Welcome to our dedicated page for Where Food Comes From SEC filings (Ticker: WFCF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Where Food Comes From, Inc. filings document operating results, governance votes, capital allocation, and material agreements for a public food-verification company. Form 8-K reports include results of operations and financial condition, with press releases and conference-call transcripts covering verification and certification revenue, product sales, professional services revenue, profitability, cash flow, and stock repurchase activity.
Proxy and annual-meeting filings record director elections, auditor ratification, advisory executive-compensation votes, and vote-frequency recommendations. Material-event filings also document transactions such as the completed redemption of the company's membership interest in Progressive Beef, along with related exhibits, financial-statement references, and Inline XBRL cover data.
Where Food Comes From, Inc. (WFCF) filed Amendment No. 2 to its annual report for the year ended December 31, 2025 to replace the Controls and Procedures section and newly disclose a material weakness in internal control over financial reporting related to lease accounting under FASB ASC 842. Management and the auditor identified that a November 21, 2025 lease amendment with The Move, LLC, which shortened the lease term to December 31, 2027, was improperly accounted for, causing a material overstatement of right of use assets and other income. Management concluded that disclosure controls and procedures and internal control over financial reporting were not effective as of December 31, 2025, but states the financial statements fairly present the company’s financial position and that no material misstatements have been identified. The company reports that it has remediated the weakness by properly applying ASC 842 and plans to consider using additional experts for rare or non-routine transactions.
Where Food Comes From, Inc. reported second-quarter 2026 results with total revenue of $6.6 million, up slightly from $6.6 million a year earlier, driven by verification and certification services of $5.4 million. Gross profit rose 9% to $2.7 million, lifting gross margin to 40.6% from 37.5%, while operating income increased 21% to $665,000.
Non‑cash fair value losses on digital assets and lower dividend income reduced net income to $413,000, or $0.08 per diluted share, compared with $562,000, or $0.11, in the prior-year quarter. For the first half, operating income grew 39% to $963,000 despite net income declining to $505,000. The Company generated $1.46 million in operating cash year‑to‑date, ended June with $3.4 million in cash, and repurchased 89,481 shares in 2026, contributing to $17.2 million returned to stockholders over seven years. Management highlighted growth in non‑beef verification programs, the RaiseWell® and CARE Certified platforms, and stated an intent to file a shelf registration to support potential M&A.
Where Food Comes From, Inc. has filed a shelf registration that would allow it to offer and sell up to $50,000,000 of common stock, preferred stock and warrants from time to time, in one or more offerings, after effectiveness and subject to market conditions. The company states it has no immediate plans to issue securities, but wants flexibility to access capital markets efficiently when strategic opportunities arise. Its common stock trades on the Nasdaq Capital Market under the symbol WFCF. As of July 31, 2026, common shares outstanding were 4,979,663, and the public float was approximately $35.6 million, based on 2,276,456 non‑affiliate shares at a price of $15.63 per share. The registration is limited by General Instruction I.B.6, which caps sales in any 12‑month period at one‑third of the public float while that float remains below $75.0 million.
Where Food Comes From, Inc. reported Q2 2026 revenues of $6,611 thousand, slightly above $6,562 thousand a year earlier, as verification and certification service revenue rose to $5,389 thousand. Net income for the quarter was $413 thousand, or $0.08 per basic and diluted share, compared with $562 thousand, or $0.11 per share, in Q2 2025, reflecting lower other income driven by an unrealized loss on digital assets.
For the first six months of 2026, revenue reached $11,976 thousand and net income was $505 thousand ($0.10 per share). Cash and cash equivalents increased to $3,417 thousand, supported by $1,460 thousand of operating cash flow, while the company used $1,102 thousand to repurchase common shares under its Stock Buyback Plan. Management highlights ongoing cattle-cycle contraction, tight cattle supplies, and trade, inflation and weather uncertainties as key factors influencing verification demand and revenue seasonality.
Where Food Comes From, Inc. reported slightly higher first quarter 2026 results, with total revenue rising to $5.4 million from $5.3 million a year earlier. Verification and certification services grew to $4.4 million, while product sales were $713,000 and professional services declined to $228,000.
Gross margin narrowed to 39% from 42%, but lower selling, general and administrative expenses of $1.7 million versus $2.1 million supported a return to profitability. Net income improved to $92,000, or $0.02 per diluted share, from $31,000. The company generated operating cash flow of $523,000 and repurchased 24,469 shares for $293,000, bringing total buybacks since plan inception to 1,399,121 shares at approximately $15.5 million.
Where Food Comes From, Inc. reported slightly higher results for the quarter ended March 31, 2026. Total revenue was $5.4 million, up from about $5.3 million a year earlier, as verification and certification service revenue grew while professional services declined.
Net income increased to $92,000, or $0.02 per basic and diluted share, compared with $31,000, or $0.01 per share, in the prior-year quarter. Gross profit dipped as cost of revenues rose, but selling, general and administrative expenses fell, partly due to executive bonuses being returned.
The company ended the quarter with $3.3 million in cash, positive operating cash flow of $0.5 million, and deferred revenue of about $1.5 million. It continued repurchasing shares under its Stock Buyback Plan and held Bitcoin with a fair value of $0.5 million, recognizing a fair value loss during the period.
Where Food Comes From, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on April 9, 2026. Stockholders elected six directors, including John and Leann Saunders, with each nominee receiving more than 3.88 million votes in favor and only small numbers withheld.
Stockholders also ratified Haynie & Company as the independent registered public accounting firm for the year ending December 31, 2025, with 4,405,870 votes for and limited opposition. In a non-binding advisory vote, 3,861,757 votes supported the compensation of named executive officers, and stockholders recommended holding future advisory votes on executive compensation every three years.
Where Food Comes From, Inc. filed an amendment to its 2025 annual report to add a previously omitted material weakness in internal control over financial reporting tied to lease accounting under FASB ASC 842.
The issue arose after a November 21, 2025 lease amendment that shortened the lease term from an anticipated July 31, 2031 end date (including renewal options) to a contractual term through December 31, 2027. An improper application of ASC 842 caused a material overstatement of right of use assets and other income for 2025. Management states it has remediated the weakness by correctly applying ASC 842 and considering the use of additional experts for rare or non-routine transactions. They report no material misstatements were identified in the 2025 financial statements and maintain that disclosure controls and procedures were effective as of December 31, 2025.
Where Food Comes From, Inc. is holding its 2026 Annual Meeting on April 9, 2026 via conference call for shareholders of record as of February 3, 2026, when 5,050,455 common shares were outstanding and eligible to vote. Shareholders will vote on electing six directors, ratifying Haynie & Company as independent auditor, approving on an advisory basis executive compensation, and choosing how often future advisory pay votes should occur.
The board recommends voting for all director nominees, for auditor ratification, for the say‑on‑pay resolution, and for holding say‑on‑pay votes every three years. The proxy details board structure, committee membership, director and executive pay, significant insider ownership, and governance policies including codes of conduct, insider trading rules, and procedures for future shareholder proposals.
Where Food Comes From, Inc. CEO and director John K. Saunders reported an insider stock grant on common shares. He acquired 863 shares on February 23, 2026 at a stated price of $0.00 per share, reflecting a grant or award rather than an open-market purchase.
Following this transaction, Saunders directly owns 1,740,952 common shares, held as joint tenants with his spouse, Leann Saunders. The filing documents a small incremental increase in his equity stake, aligning his interests further with other shareholders.