UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): ~~September~~October 2927, 2025

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ALICO, INC.

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(Exact name of registrant as specified in its charter)

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Florida

0-261

59-0906081

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

10070 Daniels Interstate Court, Suite 200, Fort Myers, FL 33913

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(Address of principal executive offices)(Zip Code)

239-226-2000

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(Registrant’s telephone number, including area code)

Not Applicable

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(Former Name or Former Address, if Changed Since Last Report)

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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 C.F.R. 230.425)
☐			Soliciting Material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. 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 C.F.R. 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

ALCO

Nasdaq Global Select Market

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 1.01. Entry into a Material Definitive Agreement.

On ~~September~~October 2927, 2025, ~~Alico,~~the ~~Inc.~~Corkscrew Grove Stewardship District (the “~~Company~~Stewardship District”), ~~closed~~ a ~~refinancing~~special ~~transaction~~district ~~pursuant~~formed to ~~which~~facilitate ~~734~~financing ~~Citrus~~and ~~Holdings,~~development ~~LLC~~of community infrastructure within its boundaries, entered into a ~~Florida~~Locally ~~limited~~Funded ~~liability~~Agreement ~~company,~~(the ~~734~~“Agreement”) ~~LMC~~with ~~Groves,~~the ~~LLC,~~State aof Florida ~~limited~~Department ~~liability~~of ~~company,~~Transportation ~~734~~(“FDOT”). ~~Co-Op~~As ~~Groves,~~previously ~~LLC~~announced, athe ~~Florida~~Stewardship ~~limited~~District ~~liability~~was ~~company,~~established ~~734~~in ~~BLP~~June ~~Groves,~~2025 ~~LLC~~and it will assist Alico, aInc. ~~Florida~~(the ~~limited~~“Company”) ~~liability~~in ~~company~~its ~~and~~efforts ~~734~~to ~~Harvest,~~effectively ~~LLC~~finance infrastructure, ahelp ~~Florida~~restore ~~limited~~and ~~liability~~manage ~~company~~natural ~~repaid~~areas, inand ~~full~~oversee ~~all~~the ~~outstanding~~administration ~~borrowings~~of ~~under~~master ~~that~~planned ~~certain~~communities ~~Loan~~and ~~Agreement~~lands ~~with~~within ~~Prudential~~the ~~Mortgage~~Stewardship ~~Capital~~District’s boundaries. The Company,’s ~~LLC,~~Chief ~~dated~~Executive ~~December~~Officer, 31John Kiernan, ~~2012~~is ~~(as~~the ~~amended~~Board toChairman ~~date,~~of the ~~“Prudential~~Stewardship ~~Credit~~District. ~~Agreement”),~~The inCompany anwill ~~amount~~provide upfunding to ~~$10~~FDOT ~~million,~~to ~~plus~~support ~~any~~the ~~applicable~~construction ~~prepayment~~of ~~premiums,~~a inwildlife‑crossing ~~accordance~~culvert ~~with~~under ~~its~~State ~~terms.~~Road As82 aand ~~result~~the raising of ~~such~~the ~~repayment,~~road profile (the ~~Prudential~~“Project”). ~~Credit~~The Agreement ~~was~~is ~~terminated~~among inthe ~~accordance~~initial ~~with~~steps ~~its~~the ~~terms~~Company is taking to implement the wildlife corridor planned as part of the Corkscrew Villages Project in eastern Collier County.

InAmong ~~connection~~other ~~with the refinancing~~things, the ~~Company~~Agreement ~~entered~~provides ~~into~~that ~~an Eighth Amendment~~ (~~the “MetLife Amendment”~~i) to$5,071,439.33 ~~its~~will ~~amended~~be ~~and~~deposited ~~restated~~with ~~credit~~FDOT ~~agreement~~within ~~dated~~fourteen ascalendar ofdays ~~December~~after 1,execution ~~2014,~~of ~~as amended to date, by and among~~ the ~~Company,~~Agreement; ~~Alico~~(ii) ~~Land~~any ~~Development~~additional ~~Inc.,~~amounts ~~Alico~~will ~~Fruit~~be ~~Company~~advanced, ~~LLC~~without ~~and MetLife Investment Management~~delay, ~~LLC~~if ~~for~~Project ~~each~~costs ofincreases; ~~Metropolitan Life Insurance Company~~ and ~~New England Life Insurance Company~~ (asiii) ~~amended,~~a ~~restated,~~refund ~~supplemented~~will orbe ~~otherwise~~provided ~~modified~~by ~~from~~FDOT ~~time~~ to ~~time,~~the extent the ~~“MetLife~~final ~~Credit~~costs ~~Agreement”),~~incurred to, ~~among~~complete ~~other~~the ~~things,~~Project ~~incur~~are ~~$10~~less ~~million~~than ofthe ~~additional~~total ~~indebtedness~~deposits. ~~under~~The ~~the~~Agreement ~~MetLife~~will ~~Credit~~remain ~~Agreement,~~in ~~with~~effect auntil ~~maturity~~completion ~~date~~ of ~~May~~the 1,Project ~~2034,~~and ~~amend~~FDOT’s ~~certain~~final ~~mortgages to add additional real property as collateral~~accounting, ~~add~~subject ~~parties as mortgagors, and modify the loan-~~to~~-value~~ ~~ratio~~earlier ~~covenant~~termination ~~to require that the LTV Ratio (as defined~~ in ~~the~~accordance ~~MetLife~~with ~~Credit~~its ~~Agreement) be at all times less than 50%~~terms.

The foregoing description of the ~~MetLife~~Agreement ~~Amendment~~ is qualified in its entirety by reference to the full text of the ~~MetLife Amendment~~Agreement, which will be filed with the Company’s Annual Report on Form 10-K for the year ended September 30, 2025.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 above regarding the MetLife Amendment is incorporated by reference under this Item 2.03.

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: October 1, 2025	ALICO, INC.
Date: October 31, 2025	ALICO, INC.
	By:	/s/ Bradley Heine
		Bradley Heine
		Chief Financial Officer

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