Hard Rock Tejon Casino, and said 2025 farming revenues were the highest in ten years. At December 31, 2025, total liquidity was about $91.0 million, including $24.9 million of cash and securities and $66.1 million available on the credit line. The company plans to focus 2026 efforts on TRCC, advancing large residential projects and managing farming through higher input costs and a down-bearing pistachio year.

Tejon Ranch Co. is moving to expand shareholder rights by adding a proposal to its 2026 Annual Meeting agenda that would let shareholders, or groups of shareholders, owning at least 25% of outstanding shares call a special shareholder meeting. This governance change follows recent updates to Board size and structure and fulfills a commitment the Board made at Tejon’s November 2025 Investor Day. Details of the proposal will be included in the 2026 proxy statement ahead of the Annual Meeting scheduled for May 13, 2026.

Tejon Ranch Co. is moving to expand shareholder rights by adding a proposal to its 2026 Annual Meeting agenda that would let shareholders, or groups of shareholders, owning at least 25% of outstanding shares call a special shareholder meeting. This governance change follows recent updates to Board size and structure and fulfills a commitment the Board made at Tejon’s November 2025 Investor Day. Details of the proposal will be included in the 2026 proxy statement ahead of the Annual Meeting scheduled for May 13, 2026.

Tejon Ranch Co. reports upcoming changes to its Board of Directors. Director Kenneth G. Yee has informed the company he will not stand for reelection at the 2026 annual meeting, and will leave the Board when his current term ends at that meeting.

In response, the Board unanimously resolved to reduce its size from ten to nine directors, effective immediately upon adjournment of the 2026 annual meeting, and nominated nine incumbent directors for reelection. Board Chair Norman J. Metcalfe and Director Gregory S. Bielli stated that, if reelected in 2026, they intend to retire and not seek reelection at the 2027 annual meeting. The Board also expressed its intention to further reduce its size so that by the 2027 annual meeting it will have seven directors, with formal approval to occur at the time of those retirements. Additionally, the Board unanimously approved the elimination of its Executive Committee, effective immediately.

Tejon Ranch Co. will release its fourth quarter and full year 2025 operating and financial results before the market opens on March 19, 2026. On the same day, the company will host a conference call at 5:00 p.m. Eastern Time to discuss recent initiatives and results.

President & CEO Matt Walker and CFO Robert Velasquez will lead the call and respond to questions emailed in advance to IR@tejonranch.com. An audio webcast will be available through the Investors section of the company’s website, with a replay accessible for one year.

Tejon Ranch Co. director and 10% owner Daniel R. Tisch reported acquiring 2,073 shares of the company’s common stock on January 12, 2026 at a price of $15.77 per share. Following this transaction, he beneficially owns 86,198 common shares directly. The filing also notes that TowerView LLC owns 3,845,500 shares and DT Four Partners LLC owns 1,087,507 shares, and Tisch may be deemed to have a pecuniary interest in shares owned by these entities.

Tejon Ranch Co director Andrew Dakos reported acquiring 1,043 shares of the company’s common stock on January 12, 2026 at a price of $15.77 per share. After this transaction, he directly owned 34,536 common shares.

The filing also notes an indirect position described as “Beneficial Ownership through a Limited Partnership”, and states that Mr. Dakos disclaims beneficial ownership of such shares except to the extent of any pecuniary interest. This means any economic interest he may have in the partnership’s holdings is acknowledged, while formal beneficial ownership of those shares is disclaimed.