UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~October~~April 3130, ~~2024~~2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-09097

REX AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	31-1095548 (I.R.S. Employer Identification Number)
7720 Paragon Road, Dayton, Ohio (Address of principal executive offices)	45459 (Zip Code)

Delaware
(State or other jurisdiction of
incorporation or organization)

31-1095548
(I.R.S. Employer
Identification Number)

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

45459
(Zip Code)

(937) 276-3931

(Registrant’s telephone number, including area code)

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, $0.01 par value	REX	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐☒ Accelerated filer ☒☐ Non-accelerated filer ☐ (Do not check if a smaller reporting company) Smaller reporting company ☐ 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

At the close of business on ~~December~~June 43, ~~2024,~~ 2025, the registrant had 1716,~~567~~468,~~152~~859 shares of Common Stock, par value $.01 per share, outstanding.

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

INDEX

Page

PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheets	34
	Consolidated Statements of Operations	45
	Consolidated Statements of Equity	56
	Consolidated Statements of Cash Flows	7
	Notes to Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2325
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3536
Item 4.	Controls and Procedures	3536
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	3637
Item 1A.	Risk Factors	3637
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3637
Item 3.	Defaults upon Senior Securities	3637
Item 4.	Mine Safety Disclosures	3638
Item 5.	Other Information	3638
Item 6.	Exhibits	3738

Commonly Used Defined Terms
*Corporate Structure:*

REX/the Company	REX American Resources Corporation, and its majority and wholly owned subsidiaries
NuGen	NuGen Energy, LLC – REX owns 99.7%
One Earth	One Earth Energy, LLC and subsidiaries – REX owns 75.9%
Big River	Big River, LLC, and subsidiaries – REX owns 10.3%

*Industry Terms:*

CI	Carbon Intensity
CSA	Climate-smart Agriculture
E-10	Gasoline blended with up to 10% ethanol by volume
E-15	Gasoline blended with up to 15% ethanol by volume
EPA	United States Environmental Protection Agency
IRA	Inflation Reduction Act
IRC	Internal Revenue Code of 1986, as amended
IRC Section 41	Internal Revenue Code § 41 - Credit for Increasing Research Activities
IRC Section 45/Section 45	Internal Revenue Code § 45 - Electricity Produced from Certain Renewable Resources, etc.
IRS	Internal Revenue Service
PHMSA	Pipeline and Hazardous Materials Safety Administration
RFS II	Renewable Fuel Standard II
RIN(s)	Renewable Identification Number(s)
RVOs	Renewable Volume Obligations
Section 45Q/45Q	Section 45Q of the Internal Revenue Code
Section 45Z/45Z	Section 45Z of the Internal Revenue Code
SB	Illinois Senate Bill
SRE(s)	Small Refinery Exemption(s)
USDA	United States Department of Agriculture

*Accounting and General Business Terms:*

ASC	Accounting Standards Codification
ASC 280	ASC 280, “Segment Reporting”
ASC 815	ASC 815, “Derivatives and Hedging”
ASC 820	ASC 820, “Fair Value Measurements and Disclosures”
ASU	Accounting Standards Update
FASB	Financial Accounting Standards Board
SG&A	Selling, general, and administrative
TSR	Total shareholder return

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets

Unaudited

(In Thousands)	~~October~~April 3130, ~~2024~~2025		January 31, ~~2024~~2025
Assets
Current assets:
Cash and cash equivalents	$	~~298~~159,~~249~~913	$	~~223~~196,~~397~~255
Short-term investments		66155,~~826~~979		~~155~~162,~~260~~820
Accounts receivable		2227,~~331~~976		2321,~~185~~511
Inventory		2930,~~127~~509		2631,~~984~~676
Refundable income taxes		57,~~556~~360		56,~~728~~445
Prepaid expenses and other		1417,~~408~~030		17,~~549~~112
Total current assets		~~436~~398,~~497~~767		~~452~~435,~~103~~819
Property and equipment, net		~~200~~215,~~496~~605		~~155~~210,~~587~~683
Operating lease right-of-use assets		22,~~580~~600		1320,~~038~~985
Other assets		17,074		9,138
Finance lease right-of-use assets		18,981		-
Equity method investment		39,015		34,936
Other assets		1,081		16,721
Total assets	$	715,662	$	664,802
Equity method investment		36,806		35,800
Total assets	$	693,840	$	720,008
Liabilities and equity
Current liabilities:
Accounts payable – trade (includes $1.2 million and $5.8 million with related parties at October 31, 2024 and January 31, 2024, respectively)	$	22,220	$	42,073
Accounts payable – trade (includes $2.2 million and $1.4 million with related parties at April 30, 2025 and January 31, 2025, respectively)	$	21,031	$	28,337
Current operating lease liabilities		56,~~857~~683		45,~~469~~746
Accrued expenses and other current liabilities		15,883		19,717
Current finance lease liabilities		469		-
Total current liabilities		43,960		66,259
Accrued expenses and other current liabilities		14,392		16,360
Total current liabilities		42,575		50,443
Long-term liabilities:
Deferred taxes		5,~~694~~269		13,~~598~~562
Long-term operating lease liabilities		16,~~761~~129		815,~~378~~367
Other long-term liabilities		2,647		970
Long-term finance lease liabilities		2,912		-
Total long-term liabilities		25,102		10,946
Long-term taxes payable		4,613		4,334
Other long-term liabilities		2,706		2,700
Total long-term liabilities		31,629		25,963
Equity
REX shareholders’ equity:
Common stock		299		299
Paid-in capital		6,~~254~~532		36,~~769~~470
Retained earnings		~~748~~768,~~830~~606		~~701~~759,~~761~~928
Treasury stock		(~~190~~239,~~892~~055)		(~~191~~206,~~911~~360)
Total REX shareholders’ equity		~~564~~536,~~491~~382		~~513~~560,~~918~~337
Noncontrolling interests		82,109		73,679
Non-controlling interests		83,254		83,265
Total equity		~~646~~619,~~600~~636		~~587~~643,~~597~~602
Total liabilities and equity	$	~~715~~693,~~662~~840	$	~~664~~720,~~802~~008

The accompanying notes are an integral part of these unaudited consolidated financial statements.

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations

Unaudited

(In Thousands, Except Per Share Amounts)

Three Months Ended ~~October~~April 3130,

~~Nine Months Ended October 31,~~

2024

2023

2024

2023

2025

2024

Net sales and revenue

~~174~~158,~~877~~340

~~221~~161,~~079~~231

~~484,263~~

~~645,770~~

Cost of sales (includes $22,739 and $32,723 with related parties for the three months ended October 31, 2024 and 2023, respectively, and $81,726 and $92,610 with related parties for the nine months ended October 31, 2024 and 2023, respectively.)

135,196

181,789

410,358

577,962

Cost of sales (includes $24,849 and $30,647 with related parties for the three months ended April 30, 2025 and 2024, respectively.)

143,998

146,780

Gross profit

3914,~~681~~342

3914,~~290~~451

~~73,905~~

~~67,808~~

Selling, general and administrative expenses

(85,~~426~~944)

(76,~~609~~111)

~~(20,977)~~

~~(21,996)~~

Equity in income of unconsolidated affiliates

31,~~621~~006

41,~~738~~718

~~7,086~~

~~9,275~~

Interest and other income, net

4,~~629~~222

45,~~863~~905

~~14,950~~

~~10,935~~

Income before income taxes

3913,~~505~~626

4115,~~282~~963

~~74,964~~

~~66,022~~

Provision for income taxes

(92,~~402~~954)

(93,~~640~~690)

~~(17,581)~~

~~(15,396)~~

Net income

3010,~~103~~672

3112,~~642~~273

~~57,383~~

~~50,626~~

Net income attributable to noncontrolling interests

(5,603)

(5,566)

(10,314)

(10,259)

Net income attributable to non-controlling interests

(1,994)

(2,082)

Net income attributable to REX common shareholders

248,~~500~~678

2610,~~076~~191

~~47,069~~

~~40,367~~

Weighted average shares outstanding – basic

1716,~~595~~939

17,~~531~~546

~~17,550~~

~~17,461~~

Basic net income per share attributable to REX common shareholders

10.3951

10.4958

~~2.68~~

~~2.31~~

Weighted average shares outstanding – diluted

1716,~~723~~939

17,~~531~~664

~~17,673~~

~~17,461~~

Diluted net income per share attributable to REX common shareholders

10.3851

10.4958

~~2.66~~

~~2.31~~

The accompanying notes are an integral part of these unaudited consolidated financial statements.

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Statements of Equity

For the Three and Nine Months Ended October 31, 2024 and 2023

Unaudited

(In Thousands)

	REX Shareholders
	Common Shares Issued				Treasury				Paid-in		Retained		Noncontrolling		Total
	Shares		Amount		Shares		Amount		Capital		Earnings		Interests		Equity
Balance at July 31, 2024		29,853	$	299		12,286	$	(190,957)	$	5,961	$	724,330	$	76,553	$	616,186
Net income												24,500		5,603		30,103
Noncontrolling interests distribution and other														(47)		(47)
Issuance of equity awards and stock based compensation expense		-		-		-		65		293		-		-		358
Balance at October 31, 2024		29,853	$	299		12,286	$	(190,892)	$	6,254	$	748,830	$	82,109	$	646,600
Balance at January 31, 2024		29,853	$	299		12,350	$	(191,911)	$	3,769	$	701,761	$	73,679	$	587,597
Net income												47,069		10,314		57,383
Noncontrolling interests distribution and other														(1,884)		(1,884)
Issuance of equity awards and stock based compensation expense		-		-		(64)		1,019		2,485		-		-		3,504
Balance at October 31, 2024		29,853	$	299		12,286	$	(190,892)	$	6,254	$	748,830	$	82,109	$	646,600

Continued on the following page

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Equity

For the Three Months Ended April 30, 2025 and 2024

Unaudited

(In Thousands)

Continued from the previous page

	REX Shareholders

	Common Shares Issued				Treasury				Paid-in		Retained		Non-controlling		Total
	Shares		Amount		Shares		Amount		Capital		Earnings		Interests		Equity

Balance at January 31, 2025		29,853	$	299		12,659	$	(206,360)	$	6,470	$	759,928	$	83,265	$	643,602

Net income												8,678		1,994		10,672

Treasury stock acquired						822		(32,727)								(32,727)

Non-controlling interests distribution and other														(2,005)		(2,005)

Issuance of equity awards and stock-based compensation expense		-		-		(100)		32		62		-		-		94

Balance at April 30, 2025		29,853	$	299		13,381	$	(239,055)	$	6,532	$	768,606	$	83,254	$	619,636

Balance at January 31, 2024		29,853	$	299		12,350	$	(191,911)	$	3,769	$	701,761	$	73,679	$	587,597

Net income												10,191		2,082		12,273

Non-controlling interests distribution and other														(1,829)		(1,829)

Issuance of equity awards and stock-based compensation expense		-		-		-		63		295		-		-		358

Balance at April 30, 2024		29,853	$	299		12,350	$	(191,848)	$	4,064	$	711,952	$	73,932	$	598,399

	REX Shareholders
	Common Shares Issued				Treasury				Paid-in		Retained		Noncontrolling		Total
	Shares		Amount		Shares		Amount		Capital		Earnings		Interests		Equity
Balance at July 31, 2023		29,853	$	299		12,350	$	(192,037)	$	3,181	$	655,117	$	66,989	$	533,549
Net income												26,076		5,566		31,642
Issuance of equity awards and stock based compensation expense		-		-		-		63		294		-		-		357
Balance at October 31, 2023		29,853	$	299		12,350	$	(191,974)	$	3,475	$	681,193	$	72,555	$	565,548
Balance at January 31, 2023		29,853	$	299		12,463	$	(193,721)	$	578	$	640,826	$	63,012	$	510,994
Net income												40,367		10,259		50,626
Noncontrolling interests distribution and other														(716)		(716)
Issuance of equity awards and stock based compensation expense		-		-		(113)		1,747		2,897		-		-		4,644
Balance at October 31, 2023		29,853	$	299		12,350	$	(191,974)	$	3,475	$	681,193	$	72,555	$	565,548

The accompanying notes are an integral part of these unaudited consolidated condensed financial statements.

The accompanying notes are an integral part of these unaudited consolidated financial statements.

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Unaudited

(In Thousands)	~~Nine~~Three Months Ended ~~October~~April 3130,
	2024		2023
	2025		2024
Cash flows from operating activities:
Net income including noncontrolling interests	$	57,383	$	50,626
Net income including non-controlling interests	$	10,672	$	12,273
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation		123,~~433~~467		134,~~371~~414
Amortization of operating lease right-of-use assets		41,~~192~~552		31,~~766~~478
Income from equity method investments		(71,~~086~~006)		(91,~~275~~718)
Dividends received from equity method investments		3,007		5,513
Interest income from investments		(1,740)		(1,816)
Interest income from investments		(4,219)		(6,950)
Deferred income tax		1,707		2,479
Deferred income tax		11,934		10,048
Stock-based compensation expense		394		716
Stock based compensation expense		2,980		5,146
Loss on disposal of property and equipment – net		45		205
Changes in assets and liabilities:
Accounts receivable		~~854~~(6,465)		(41,~~976)~~650
Inventories		(21,~~143)~~167		~~11,229~~(116)
Refundable income taxes		~~172~~(915)		(1,~~486)~~142
Other assets		~~(12,639)~~69		(13,~~312~~797)
Accounts payable, trade		(218,~~629~~852)		(512,~~622~~733)
Other liabilities		(6,178)		(4,819)
Long-term taxes payable		279		-
Net cash provided by operating activities		39,106		65,464
Other liabilities		(3,805)		(6,235)
Net cash used in operating activities		(3,476)		(2,263)
Cash flows from investing activities:
Capital expenditures		(556,~~428~~900)		(2224,~~359~~832)
Purchase of short-term investments		(~~210~~41,~~328~~419)		(~~378~~84,~~381~~978)
Maturity of short-term investments		~~302~~50,~~981~~000		~~337~~121,490
Proceeds from sale of real estate and property and equipment		210		10
Deposits		128		215
Deposits		195		(27)
Net cash provided by investing activities		1,809		11,895
Net cash provided by (used in) investing activities		37,630		(63,267)
Cash flows from financing activities:
Payments to noncontrolling interests holders		(1,884)		(716)
Treasury stock acquired		(32,670)		-
Net cash used in financing activities		(1,884)		(716)
Payments to non-controlling interests holders		(2,005)		(1,829)
Net increase in cash and cash equivalents		74,852		1,481
Net cash used in financing activities		(34,675)		(1,829)
Cash and cash equivalents, beginning of period		223,397		71,347
Net (decrease) increase in cash and cash equivalents		(36,342)		7,803
Cash and cash equivalents, end of period	$	298,249	$	72,828
Cash and cash equivalents, beginning of period		196,255		223,397
Non cash investing activities – Accrued capital expenditures	$	3,275	$	722
Cash and cash equivalents, end of period	$	159,913	$	231,200
Non cash investing activities – Capital additions transferred from prepaid expenses	$	188	$	-
Non-cash investing activities – Accrued capital expenditures	$	2,717	$	3,938
Non cash financing activities – Stock awards accrued	$	1,648	$	1,467
Non-cash investing activities – Capital additions transferred from prepaid expense	$	76	$	-
Non cash financing activities – Stock awards issued	$	2,172	$	965
Non-cash financing activities – Stock awards accrued	$	301	$	358
Right-of-use assets acquired and liabilities incurred upon lease execution	$	13,734	$	3,210
Non-cash financing activities – Stock repurchases accrued	$	577	$	-
Non-cash financing activities – Excise tax on stock repurchases accrued	$	261	$	-
Prepaid lease payment, prior to lease commencement	$	-	$	15,600
Operating right-of-use assets acquired and liabilities incurred upon lease execution	$	3,007	$	-
Finance right-of-use assets acquired and liabilities incurred upon lease execution	$	3,381	$	-

The accompanying notes are an integral part of these unaudited consolidated financial statements.

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

~~October~~April 3130, ~~2024~~2025

Note 1. Consolidated Financial Statements

References to the Company – References to “REX” or the “Company” in the consolidated financial statements and in these notes to the consolidated financial statements refer to REX American Resources Corporation, a Delaware corporation, and its majority and wholly owned subsidiaries.

The consolidated financial statements included in in this report have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange ~~Commission~~ Commission and include, in the opinion of management, all adjustments necessary to state fairly the information set forth therein. Any such adjustments were of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. Financial information as of January 31, ~~2024~~2025 included in these financial statements has been derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended January 31, ~~2024~~2025 (fiscal year ~~2023~~2024). These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended January 31, ~~2024~~2025. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the year.

Basis of Consolidation – The ~~consolidated~~ consolidated financial statements in this report include the operating results and financial position of the Company. All intercompany balances and transactions have been eliminated. The Company consolidates the results of its wholly owned and majority owned subsidiaries. The Company includes the results of operations of One Earth Energy, LLC ~~(“One Earth”)~~ in its Consolidated Statements of Operations on a delayed basis of one month as One Earth has a fiscal year end of December 31.

Nature of Operations – The Company has one reportable segment, ethanol and by-products. Within the ethanol and by-products segment, the Company has equity investments in three ethanol limited liability companies, two of which are majority ownership interests.

Note 2. Accounting Policies

The interim consolidated financial statements ~~have~~ have been prepared in accordance with the accounting policies described in the notes to the consolidated financial statements included in the Company’s fiscal year ~~2023~~2024 Annual Report on Form 10-K. While management believes that the procedures followed in the preparation of interim financial information are reasonable, the accuracy of some estimated amounts is dependent upon facts that will exist or calculations that will be accomplished at fiscal year-end. Examples of such estimates include accrued liabilities, such as management bonuses, and the provision for income taxes. Any adjustments pursuant to such estimates during the quarter were of a normal recurring nature. Actual results could differ from those estimates.

Examples of such estimates include accrued liabilities, such as management bonuses, and the provision for income taxes. Any adjustments pursuant to such estimates during the quarter were of a normal recurring nature. Actual results could differ from those estimates.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents includes bank deposits as well as short-term, highly liquid investments with original maturities of three months or less.

Revenue Recognition

The Company recognizes sales of ethanol, distillers grains and distillers corn oil when obligations under the terms of the respective contracts with customers are satisfied; this occurs with the transfer of control of products, generally upon shipment from the ethanol plant or upon loading of the rail car used to transport the products.

Cost of Sales

Cost of sales includes depreciation, costs of raw materials, third-party freight charges, purchasing and receiving costs, inspection costs, other distribution expenses, warehousing costs, plant repair and maintenance costs, ~~plant~~production ~~management,~~labor ~~certain~~and ~~compensation~~related payroll costs, and general facility overhead charges.

Selling, General and Administrative ~~(“SG&A”)~~ Expenses

The Company includes non-production related costs such as professional fees, selling charges, operating lease expense, and certain payroll in SG&A expenses.

Financial Instruments

Certain of the forward corn and natural gas purchase contracts and ethanol, distillers grains and distillers corn oil sale contracts are accounted for under the “normal purchases and normal sales” scope exemption of ~~Accounting Standards Codification (“~~ASC”) 815, ~~“Derivatives and Hedging” (“ASC 815”)~~ because these arrangements are for purchases of corn that will be delivered in quantities expected to be used by the Company and sales of ethanol, distillers grains and distillers corn oil in quantities expected to be produced by the Company over a reasonable period of time in the normal course of business.

The Company uses derivative financial ~~instruments~~ instruments (exchange-traded futures contracts and swaps) to manage a portion of the risk associated with changes in commodity prices, primarily related to corn. The Company monitors and manages this exposure as part of its overall risk management policy. As such, the Company seeks to reduce the potentially adverse effects that the volatility of these markets may have on its operating results. The Company may take hedging positions in these commodities as one way to mitigate risk. While the Company attempts to link its hedging activities to purchase and sales activities, there are situations in which these hedging activities can themselves result in losses. The Company does not hold or issue derivative financial instruments for trading or speculative purposes. The changes in fair value of these derivative financial instruments are recognized in current period earnings as the Company does not use hedge accounting.

Company monitors and manages this exposure as part of its overall risk management policy. As such, the Company seeks to reduce the potentially adverse effects that the volatility of these markets may have on its operating results. The Company may take hedging positions in these commodities as one way to mitigate risk. While the Company attempts to link its hedging activities to purchase and sales activities, there are situations in which these hedging activities can themselves result in losses. The Company does not hold or issue derivative financial instruments for trading or speculative purposes. The changes in fair value of these derivative financial instruments are recognized in current period earnings as the Company does not use hedge accounting.

Income Taxes

The Company applies an effective tax rate to interim periods that is consistent with the Company’s estimated annual tax rate as adjusted for discrete items impacting the interim periods. The Company provides for deferred tax liabilities and assets for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. The Company provides for a valuation allowance if, based on the weight of available positive and negative evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company paid income taxes of approximately $51.59 million and $80.71 million and received no refunds during the ~~nine~~three months ended April ~~October 31~~30, ~~2024~~2025 and ~~2023~~2024, respectively.

As of ~~October~~April 3130, ~~2024~~2025, and January 31, ~~2024~~2025, ~~total~~ total unrecognized tax benefits were approximately $18.9 million. Accrued penalties and interest were approximately $91105,~~600~~000 and ~~approximately~~ approximately $7099,000 at ~~October~~April 3130, ~~2024~~2025 and January 31, ~~2024~~2025, respectively. If the Company were to prevail on all unrecognized tax benefits recorded, the provision for income taxes would be reduced by approximately $18.8 million. In addition, the impact of penalties and interest would also benefit the effective tax rate. Interest and penalties associated with unrecognized tax benefits are recorded within income tax expense. On a quarterly basis, the Company accrues for the effects of open uncertain tax positions and the related potential penalties and interest.

Inventory

Inventories are carried at the lower of cost or net realizable value. Cost for all inventories is determined using the first-in, first-out method. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonable predictable costs of completion, disposal, and transportation. Inventory includes direct production costs and certain overhead costs such as depreciation, property taxes and utilities related to producing ethanol and related by-products. Inventory is permanently written down in instances when cost exceeds estimated net realizable value; such write-downs are based primarily upon commodity prices as the market value of inventory is often dependent upon changes in commodity prices. The Company did not record any inventory write-downs at April ~~October 31~~30, ~~2024~~2025. The Company recorded approximately $0.81 million of inventory write-downs in cost of sales at January 31, ~~2024~~2025. Fluctuations in the write-down of inventory generally relate to the levels and composition of such inventory and changes in commodity prices at a given point in time.

The components of inventory are as follows as of the dates presented (amounts in thousands):

	October 31, 2024		January 31, 2024
Ethanol and other finished goods	$	4,239	$	9,102
Work in process		4,352		5,299
Corn and other raw materials		20,536		12,583
Total	$	29,127	$	26,984

The components of inventory are as follows as of the dates presented (amounts in thousands):

	April 30, 2025		January 31, 2025

Ethanol and other finished goods	$	6,936	$	4,923
Work in process		5,346		5,185
Corn and other raw materials		18,227		21,568
Total	$	30,509	$	31,676

Property and Equipment

Property and equipment is recorded at cost or the fair value on the date of acquisition (for property and equipment acquired in a business combination). Depreciation is computed using the straight-line method. Estimated useful lives are 15 to 40 years for buildings and improvements, and 3 to 20 years for fixtures and equipment.

In accordance with ASC 360-10 “Impairment or Disposal of Long-Lived Assets”, the carrying value of long-lived assets is assessed for recoverability by management ~~when~~ when changes in circumstances indicate that the carrying amount may not be recoverable. The Company did not identify any indicators of impairment or record any impairment charges during the first ~~nine~~three months of fiscal ~~years~~year ~~2024~~2025 or ~~2023~~2024.

The Company tests for recoverability of an asset group by comparing its carrying amount to its estimated undiscounted future cash flows. If the carrying amount exceeds its estimated undiscounted future cash flows, the Company recognizes an impairment charge for the amount by which the asset group’s carrying amount exceeds its fair value, if any.

Investments

The method of accounting applied to long-term investments, whether consolidated, equity or cost, involves an evaluation of the significant terms of each investment that explicitly grant or suggest evidence of control or influence over the operations of the investee and also includes the identification of any variable interests in which the Company is the primary beneficiary. The Company accounts for investments in a limited liability company in which it has a less than 20% ownership interest using the equity method of accounting when the factors discussed in ASC 323, “Investments-Equity Method and Joint Ventures” are met. The excess of the carrying value over the underlying equity in the net assets of equity method investees is allocated to specific assets and liabilities. Investments in businesses that the Company does not control but for which it has the ability to exercise significant influence over operating and financial matters are accounted for using the equity method. The Company accounts for its investment in Big River ~~Resources, LLC (“Big River”)~~ using the equity method of accounting and includes the results on a delayed basis of one month as Big River has a fiscal year end of December 31.

The Company periodically evaluates its investments for impairment due to declines in market value considered to be other than temporary. Such impairment evaluations include general economic and company-specific evaluations. If the Company determines that a decline in market value is other than temporary, then a charge to earnings is recorded in the Consolidated Statements of Operations and a new cost basis in the investment is established.

Short-term investments, consisting of U.S. government obligations, are considered held to maturity, and therefore are carried at amortized historical cost.

Reclassifications

Certain immaterial amounts previously presented for prior periods have been reclassified to conform to the current presentation. The reclassification had no effect on net income, working capital, or members’ equity previously reported.

Short-term investments, consisting of U.S. government obligations, are considered held to maturity, and therefore are carried at amortized historical cost.

Recently Issued Accounting Standards

In ~~November~~ December 2023, the ~~Financial Accounting Standards Board (“~~FASB”) issued ~~Accounting Standards Updated (“~~ASU”) 2023-0709, ~~Segment Reporting~~“Income Taxes (Topic ~~280~~740): Improvements to ~~Reportable~~Income ~~Segment~~Tax Disclosures”, ~~which~~to enhance ~~updates~~the ~~reportable~~transparency ~~segment~~and ~~disclosure~~decision ~~requirements~~usefulness ~~primarily through~~of ~~enhanced~~annual ~~disclosures~~income ~~about~~tax ~~significant segment expenses~~disclosures. ~~The~~This ~~amendments~~ASU ~~are~~is effective for ~~fiscal~~all ~~years~~entities ~~beginning~~that are ~~after~~subject ~~December 15,~~to ~~2023,~~Topic ~~and~~740 for ~~interim~~annual reporting periods ~~within fiscal years~~ beginning after December 15, 2024,. ~~with~~Early ~~early~~ adoption ~~permitted.~~and ~~The~~retrospective ~~amendments~~application ~~should~~are bepermitted, ~~applied~~but ~~retrospectively~~not torequired. ~~all~~The ~~prior~~Company ~~periods~~is ~~presented~~currently inevaluating the ~~financial statements. Management has evaluated the~~ impact of this ~~disclosure~~ ~~and is prepared to adopt the amendments when effective~~ASU.

In ~~December~~ ~~2023~~November 2024, the FASB issued ASU ~~2023~~2024-0903, “Income ~~Taxes~~Statement ~~(Topic~~- ~~740):~~Reporting ~~Improvements~~Comprehensive to Income ~~Tax~~- Expense Disaggregation Disclosures (Subtopic 220-40)”, towhich ~~enhance~~provides ~~the~~clarity ~~transparency~~ in assessing an entity’s performance and ~~decision~~prospects ~~usefulness~~for future cash flows by disclosure of ~~income~~more ~~tax~~detailed ~~disclosures.~~information ~~This~~about ~~ASU~~the istypes ~~effective~~of ~~for~~expenses ~~all~~in ~~entities~~commonly ~~that~~presented ~~are~~expense ~~subject~~captions. toThis ~~Topic~~ASU ~~740~~is effective for ~~fiscal~~the ~~years beginning~~company’s ~~after~~fiscal ~~December~~year-ended 15January 31, ~~2024~~2028. Early adoption ~~and~~is ~~retrospective application are~~ permitted, but not required. The Company is currently evaluating the impact of this ASU.

Note 3. Net Sales and Revenue

The Company recognizes sales of products when obligations under the terms of the respective contracts with customers are satisfied. This occurs with the transfer of control of products, generally upon shipment from the ethanol plant or upon loading of the rail car or truck used to transport the products. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods. Sales, value added and other taxes the Company collects concurrent with revenue producing activities are excluded from net sales and revenue.

The majority of the Company’s sales have payment terms ranging from 5 to 10 days after transfer of control. The Company has determined that sales contracts do not generally include a significant financing component. The Company has not historically entered into sales contracts in which payment is due from a customer prior to transferring product to the customer. Thus, the Company does not record unearned revenue.

The following tables shows disaggregated revenue by product (amounts in thousands):

	Three Months Ended October 31,				Nine Months Ended October 31,
	Three Months Ended April 30,
	2024		2023		2024		2023
	2025		2024
Ethanol	$	~~138~~124,~~107~~397	$	~~170~~119,~~174~~427	$	~~373,634~~	$	~~495,972~~
Dried distillers grains		2522,~~032~~286		3430,~~983~~686		~~77,564~~		~~106,632~~
Distillers corn oil		109,~~249~~879		149,~~756~~805		~~28,633~~		~~39,257~~
Modified distillers grains		1,~~159~~623		1,~~159~~197		~~3,479~~		~~3,814~~
Derivative financial instruments gains (losses)		300		-		737		(29)
Derivative financial instrument gains		17		-
Other		30138		7116		~~216~~		~~124~~
Total	$	~~174~~158,~~877~~340	$	~~221~~161,~~079~~231	$	~~484,263~~	$	~~645,770~~

Note 4. Leases

AtOperating October 31, 2024, the Company had lease agreements, as lessee, for railcars. All of the leases are accounted for as operating leases. The lease agreements do not contain a specified implicit interest rate; therefore, the Company’s estimated incremental borrowing rate was used to determine the present value of future minimum lease payments. The lease term for all of the Company’s leases includes the noncancelable period of the lease and any periods covered by renewal options that the Company is reasonably certain to exercise. Certain leases include rent escalations pre-set in the agreements, which are factored into the lease payment stream.Leases

At April 30, 2025, the Company had lease agreements, as lessee, for railcars. All of the leases are accounted for as operating leases. The lease agreements do not contain a specified implicit interest rate; therefore, the Company’s estimated incremental borrowing rate was used to determine the present value of future minimum lease payments. The lease term for all of the Company’s leases includes the noncancelable period of the lease and any periods covered by renewal options that the Company is reasonably certain to exercise. Certain leases include rent escalations pre-set in the agreements, which are factored into the lease payment stream.

The components of lease expense, classified as SG&A expenses on the Consolidated Statement of Operations are as follows (amounts in thousands):

	Three Months Ended October 31,				Nine Months Ended October 31,
	Three Months Ended April 30,
	2024		2023		2024		2023
	2025		2024
Operating lease expense	$	2,~~014~~008	$	1,~~499~~682	$	~~5,384~~	$	~~4,691~~
Variable lease expense		~~134~~66		~~(26)~~54		~~129~~		~~277~~
Total lease expense	$	2,~~148~~074	$	1,~~473~~736	$	~~5,513~~	$	~~4,968~~

~~The~~Total ~~following~~cash ~~table~~paid isfor aamounts ~~summary~~included in the measurement of ~~future~~lease ~~minimum rentals~~liabilities onwas ~~such~~$2.2 ~~leases~~millions atand ~~October~~$1.6 31million in the three months ended April 30, ~~2024~~2025 ~~(amounts~~and in2024, ~~thousands):~~respectively.

Years Ended January 31,	Minimum Rentals
Remainder of 2025	$	1,876
2026		6,789
2027		6,740
2028		5,497
2029		3,207
Thereafter		1,744
Total		25,853
Less: present value discount		3,235
Operating lease liabilities	$	22,618

The following table is a summary of future minimum rentals on such leases at April 30, 2025 (amounts in thousands):

At October 31, 2024, the weighted average remaining lease term is 3.8 years, and the weighted average discount rate is 6.57% for the outstanding leases. At January 31, 2024, the weighted average remaining lease term was 3.4 years, and the weighted average discount rate was 5.94% for the outstanding leases.

Years Ended January 31,	Minimum Rentals

Remainder of 2026	$	5,792
2027		7,706
2028		6,378
2029		3,698
2030		2,036
Thereafter		133
Total		25,743
Less: present value discount		2,931
Operating lease liabilities	$	22,812

~~Note~~At 5April 30, 2025, the weighted average remaining lease term is 3.4 ~~Fair~~years, ~~Value~~and the weighted average discount rate is 6.59% for the outstanding leases.

The Company applies ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”), which provides a framework for measuring fair value under accounting principles generally accepted in the

~~United~~At ~~States~~January of31, ~~America.~~2025, ~~This accounting standard defines fair value as~~ the ~~exchange~~weighted ~~price~~average ~~that~~remaining lease ~~would~~term bewas ~~received~~3.5 ~~for~~years, anand ~~asset~~the orweighted ~~paid~~average todiscount ~~transfer~~rate awas ~~liability~~6.60% ~~(an exit price) in the principal or most advantageous market~~ for the ~~asset~~outstanding ~~or liability in an orderly transaction between market participants on the measurement date~~leases.

Finance Leases

At April 30, 2025, the Company had one lease agreement that was classified as a finance lease for an electrical substation facility. Prepayments totaling $15.6 million were made prior to fiscal year 2025, with monthly payments of approximately $39,000 to be made over the term of the lease, which was determined to be 10 years. The lease term for this lease includes the noncancelable period of the lease and any periods for which only the Company has the option to cancel but is reasonably expected to continue the lease. Based on this, the lease term was determined to be 10 years. Control of the facility’s output was transferred to the Company just before the end of the first quarter of 2025, with monthly payments commencing in the second quarter of 2025. As such, no significant expense has been incurred to-date as the first full month in service is not until the following quarter.

The weighted average remaining lease term for the finance lease is 10.0 years as of April 30, 2025. A discount rate of 6.9% was deemed appropriate as an incremental borrowing rate for a 10 year term.

The following table is a summary of future minimum rentals on such leases at April 30, 2025 (amounts in thousands):

Years Ended January 31,	Minimum Rentals

Remainder of 2026	$	391
2027		469
2028		469
2029		469
2030		469
Thereafter		2,423
Total		4,690
Less: present value discount		1,309
Operating lease liabilities	$	3,381

Note 5. Fair Value

The Company applies ASC 820, which provides a framework for measuring fair value under accounting principles generally accepted in the United States of America. This accounting standard defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

The Company determines the fair market values of its financial instruments based on the fair value hierarchy established by ASC 820 which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair values which are provided below. The Company carries certain cash equivalents, investments, and derivative instruments at fair value.

The fair values of derivative assets and liabilities traded in the over-the-counter market are determined using quantitative models that require the use of multiple market inputs including interest rates, prices and indices to generate pricing and volatility factors, which are used to value the position. The predominance of market inputs are actively quoted and can be validated through external sources, including brokers, market transactions and third-party pricing services. Estimation risk is greater for derivative asset and liability positions that are either option-based or have longer maturity dates where observable market inputs are less readily available or are unobservable, in which case interest rate, price or index scenarios are extrapolated in order to determine the fair value. The fair values of derivative assets and liabilities include adjustments for market liquidity, counterparty credit quality, the Company’s own credit standing and other specific factors, where appropriate.

To ensure the prudent application of estimates and management judgment in determining the fair value of derivative assets and liabilities, investments and property and equipment, various processes and controls have been adopted, which include: (i) model validation that requires a review and approval for pricing, financial statement fair value determination and risk quantification; and (ii) periodic review and substantiation of profit and loss reporting for all derivative instruments.

Financial assets and liabilities measured at fair value on a recurring basis at ~~October~~April 3130, ~~2024~~2025 are summarized below (amounts in thousands):

Level 1

Level 2

Level 3

Fair Value

Forward purchase contracts asset (1)

~~597~~840

Commodity futures asset (2)

~~(76)~~669

Total assets

~~(76)~~669

~~597~~840

~~521~~1,509

Forward purchase contracts liability (3)

1,~~061~~105

14Financial assets and liabilities measured at fair value on a recurring basis at January 31, 2025 are summarized below (amounts in thousands):

Financial assets and liabilities measured at fair value on a recurring basis at January 31, 2024 are summarized below (amounts in thousands):

	Level 1		Level 2		Level 3		Fair Value
Forward purchase contracts asset (1)	$	-	$	1,253	$	-	$	1,253
Commodity futures (2)		(1,291)		-		-		(1,291)
Total assets	$	(1,291)	$	1,253	$	-	$	(38)

Forward purchase contracts liability (3)	$	-	$	378	$	-	$	378

	Level 1		Level 2		Level 3		Fair Value
Forward purchase contracts asset (1)	$	-	$	579	$	-	$	579
Commodity futures (2)		(297)		-		-		(297)
Total assets	$	(297)	$	579	$	-	$	282
Forward purchase contracts liability (3)	$	-	$	802	$	-	$	802

(1)

The forward purchase contracts asset is included in “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets.

(2)

The commodity futures assets and liabilities are netted with cash collateral due from broker and included in “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets.

(3)

The forward purchase contracts liability is included in “Accrued expenses and other current liabilities” on the accompanying Consolidated Balance Sheets.

Note 6. Property and Equipment

The components of property and equipment are as follows for the periods presented (amounts in thousands):

	October 31, 2024		January 31, 2024
	April 30, 2025		January 31, 2025
Land and improvements	$	34,112	$	3234,~~403~~112
Buildings and improvements		24,~~009~~218		2324,~~810~~026
Machinery, equipment, and fixtures		~~317~~319,~~733~~568		~~307~~318,~~326~~399
Construction in progress		81100,~~279~~954		3794,~~334~~010
Total property and equipment		~~457~~478,~~133~~852		~~400~~470,~~873~~547
Less: Accumulated depreciation		(~~256~~263,~~637~~247)		(~~245~~259,~~286~~864)
Total	$	~~200~~215,~~496~~605	$	~~155~~210,~~587~~683

Note 7. Other Assets

The components of other assets are as follows for the periods presented (amounts in thousands):

	October 31, 2024		January 31, 2024
	April 30, 2025		January 31, 2025
Prepaid utility lease	$	~~15,600~~-	$	-15,600
Deferred taxes		-		7,837
Other		1,081		1,121
Other		1,474		1,301
Total	$	1,081	$	16,721
Total	$	17,074	$	9,138

Note 8. Accrued Expenses and Other Current Liabilities

The components of accrued expenses and other current liabilities are as follows for the periods presented (amounts in thousands):

	October 31, 2024		January 31, 2024
	April 30, 2025		January 31, 2025
Accrued payroll and related items	$	84,~~315~~089	$	98,~~457~~961
Accrued utility charges		2,~~029~~772		3,~~373~~085
Accrued transportation related items		~~834~~707		~~2,972~~555
Accrued real estate taxes		1,~~344~~918		1,~~742~~746
Forward purchase contracts		1,~~061~~105		~~802~~378
Other		23,~~300~~801		1,~~371~~635
Total	$	1514,~~883~~392	$	1916,~~717~~360

Note 9. Derivative Financial Instruments

The Company is exposed to various market risks, including changes in commodity prices (raw materials and finished goods). To manage risks associated with the volatility of these natural business exposures, the Company enters into commodity agreements (exchange-traded futures contracts and swaps) and forward purchase (corn ~~and natural gas~~) and sale (ethanol, distillers grains and distillers corn oil) contracts. The Company does not purchase or sell derivative financial instruments for trading or speculative purposes. The Company does not purchase or sell derivative financial instruments for which a lack of marketplace quotations would require the use of fair value estimation techniques. The changes in fair value of these derivative financial instruments are recognized in current period earnings as the Company does not use hedge accounting.

The following table provides information about the fair values of the Company’s derivative financial instruments (that are not accounted for under the “normal purchases and normal sales” scope exemption of ASC 815) and the line items on the Consolidated Balance Sheets in which the fair values are reflected (in thousands):

Asset Derivatives Fair Value

Liability Derivatives Fair Value

October 31, 2024

January 31, 2024

October 31, 2024

January 31, 2024

April 30, 2025

January 31, 2025

April 30, 2025

January 31, 2025

Forward purchase contracts (1)

~~597~~840

~~579~~1,253

1,~~061~~105

~~802~~378

Cash collateral balance (3)

~~1,209~~534

2,~~152~~523

Commodity futures (2)

~~(76)~~669

(~~297~~1,291)

Net position with broker

1,~~133~~203

1,~~855~~232

Total

12,~~730~~043

2,~~434~~485

1,~~061~~105

~~802~~378

(1) Forward purchase contracts assets are included in “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets. These contracts are for purchases of approximately 8.1 million and 16.8 million bushels of corn at April 30, 2025 and January 31, 2025, respectively.

~~(1)~~ Forward purchase contracts ~~assets~~liabilities are included in “~~Prepaid~~Accrued expenses and other current liabilities” on the accompanying Consolidated Balance Sheets. These contracts are for purchases of approximately 119.85 million and 97.36 million bushels of corn at ~~October~~April 3130, ~~2024~~2025 and January 31, ~~2024~~2025, respectively.

~~Forward~~(2) ~~purchase~~Commodity ~~contracts~~futures assets and liabilities are included in “~~Accrued~~Prepaid expenses and other ~~current liabilities~~” on the accompanying Consolidated Balance Sheets. These contracts ~~are~~included ~~for~~short/sell ~~purchases~~positions ofand long-buy positions for approximately 46.70 million and 80.24 million bushels of corn, respectively at ~~October~~April 3130, ~~2024~~2025. These contracts included short/sell positions and long/buy positions for approximately 6.3 million and 575,000 bushels of corn, respectively, at January 31, ~~2024~~2025. These contracts also included short/sell positions for approximately 4.2 million gallons of ethanol at both April 30, ~~respectively~~2025 and January 31, 2025.

(2) Commodity futures assets and liabilities are included in “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets. These contracts included short/sell positions for approximately 7.0 million bushels of corn and 2.1 million gallons of ethanol at October 31, 2024. These contracts included short/sell positions and long/buy positions for approximately 255,000 and 6.9 million bushels of corn, respectively, at January 31, 2024. These contracts also included short/sell positions for approximately 210,000 gallons of ethanol at January 31, 2024.

(3) As of October 31, 2024 and January 31, 2024, all of the derivative financial instruments held by the Company were subject to enforceable master netting arrangements. The Company’s accounting policy is to offset position amounts owed or owing with the same counterparty. Depending on the amount of unrealized gains and losses on derivative contracts held by the Company, the counterparty may require collateral to secure the Company’s derivative contract positions. As of October 31, 2024 and January 31, 2024, the Company was required to maintain collateral with the counterparty in the amount of approximately $1.2 million and $2.2 million, respectively, recorded within “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets.

See Note 5 which contains fair value information related to derivative financial instruments.

The Company recognized gains, which are included in “Cost of sales” in the accompanying Consolidated Statement of Operations, on derivative financial instruments related to corn purchase contracts of approximately $3.8 million and of $10.6 million for the third quarter of fiscal years 2024 and 2023, respectively. The Company recognized (losses) and gains on derivative financial instruments related to corn purchase contracts of approximately $(2.4) million and $15.7 million for the first nine months of fiscal years 2024 and 2023, respectively.

The Company recognized gains, which are recorded in “Net sales and revenue” in the accompanying Consolidated Statement of Operations, on derivative financial instruments related to ethanol sales contracts of approximately $0.3 million and $0.7 million for the three- and nine-month periods ended October 31, 2024, respectively. Gains or losses on derivative financial instruments related to ethanol sales contracts were insignificant for the same periods in 2023.

(3)

As of April 30, 2025 and January 31, 2025, all of the derivative financial instruments held by the Company were subject to enforceable master netting arrangements. The Company’s accounting policy is to offset position amounts owed or owing with the same counterparty. Depending on the amount of unrealized gains and losses on derivative contracts held by the Company, the counterparty may require collateral to secure the Company’s derivative contract positions. As of April 30, 2025 and January 31, 2025, the Company recorded this collateral balance within “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets.

See Note 5 which contains fair value information related to derivative financial instruments.

The following table provides information about gains recognized in income on the Company’s derivative financial instruments and the line items on the accompanying Consolidated Statements of Operations in which the fair values are reflected for the three months ended April 30, 2025 and 2024 (amounts in thousands):

	Three Months Ended April 30,
	2025		2024

Net sales	$	17	$	-

Cost of sales	$	1,968	$	64

Note 10. Investments

Equity Method Investment in Big River

The following table summarizes the Company’s equity method investment at ~~October~~April 3130, ~~2024~~2025 and January 31, ~~2024~~2025 (dollars in thousands):

~~Carrying Amount~~

Carrying Amount

Entity

Ownership Percentage

~~October 31, 2024~~

~~January~~April 3130, ~~2024~~2025

January 31, 2025

Big River

~~10.3%~~

10.3%

~~$39,015~~

~~$34,936~~

$36,806

$35,800

Undistributed earnings of the Company’s ~~equity~~ equity method investee totaled approximately $1916.08 million and approximately $1415.98 million at ~~October~~April 3130, ~~2024~~2025 and January 31, ~~2024~~2025, respectively. The Company ~~received~~did not receive dividends from its equity method investee ~~of approximately $3.0 million and $5.5 million~~ in the first ~~nine~~quarter ~~months~~ of fiscal year ~~2024~~2025 or ~~2023, respectively~~ 2024.

Summarized financial information for the Company’s equity method investee is presented in the following table for the periods presented (amounts in thousands):

	Three Months Ended October 31,				Nine Months Ended October 31,
	Three Months Ended April 30,
	2024		2023		2024		2023
	2025		2024
Net sales and revenue	$	272,~~481~~303	$	~~351~~272,~~390~~986	$	~~808,844~~	$	~~1,128,012~~
Gross profit	$	4614,~~996~~250	$	5218,~~869~~262	$	~~88,110~~	$	~~107,395~~
Depreciation expense	$	3,~~433~~862	$	6,~~470~~546	$	~~16,639~~	$	~~19,629~~
Net income	$	4411,~~900~~736	$	5319,~~112~~162	$	~~84,127~~	$	~~104,930~~
Net income attributable to members	$	389,~~708~~675	$	4516,~~955~~659	$	~~72,311~~	$	~~89,954~~

Short-term Investments

At ~~October~~April 3130, ~~2024~~2025, the Company owned United ~~States~~ States Treasury Bills (classified as short-term investments) that had an amortized cost, or carrying value, of approximately $66156.8 0 million. The contractual maturity of these investments was less than one year. The yield to maturity rate was approximately 54.13%. Unrecognized holding ~~gains~~ losses at ~~October~~April 3130, ~~2024~~2025 were approximately $1894,000.

At January 31, ~~2024~~2025, the Company owned United ~~States~~ States Treasury Bills (classified as short-term investments) that had an amortized cost, or carrying value, of approximately $~~155~~162.3 8 million. The contractual maturity of these investments was less than one year. The yield to maturity rate was approximately 54.54%. ~~Unrecognized~~ Unrecognized holding losses at January 31, ~~2024~~2025 were approximately $9419,000.

~~Note~~ 11. Employee Benefits

The Company maintains the ~~REX~~ REX 2015 Incentive Plan, approved by its shareholders, which reserves a total of 1,650,000 shares of common stock for issuance pursuant to its terms. The plan provides for the granting of shares of stock, including options to purchase shares of common stock, stock appreciation rights tied to the value of common stock, restricted stock, and restricted stock unit awards to eligible employees, non-employee directors and consultants. Until 2022, the Company had only granted restricted stock awards. In May 2022, the Company issued restricted stock units to certain officers of the Company which vested based on the Company’s TSR compared to the TSRs of companies that comprise the Russell 2000 Index over a three-year performance period (see below). The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated forfeitures. The Company records non-cash compensation expense related to liability and equity awards in its consolidated financial statements over the requisite service period on a straight-line basis. At April 30, 2025, 1,065,809 shares remain available for issuance under the Plan.

appreciation rights tied to the value of common stock, restricted stock, and restricted stock unit awards to eligible employees, non-employee directors and consultants. Until 2022, the Company had only granted restricted stock awards. In May 2022, the Company issued restricted stock units to certain officers of the Company which vest based on the Company’s Total Shareholder Return (“TSR”) compared to the TSRs of companies that comprise the Russell 2000 Index over a three-year performance period. The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated forfeitures. The Company records non-cash compensation expense related to liability and equity awards in its consolidated financial statements over the requisite service period on a straight-line basis. At October 31, 2024, 1,165,709 shares remain available for issuance under the Plan, excluding the impact of the 67,500 restricted stock units that may vest between zero and 135,000 shares of stock depending on certain performance metrics being achieved.

Restricted Stock Awards

As a component of their compensation, restricted stock has been granted to directors and certain employees at the closing market price of REX common stock on the grant date. In addition, one quarter of executives’ incentive compensation is payable by an award of restricted stock based on the then closing market price of REX common stock on the grant date. The Company’s board of directors has determined ~~that the grant date will be June 15th, or the next business day if June 15th is not a business day, for all grants of restricted stock.~~

Based on retirement eligibility provisions, a portion of restricted stock grants are expensed at grant date, based on grant date fair value, thus considered vested for accounting purposes. At October 31, 2024, 20,046 shares were unvested for accounting purposes and unrecognized compensation cost related to these nonvested restricted stock awards was approximately $643,000, to be recognized over a weighted average vesting term of 2.1 years.

The following tables summarize legally non-vested restricted stock award activity for the periods presented:

	Nine Months Ended October 31, 2024
	Non-Vested Shares		Weighted Average Grant Date Fair Value (000’s)		Weighted Average Remaining Vesting Term (in years)
Non-Vested at January 31, 2024		162,855	$	5,369		2
Granted		63,407		2,894
Forfeited		-		-
Vested		63,870		2,073
Non-Vested at October 31, 2024		162,392	$	6,190		2

	Nine Months Ended October 31, 2023
	Non-Vested Shares		Weighted Average Grant Date Fair Value (000’s)		Weighted Average Remaining Vesting Term (in years)
Non-Vested at January 31, 2023		81,264	$	2,320		2
Granted		113,726		3,945
Forfeited		-		-
Vested		32,135		896
Non-Vested at October 31, 2023		162,855	$	5,369		2

that the grant date will be June 15^th, or the next business day if June 15^th is not a business day, for all grants of restricted stock.

~~Restricted~~Based ~~Stock~~on ~~Units~~retirement eligibility ~~(“RSUs”)~~provisions, a portion of restricted stock grants are expensed at grant date, based on grant date fair value, thus considered vested for accounting purposes. At April 30, 2025, 20,046 shares were unvested for accounting purposes and unrecognized compensation cost related to these nonvested restricted stock awards was approximately $465,000, to be recognized over a weighted average vesting term of 1.8 years.

~~In May 2022, the Company issued a total of 67,500 RSUs to certain officers.~~ The ~~number~~following ~~of RSUs eligible to vest will be determined based on how the Company’s~~tables ~~TSR~~summarize ~~compares~~legally tonon-vested ~~the~~restricted ~~TSR~~stock ofaward ~~companies~~activity ~~that~~for ~~comprise~~ the ~~Russell~~periods 2000 Index during the performance period ending December 31, 2024. The number of RSUs eligible to vest ranges from zero percent to two hundred percent, depending on actual performance during the performance period.presented:

The Company recognized approximately $0.3 million in each of the three-month periods ended October 31, 2024 and 2023. The Company recognized $0.8 million in each of the nine-month periods ended October 31, 2024 and 2023. Unrecognized compensation cost related to the RSUs at October 31, 2024 was approximately $0.2 million, to be recognized over a weighted average vesting term of 2 months.

	Three Months Ended April 30, 2025

	Non-Vested Shares		Weighted Average Grant Date Fair Value (000’s)		Weighted Average Remaining Vesting Term (in years)

Non-Vested at January 31, 2025		162,392	$	6,190		2
Granted		-		-
Forfeited		-		-
Vested		-		-

Non-Vested at April 30, 2025		162,392	$	6,190		1

The Company determined there to be no dilutive impact on earnings per share for the first three quarters of fiscal year 2023. For the three- and nine-months periods ended October 31, 2024, we calculated the diluted weighted average shares as follows (amounts in thousands):


	Three Months Ended April 30, 2024

	Non-Vested Shares		Weighted Average Grant Date Fair Value (000’s)		Weighted Average Remaining Vesting Term (in years)

Non-Vested at January 31, 2024		162,855	$	5,369		2
Granted		-		-
Forfeited		-		-
Vested		-		-

Non-Vested at April 30, 2024		162,855	$	5,369		2

	Three Months Ended October 31, 2024		Nine Months Ended October 31, 2024
Weighted average shares – basic		17,595		17,550
Dilutive effect of RSUs		128		123
Weighted average shares – diluted		17,723		17,673

Restricted Stock Units

~~Note~~In 12May 2022, the Company issued a total of 67,500 RSUs to certain officers with a performance period that ended on December 31, 2024. ~~Income~~The ~~Taxes~~number of RSUs eligible to vest ranged from zero percent to

The Company’s income tax provision was approximately $9.4 million and $9.6 million for the three months ended October 31, 2024 and 2023, respectively. The Company’s income tax provision was approximately $17.6 million and $15.4 million for the nine months ended October 31, 2024 and 2023, respectively.

two-hundred percent and was determined based on how the Company’s TSR compared to the TSR of companies that comprised the Russell 2000 Index during the performance period ending December 31, 2024. The calculated payout of the units that vested was 148%, or 99,900 shares, and the shares were issued on February 26, 2025.

The Company did not recognize any compensation cost related to RSUs in the three-month period ended April 30, 2025. The Company recognized compensation cost related to RSUs of approximately $0.3 million in the three-month period ended April 30, 2024.

For the three-month period ended April 30, 2024, we calculated the diluted weighted average shares as follows (amounts in thousands):

	Three Months Ended April 30, 2024
Weighted average shares – basic		17,546
Dilutive effect of RSUs		118
Weighted average shares – diluted		17,664

Note 12. Income Taxes

The Company’s income tax provision was approximately $3.0 million and $3.7 million for the three months ended April 30, 2025 and 2024, respectively.

The Company assessed all available positive and negative evidence to determine whether it expects sufficient future taxable income will be generated to allow for the realization of existing federal deferred tax assets. There is sufficient objectively verifiable income for management to conclude that it is more likely than not that the Company will utilize available federal deferred tax assets prior to their expiration.

The Company files a U.S. federal income tax return and various state income tax returns. In general, the Company is no longer subject to U.S. federal, state or local income tax examinations by tax authorities for years ended January 31, 2014 and prior. The Company is currently undergoing a federal income tax examination for the years ended January 31, 2015 through January 31, 2022 related to refined coal production tax credits pursuant to IRC Section 45 and research and experimentation credits pursuant to IRC Section 41 claimed during those years.

On a quarterly and annual basis, the Company accrues for the effects of open uncertain tax positions and the related potential penalties and interest. It is reasonably possible that the amount of the unrecognized tax benefit with respect to certain unrecognized tax positions will increase or decrease during the next 12 months; however, the Company does not expect the change to have a material effect on results of operations or financial position.

A reconciliation of the beginning and ending amount of unrecognized tax benefits, including interest and penalties, is as follows (amounts in thousands):

	Nine Months Ended October 31,
	2024		2023
Unrecognized tax benefits, beginning of period	$	18,965	$	19,088
Changes for prior years’ tax positions		21		9
Changes for current year tax positions		-		-
Unrecognized tax benefits, end of period	$	18,986	$	19,097

At October 31, 2024 and January 31, 2024, approximately $16.4 million of the unrecognized tax benefits balance was recorded on the accompanying Consolidated Balance Sheets within “Deferred taxes” and “Other assets”, respectively, $0.6 million was recorded within “Other long-term liabilities”, and $2.0 million was recorded within “Refundable income taxes”.

Note 13. Commitments and Contingencies

The Company may be involved in various legal actions arising in the normal course of business, from time to time. After taking into consideration legal counsel’s evaluations of any such action(s), management is of the opinion that their outcome will not have a material adverse effect on the Company’s Consolidated Financial Statements. There were no liabilities recorded at October 31, 2024 and January 31, 2024, as the Company did not believe that there was a probable and reasonably estimable loss associated with any legal contingencies.

At October 31, 2024, One Earth and NuGen had combined forward purchase contracts for approximately 16.5 million bushels of corn, the principal raw material for their ethanol plants, and they

~~have~~A ~~combined~~reconciliation ~~forward~~of ~~purchase~~the beginning and ending ~~contracts~~amount of unrecognized tax benefits, including interest and penalties, for ~~approximately~~the ~~1.1~~three-month ~~million~~periods ~~MmBtu~~ended ~~(million~~April 30, ~~British~~2025 ~~thermal~~and ~~unit)~~2024, ofis ~~natural~~as ~~gas.~~follows (amounts in thousands):

At October 31, 2024, One Earth and NuGen had combined sales commitments for approximately 53.5 million gallons of ethanol, approximately 102,900 tons of distillers grains and approximately 8.2 million pounds of distillers corn oil.

	Three Months Ended April 30,
	2025		2024

Unrecognized tax benefits, beginning of period	$	18,978	$	18,965
Changes for prior years’ tax positions		7		7
Changes for current year tax positions		-		-
Unrecognized tax benefits, end of period	$	18,985	$	18,972

At ~~October~~April 3130, ~~2024,~~2025 ~~One Earth~~and ~~had~~January ~~signed non-cancelable contracts for capital projects with approximately $9.8 million remaining in future payments~~31, of2025 the ~~which~~unrecognized ~~$2.4~~tax ~~million~~benefits iswere ~~related~~included towithin ~~One~~the ~~Earth’s~~following ~~carbon~~lines ~~sequestration~~on ~~project~~the ~~and~~accompanying ~~$7.4~~Consolidated ~~million~~Balance ~~relates~~Sheets to(amounts ~~its ongoing plant expansion.~~in thousands):

At October 31, 2024, One Earth had a facilities rental agreement with a utility provider that has been executed and is scheduled to commence in early 2025. The remaining future payments are estimated to be approximately $4.7 million over an initial term of ten years. The facility will service both the One Earth Energy ethanol plant and the planned carbon sequestration compression facility.

	April 30, 2025		January 31, 2025

Refundable income taxes	$	2,002	$	2,002
Deferred taxes		11,759		12,037
Long-term taxes payable		4,613		4,334
Other long-term liabilities		611		605

Unrecognized tax benefits, end of period	$	18,985	$	18,978

Note 1413. ~~Related-Party~~Commitments ~~Transactions~~and Contingencies

~~During~~The ~~the~~Company ~~third~~may ~~quarters~~be ofinvolved ~~fiscal~~in ~~years~~various legal actions arising ~~2024~~in ~~and~~the ~~2023,~~normal ~~One~~course ~~Earth~~of ~~and~~business, ~~NuGen~~from ~~purchased~~time ~~approximately~~to ~~$22~~time.7 ~~million~~After ~~and~~taking ~~$32.7~~into ~~million,~~consideration ~~respectively,~~legal counsel’s evaluations of ~~corn~~any such action(~~and~~s), ~~other~~management ~~supplies) from~~is ~~minority~~of ~~equity~~the ~~investors~~opinion ~~and~~that ~~board~~their ~~members~~outcome ofwill ~~those~~not ~~affiliates.~~have ~~Such~~a ~~purchases~~material ~~totaled~~adverse ~~approximately~~effect ~~$81.7~~on ~~million~~the ~~and~~Company’s ~~$92.6~~Consolidated ~~million~~Financial ~~for~~Statements. ~~the~~There ~~nine~~were ~~months~~no ~~ended~~material ~~October~~liabilities 31recorded for legal actions at April 30, ~~2024~~2025 and ~~2023~~January 31, ~~respectively.~~2025, ~~The~~as the Company ~~had~~did ~~amounts~~not ~~payable~~believe tothat ~~related~~there ~~parties~~was ~~of approximately~~a ~~$1.2~~probable ~~million~~ and ~~$5.8~~reasonably ~~million~~estimable atsignificant ~~October,~~loss ~~31,~~associated ~~2024~~with ~~and~~any ~~January~~legal ~~31, 2024, respectively~~contingencies.

~~During~~At ~~the~~April ~~nine~~30, ~~months~~2025, ~~ended~~One ~~October~~Earth ~~31, 2024,~~and ~~$1.5~~NuGen ~~million~~had combined ~~was~~forward ~~paid~~purchase tocontracts ~~landowners~~for ~~who~~approximately ~~are~~17.6 ~~minority~~million ~~equity~~bushels ~~investors~~ of ~~One~~corn, ~~Earth~~the ~~Energy,~~principal ~~for~~raw ~~land~~material ~~easements~~for ~~related~~their toethanol ~~the~~plants, ~~carbon~~and ~~sequestration~~they ~~project.~~had ~~There~~combined ~~were~~forward nopurchase ~~amounts~~contracts ~~paid~~for toapproximately ~~related~~0.8 ~~parties~~million ~~for~~MmBtu ~~land~~(million ~~easements~~British inthermal ~~the~~unit) ~~three-month period ended~~of ~~October~~natural ~~31, 2024~~gas.

At April 30, 2025, One Earth and NuGen had combined sales commitments for approximately 51.4 million gallons of ethanol, approximately 89,500 tons of distillers grains and approximately 7.9 million pounds of distillers corn oil.

One Earth has entered into a 10-year agreement in 2009 with an unrelated party for the use of a portion of that party’s natural gas pipeline. A new 15-year agreement, with monthly payments of $29,250

was effective February 1, 2019. One Earth paid approximately $88,000 in both of the three month periods ended April 30, 2025 and 2024 pursuant to the agreement.

At April 30, 2025, One Earth had signed non-cancelable contracts for capital projects with approximately $24.6 million remaining in future payments.

Note 14. Related-Party Transactions

During the first quarters of fiscal year 2025 and 2024, One Earth and NuGen purchased approximately $24.8 million and $30.6 million, respectively, of corn (and other supplies) from minority equity investors and board members of those affiliates. The Company had amounts payable to related parties of approximately $2.2 million and $1.4 million at April 30, 2025 and January 31, 2025, respectively.

Note 15. Segment Reporting

The Company has one reportable segment, ethanol and by-products. Within the ethanol and by-products segment, the Company has equity investments in three ethanol limited liability companies, two of which are majority ownership interests and are consolidated in the financial statements presented. Prior period amounts have been reclassified to conform to current segment reporting.

The Company’s chief operating decision maker is the Executive Committee that includes the Executive Chairman of the Board and the Chief Executive Officer. The chief operating decision maker uses net income generated from operating segments in determining the allocation of resources and making assessment of Company performance.

In applying the criteria set forth in ASC 280, the Company determined that based on the nature of the products and production process and the expected financial results, the Company’s operations at its ethanol plants are aggregated into one reporting segment, each of which is reviewed in the same manner by the chief operating decision maker. Aggregation into one reporting segment is appropriate based upon the similarity of economic characteristics of the operating segments, including the markets for identical revenue sources and the primary input, corn. The plants in all locations operate in a similar manner to produce ethanol and by-products. The types of customers and how the products are distributed to the customers are similar across each operating entity, consisting of a combination of rail and truck shipments. Finally, the regulatory environment is largely impacted by guidance from the federal level, impacting each operating segment the same.

The measure of segment assets is reported on the balance sheet as total consolidated assets.

The following tables set forth certain financial data for the Company’s reportable segment for the three-month periods ended April 30, 2025 and 2024 (in thousands):

	Three Months Ended April 30,
		2025			2024
Net sales and revenue
Ethanol and by-products	$	430,643		$	434,217
Reconciling Item: Equity method ethanol investment		(272,303	)		(272,986	)
Total consolidated net sales and revenue	$	158,340		$	161,231

Cost of sales
Ethanol and by-products:
Cost of corn	$	280,365		$	292,680
Other cost of sales (1)		121,686			108,824
Reconciling Item: Equity method ethanol investment		(258,053	)		(254,724	)
Total cost of sales	$	143,998		$	146,780

Gross profit
Ethanol and by-products	$	28,592		$	32,713
Reconciling Item: Equity method ethanol investment		(14,250	)		(18,262	)
Total consolidated gross profit	$	14,342		$	14,451

Depreciation and amortization expense
Ethanol and by-products	$	10,239		$	14,556
Reconciling Item: Equity method ethanol investment		(5,220	)		(8,664	)
Total consolidated depreciation and amortization expense	$	5,019		$	5,892

Income before taxes
Ethanol and by-products	$	25,362		$	35,125
Reconciling Item: Equity method ethanol investment		(11,736	)		(19,162	)
Total consolidated income before income taxes		13,626			15,963
Provision for income taxes		(2,954	)		(3,690	)
Total consolidated net income	$	10,672		$	12,273

(1)

Expenses within “Other cost of sales” consist primarily of depreciation, other raw materials, third-party freight charges, purchasing and receiving costs, inspection costs, other distribution expenses, warehousing costs, plant repair and maintenance costs, production labor and related payroll costs, and general facility overhead charges.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Ethanol and By-Products

At ~~October~~April 3130, ~~2024~~2025, we had investments in three ethanol limited liability companies, in two of which we have a majority ownership interest. The following table is a summary of ethanol entity ownership interests at ~~October~~April 3130, ~~2024~~2025:

Entity	~~Location~~	~~REX’s Current Ownership Interest~~Location	REX’s Current Ownership Interest
One Earth Energy, LLC	~~Gibson City, IL~~	~~75.9%~~Gibson City, IL	75.9%
NuGen Energy, LLC	~~Marion, SD~~	~~99.7%~~Marion, SD	99.7%
Big River Resources, LLC:
Big River Resources, LLC: Big River Resources W Burlington, LLC Big River Resources Galva, LLC Big River United Energy, LLC Big River Resources Boyceville, LLC		W. Burlington, IA Galva, IL Dyersville, IA Boyceville, WI	10.3% 10.3% 5.7% 10.3%
Big River Resources W Burlington, LLC	W. Burlington, IA	10.3%
Big River Resources Galva, LLC	Galva, IL	10.3%
Big River United Energy, LLC	Dyersville, IA	5.7%
Big River Resources Boyceville, LLC	Boyceville, WI	10.3%

Our ethanol operations ~~and the results thereof~~ are highly dependent on commodity prices, especially prices for corn, ethanol, distillers grains, distillers corn oil and natural gas, and availability of corn. As a result of price volatility for these commodities, our operating results can fluctuate substantially. The price and availability of corn is subject to significant fluctuations depending upon several factors that affect commodity prices in general, including crop conditions, the amount of corn stored on farms, weather, federal policy, foreign trade, tariffs, and international disruptions caused by wars or conflicts. Because the market prices of ethanol and distillers grains are not always directly related to corn prices (for example, demand for crude and other energy and related prices, the export market demand for ethanol and distillers grains, soybean meal prices, and the results of federal policy decisions and trade negotiations can impact ethanol and distillers grains prices), at times ethanol and distillers grains prices may not follow movements in corn prices and, in an environment of higher corn prices or lower ethanol or distillers grains prices, reduce the overall margin structure at the plants. As a result, at times, we may operate our plants at negative or minimally positive operating margins.

We expect our ethanol plants to produce approximately 2.9 gallons of denatured ethanol for each bushel of corn processed in the production cycle. We refer to the actual gallons of denatured ethanol produced per bushel of corn processed as the realized yield. We refer to the difference between the price per gallon of ethanol and the price per bushel of corn (divided by the realized yield) as the “crush spread”. Should the crush spread decline, it is possible that our ethanol plants will generate operating results that do not provide adequate cash flows for sustained periods of time. In such cases, production at the ethanol plants may be reduced or stopped altogether in order to minimize variable costs at individual plants.

We attempt to manage the risk related to the volatility of commodity prices by utilizing forward corn and natural gas purchase contracts, forward ethanol, distillers grains and distillers corn oil sale contracts, and commodity futures agreements, as management deems appropriate. We attempt to match ~~quantities~~ quantities of these ~~sale~~sales contracts with an appropriate quantity of corn purchase contracts over a given period of time when we can obtain an adequate gross margin resulting from the crush spread inherent in the contracts we have executed. However, the market for future ethanol sales contracts generally lags the spot

2325

market with respect to ethanol ~~price~~prices. Consequently, we generally execute fixed price ~~ethanol~~ contracts for no more than four months into the future at any given time and we may lock in our corn or ethanol price without having a corresponding locked in ethanol or corn price for short durations of time. As a result of the ~~relatively~~ relatively short period of time ~~during which~~ our fixed price contracts ~~are fulfilled~~cover, we generally cannot predict the future movements in our realized crush spread for more than four months; thus, we are unable to predict the likelihood or amounts of future income or loss from the operations of our ethanol facilities. We utilize derivative financial instruments, primarily exchange traded commodity future contracts and swap contracts, in conjunction with certain of our corn procurement activities and commodity marketing activities.

One Earth Energy, LLC Carbon Sequestration and Plant Expansion

~~Through~~One ~~our~~Earth ~~affiliate~~Sequestration, LLC, a wholly owned subsidiary of One Earth Energy, LLC, weis ~~are~~ in the developmental stage of a carbon sequestration project near the One Earth ~~Energy~~ ethanol plant ~~in Gibson City, IL~~. A test well has been drilled to a total depth of approximately 7,100 feet, in which almost 2,000 feet of Mt. Simon Sandstone was encountered, which is the geological formation that is the region’s primary carbon storage resource. Three-dimensional seismic testing has been performed, as well as geological modeling for predicting the movement of injected carbon and the plume area to determine maximum injection pressure, reservoir quality and storage capacity for the potential wells. In October 2022, we applied for a Class VI injection well permit for three wells with the ~~U.S. Environmental Protection Agency (“~~EPA”), and we continue to provide information to the EPA upon request during the technical review of our application ~~upon request~~. We currently expect the EPA to prepare a draft permit by ~~the~~November ~~first quarter of~~ 2025 and make a final permit decision by ~~the~~April ~~third quarter of 2025~~2026, according to the EPA’s Class VI Permit Tracker Dashboard on their website. We have now secured sufficient subsurface easements for the proposed first injection well to allow for sequestration of all the carbon emissions from the One Earth Energy ethanol plant for a minimum of 15 years. We also need to obtain a county special-use zoning permit for the sequestration site. We ~~Last~~have ~~year,~~completed ~~we began~~the construction of athe capture and compression facility to capture, dehydrate, and compress carbon dioxide from the One Earth ~~Energy~~ ethanol plant to a state suitable for sequestration. WeTesting ~~are~~has ~~nearing~~not ~~the~~yet ~~completion~~been ofcompleted and we cannot begin construction of the ~~capture~~pipeline or sequestration well until further permits and ~~compression~~approvals ~~facility~~are received.

InWe ~~October~~have ~~2023,~~secured weland ~~submitted~~easements anfrom ~~application~~all tonecessary ~~the~~landowners ~~Illinois~~to ~~Commerce~~allow ~~Commission~~the ~~(“ICC”)~~construction ~~for a certificate~~ of ~~authority under the state’s Carbon Dioxide Transportation and Sequestration Act (the “CO2 Act”) to build~~ a ~~short~~ pipeline toon ~~deliver~~their ~~carbon~~land ~~dioxide from the One Earth Energy ethanol plant~~ to the ~~proposed~~first ~~sequestration~~two ~~site~~injection wells. We also have ~~obtained~~landowner subsurface easements ~~from~~for ~~all~~the offirst ~~the~~injection ~~necessary~~well ~~landowners~~with ~~for~~ the ~~use~~capacity ofto ~~their~~allow ~~land~~ for ~~the~~carbon ~~pipeline~~sequestration for ~~the~~our ~~first~~One ~~two~~Earth ~~wells.~~plant for On15 ~~May~~years. ~~26,~~The ~~2024, however, the~~ Illinois General Assembly passed the Safety and Aid for the Environment in Carbon Capture and Sequestration Act (Senate Bill 1289), which was signed by the ~~governor~~ Governor in July 2024. The new legislation imposes additional safety, environmental and other requirements on obtaining permits and approvals for carbon capture and sequestration facilities in Illinois, including CO2 pipelines. Further, the new legislation imposes a moratorium on the issuance of new certificates of authority for the construction of CO2 pipelines until the earlier of the date ~~proposed~~ federal CO2 pipeline safety standards are finalized by the federal ~~Pipeline and Hazardous Materials~~ ~~Safety Administration (~~PHMSA) or, subject to certain other conditions, July 1, 2026. ~~As a result of this legislation, the ICC dismissed our application without prejudice, and we will be required to resubmit an application after rules are finalized or subsequent to July 1, 2026.~~

Although we have made meaningful progress and significant investments in the carbon sequestration project at One Earth ~~Energy~~, we continue to work with the various government agencies involved to obtain all required permits and approvals, with no assurance of the ultimate success or timing of the project. Also see the discussion under “Trends and Uncertainties” of certain recently proposed legislation that, if enacted, could impact our carbon sequestration project.

24We also intend to concurrently expand the One Earth ethanol plant. We received a construction permit from the EPA to increase production from 150 million gallons of ethanol per year to 175 million gallons of ethanol per year. Once we achieve that level of production, we intend to apply for another permit to increase production to 200 million gallons per year.

~~involved~~We continue to ~~obtain~~work ~~all~~to ~~required~~identify ~~permits~~ways ~~and~~to reduce ~~approvals,~~our ~~with no~~CI ~~assurance~~score ofat the ~~ultimate~~One ~~success~~Earth orplant ~~timing~~with the intention of maximizing tax credits available under the ~~project~~IRA. ~~Also~~The ~~see~~IRA ~~the~~created a ~~discussion~~new ~~under~~Clean ~~“Trends~~Fuel ~~and~~Production ~~Uncertainties”~~Credit, available for calendar years 2025 – 2027, which established a credit of approximately on$0.02 ~~page~~per 27ethanol gallon per CI point reduction below a 50 CI score threshold to incentivize further increases in plant efficiencies within the industry. The U.S. Department of ~~certain~~the ~~recently~~Treasury ~~proposed~~has ~~legislation~~not ~~that,~~yet ifissued ~~enacted,~~final ~~could~~rules ~~impact~~on ~~our~~qualification ~~carbon~~for ~~sequestration~~45Z ~~project~~tax credits.

We also are concurrently expanding the One Earth ethanol plant. We received a construction permit from the EPA to increase production from 150 million gallons of ethanol per year to 175 million gallons of ethanol per year. Once we achieve that level of production, planned for the third quarter of fiscal 2025, we intend to apply for another permit to further increase production to 200 million gallon per year.26

We ~~continue~~currently budget capital expenditures for both projects to ~~work~~be approximately $220 million to ~~identify~~$230 ~~ways~~million, subject to ~~reduce our~~further ~~carbon~~refinement ~~intensity~~as ~~(“CI”)~~we ~~score~~move atforward. ~~the~~We ~~One~~plan to ~~Earth~~pay ~~plant~~for ~~with~~all ~~the~~expenditures ~~intention~~from available cash. As of ~~maximizing~~April ~~the~~30, ~~tax~~2025, ~~credits~~we ~~available~~had spent $56.3 million since inception and were contractually ~~under~~committed to spend an additional $0.9 million toward the ~~Inflation~~carbon ~~Reduction~~sequestration ~~Act~~project. If the carbon sequestration project is successful, ~~which~~we ~~created~~believe awe ~~new~~will ~~Clean~~qualify ~~Fuel~~for ~~Production~~tax ~~Credit~~credits under ~~45Z~~section 45Q, based on tons of ~~the~~carbon ~~Internal~~sequestered, ~~Revenue~~and ~~Code~~section (“45Z”), ~~available~~based ~~for~~on ~~calendar~~gallons ~~years~~of ~~2025~~ethanol ~~– 2027~~produced, ofas ~~approximately~~outlined ~~$0.02~~in ~~per~~the ~~ethanol~~IRA. ~~gallon~~However, ~~per~~45Z CIcredits ~~point~~are ~~reduction~~only ~~below~~available afor 50calendar CIyears 2025 ~~point~~– ~~threshold~~2027 toand ~~incentivize~~the ~~further~~regulations ~~increases~~have innot ~~plant~~yet ~~efficiencies~~been ~~within~~finalized by the ~~industry. The~~ U.S. Department of the Treasury ~~has~~. ~~not~~Companies ~~yet~~may ~~issued~~elect ~~final~~either the ~~rules~~45Q oncredit ~~qualification~~or ~~for~~the 45Z credit in periods in which both tax credits are available. As of April 30, 2025, we had spent $66.4 million since inception and were contractually committed to spend an additional $8.3 million toward plant capacity expansion and ongoing efforts to reduce our CI scoring.

WeIn ~~expect~~May ~~the~~2023, ~~total~~NuGen, ~~cost~~our ofmajority ~~these projects~~owned toethanol beplant ~~approximately~~in ~~$165-175~~Marion, ~~million~~South Dakota, ~~which~~signed wean ~~continue~~agreement to ~~pay~~be ~~from~~part ~~our available cash. As~~ of ~~October~~Summit ~~31,~~Carbon ~~2024,~~Solutions’ wecarbon ~~have~~capture ~~spent~~and ~~$52.9~~storage ~~million~~pipeline. ~~life-to-date~~Should ~~and~~Summit ~~are~~Carbon ~~contractually~~Solutions ~~committed~~be able to ~~spend~~obtain anall ~~additional~~necessary ~~$2.4~~permits ~~million~~and ~~toward~~approvals, the ~~carbon~~agreement ~~sequestration~~would ~~project.~~allow NuGen Ifto ~~the~~share ~~carbon~~in ~~sequestration~~the ~~project~~economic isbenefits ~~successful,~~of ~~we believe we will qualify for~~ tax credits ~~under~~through ~~section~~the ~~45Q~~sale of the ~~Internal Revenue~~carbon ~~Code~~dioxide ~~(“45Q”)~~output ~~and section 45Z~~ of ~~the~~its ~~Internal~~ethanol ~~Revenue~~production ~~Code~~facility for sequestration, as ~~outlined~~well inas ~~the~~reduce ~~Inflation~~its ~~Reduction~~net ~~Act,~~carbon ~~with 45Z~~emissions. ~~credits~~In ~~being~~March ~~subject~~2025, toSouth ~~final~~Dakota ~~guidance~~signed ~~yet~~a tobill beinto ~~issued~~law bythat bans the use ~~U.S. Department~~ of ~~the~~eminent ~~Treasury.~~domain Asin ofconnection ~~October~~with ~~31,~~carbon ~~2024,~~dioxide ~~we have spent $50~~pipelines.2 ~~million~~This ~~life-to-date~~act ~~and~~could ~~are~~make ~~contractually~~the ~~committed~~sequestration toproject ~~spend~~for ~~an additional $7.4 million at~~ the ~~One Earth plant~~NuGen ~~toward~~facility ~~plant~~more ~~capacity~~difficult ~~expansion and ongoing efforts~~ to ~~reduce our CI scoring~~complete.

We plan to seek and evaluate various investment opportunities including ethanol and/or energy related, carbon sequestration, agricultural or other ventures we believe fit our investment criteria. We can make no assurances that we will be successful in our efforts to find such opportunities.

Refined Coal

On August 10, 2017, we purchased, through a 95.35% owned subsidiary, ~~for approximately $12.0 million,~~ the entire ownership interest of an entity that owned a refined coal facility. We began operating the refined coal facility immediately after the acquisition. AsUsing ~~the~~licensed technology, our plant ~~was~~applied notwo ~~longer~~separate ~~eligible~~chemicals to ~~receive~~convert feedstock coal into refined coal, which was sold to the end user of the refined coal. The refined coal operating results were subsidized by federal production tax credits ~~beginning~~through on November 18, 2021, wesubject ~~ceased~~to ~~operations~~meeting onqualified ~~that~~emissions ~~date.~~reductions as Wegoverned ~~began~~by ~~classifying this~~Section ~~operation~~45 asof ~~discontinued~~the ~~operations~~IRC. inWe ceased operating the ~~third~~facility ~~quarter~~on ofNovember ~~fiscal~~18, 2021. ~~Over~~and ~~the~~subsequently ~~course~~sold ofthe ~~operation,~~facility. The weapproximately ~~recognized~~ $58.2 million inof ~~tax credits. The~~ federal production tax credits received through ~~operation~~the ownership of this facility remain under IRS audit.

Critical Accounting Policies and Estimates

During the three months ended ~~October~~April 3130, ~~2024~~2025, we did not change any of our critical accounting policies as disclosed in our ~~2023~~2024 Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 2928, ~~2024~~2025.

2527

Fiscal Year

All references in this report to a particular fiscal year are to REX’s fiscal year ended January 31. The Company refers to its fiscal year by reference to the year immediately preceding the January 31 fiscal year end date. For example, “fiscal year ~~2024~~2025” means the period February 1, ~~2024~~2025 to January 31, ~~2025~~2026. The Company includes the results of operations of One Earth ~~Energy, LLC (“One Earth”)~~ in its Consolidated Statements of Operations on a delayed basis of one month as One Earth has a fiscal year end of December 31.

Results of Operations

Trends and Uncertainties

Renewable Fuel Standard II ~~(“RFS~~ II”), established in October 2010, has been an important factor in the growth of ethanol usage in the United States. In recent years, there has been much uncertainty in the enforcement of RFS II. When it was originally established, RFS II required the volume of “conventional” or corn derived ethanol to be blended with gasoline to increase each year until it reached 15.0 billion gallons in 2015 and required that it remain at that level through 2022. There are no established congressional target volumes beginning in 2023~~, with the EPA to issue volume obligations in those subsequent years~~. The EPA ~~also~~ has the authority to waive the biofuel mandate, in whole or in part, if there is inadequate domestic renewable fuel supply or the requirement severely harms the domestic economy or environment. In addition, under RFS II, a small refiner that processes less than 75,000 barrels of oil per day can petition the EPA for a waiver of their requirement to submit RINs. The EPA, through consultation with the Department of Energy and the Department of Agriculture, can grant the refiner a full or partial waiver, or deny the waiver. The EPA issued 88 refinery exemptions for 2016-2018 compliance years, undercutting the statutory renewable fuel volumes by a total of 4.3 billion gallons. The EPA has not granted any small refinery waivers for 2019-2022. There remain multiple ongoing legal challenges on how the EPA has handled the small refinery waivers. In July 2024, the U.S. Court of Appeals for the District of Columbia Circuit vacated many of the EPA’s 2022 SRE denials. The EPA had denied 105 SREs in 2022. As a result of this Court ruling, the EPA voluntarily moved to rescind the agency’s 2023 denial of 26 SREs. During the previous Trump administration, the EPA granted more SREs than under other administrations. These and additional SREs could lead to decreased RIN values and ethanol pricing. As of May 2025, there were 169 SRE petitions pending.

InThe ~~addition, under RFS II, a small refiner that processes less than 75,000 barrels of oil per day can petition the~~ EPA ~~for~~has aissued ~~waiver~~Renewable ofFuel ~~their obligation~~Standard tovolume ~~submit~~obligations ~~renewable~~for ~~identification~~calendar ~~numbers~~years ~~(“RINs”)~~2023-2025. The ~~EPA,~~volumes ~~through~~from ~~consultation~~conventional ~~with~~biofuels ~~the Department of Energy and the U.S. Department of Agriculture~~ (~~“USDA”),~~which ~~can~~includes ~~grant~~corn-based ~~the refiner a full or partial waiver, or deny the waiver petition. The EPA issued 88 small refinery exemptions (“SREs”~~ethanol) ~~for the 2016-2018 compliance years, undercutting the statutory~~were ~~renewable fuel volumes by a total of 4~~15.30 billion gallons. ~~The EPA did not grant any small refinery waivers~~ for ~~2019-2022~~2023 ~~and~~through ~~has continued~~2025. ~~that~~Additionally, ~~stance~~ in ~~the proposed volumes for~~ 2023~~-2025.~~, ~~There remain multiple ongoing legal challenges to how~~ the EPA ~~has handled~~restored ~~the~~250 ~~small~~million ~~refinery~~gallons ~~waivers~~previously waived. InThe EPA ~~July~~was ~~2024,~~required ~~the~~to ~~U.S.~~propose ~~Court~~RVOs ~~of Appeals~~ for ~~the~~2026 ~~District~~by ofNovember ~~Columbia~~2024, ~~Circuit~~but ~~vacated~~that ~~many~~deadline ~~of the~~was ~~EPA’s 2022 SRE denials~~missed. The EPA ~~had~~delivered ~~denied 105 SREs in 2022. As a result of this Court ruling,~~ the ~~EPA~~proposed ~~has voluntarily~~2026 ~~moved~~RVOs to ~~rescind~~ the ~~agency’s~~White ~~2023~~House ~~denial~~Office of 26Management ~~SREs.~~and OnBudget ~~November~~on 21May 14, ~~2024~~2025, ~~the~~which ~~EPA~~is ~~reported that 130 SRE petitions were then pending under~~ the ~~RFS,~~final upstep ~~from~~before 50being asreleased ~~of mid-September. The increase is attributed~~ to ~~submissions from small refineries seeking~~the ~~reconsideration~~public offor ~~petitions that were previously denied~~comments.

The EPA has issued ~~Renewable~~emergency waivers for ~~Fuel~~the ~~Standard~~sale ~~volume~~of ~~obligations~~E-15 gasoline for ~~calendar~~the ~~years 2023-~~2025 ~~for~~summer ~~conventional~~months. ~~biofuels~~This ~~(which~~is ~~includes~~the ~~corn-based~~fourth ~~ethanol)~~consecutive ofyear for these emergency waivers. The EPA has not granted E-15.0 ~~billion~~the ~~gallons~~same ~~for~~Reid ~~each~~vapor ~~year.~~pressure ~~Additionally,~~waiver ~~for~~as ~~2023~~E-10, so absent the ~~EPA~~emergency ~~restored~~waivers, ~~250~~E-15 ~~million~~may ~~gallons~~not ~~previously~~be ~~waived~~sold in most states from June 1 to September 15.

The ~~Inflation~~IRA ~~Reduction Act~~may ~~will likely~~ impact our business by creating a new Clean Fuel Production Credit, section 45Z ~~of the Internal Revenue Code (“45Z”)~~, available for ~~the~~ years 2025 to 2027. The Clean Fuel Production Credit is established at approximately $0.02 per ethanol gallon per CI point reduction below a 50 CI point threshold. The Act also raises the carbon capture tax credit from $50 per metric ton to $85 per metric ton under section 45Q. Taxpayers may elect to be treated as making a payment against tax for 100%

2628

per ethanol gallon per CI point reduction below a 50 CI score threshold. The Act also raises the carbon capture tax credit from $50 per metric ton to $85 per metric ton, under section 45Q. Taxpayers may elect to be treated as making a payment against tax for 100% of the value of the 45Q credit (“direct pay”) for the first five years, starting with the year a qualifying carbon sequestration facility is placed in service, but not beyond December 31, 2032. Companies may elect either the 45Q credit or the 45Z credit in periods in which both tax credits are available. Other potential impacts ~~of the Inflation Reduction Act~~ include (a) ~~extension~~extending of the biodiesel tax credit, which could ~~support~~impact ~~the value of~~ our renewable corn oil values, as this co-product serves as a low-carbon feedstock for renewable diesel and biomass based diesel production; (b) ~~creation~~creating ofa new tax credit for ~~sustainable~~synthetic aviation fuel ~~(“SAF”)~~; (c) funding of biofuel refueling infrastructure which could ~~increase~~impact the availability of higher level ethanol blended fuel; and (d) provision for production and purchase credits for electric vehicles, which could ~~reduce~~impact the amount of internal combustion engines on the road over time, and ultimately reduce the demand for gasoline, diesel fuels and ethanol.

InThe ~~April 2024, the~~ U.S ~~Department~~. ofCongress ~~the~~is ~~Treasury~~considering ~~and~~a ~~the~~budget ~~IRS~~and ~~released~~policy ~~updated~~bill ~~guidance~~ which, ~~included~~as aninitially ~~updated~~passed ~~GREET~~by ~~(Greenhouse~~the ~~Gases,~~House ~~Regulated~~of ~~Emissions~~Representatives, ~~and~~ ~~Energy~~includes ~~use~~proposed inamendments ~~Technologies)~~to ~~lifecycle model for~~ the ~~section~~Inflation ~~40B~~and ~~SAF~~Reduction ~~tax credit~~Act. While ~~This~~there ~~model~~is ~~provides~~no acertainty ~~pathway~~at ~~for~~this ~~U.S.~~time ~~corn-based ethanol~~as to bewhat ~~considered~~will abe ~~qualifying~~included ~~feedstock~~in ~~for~~any ~~SAF~~final iflegislation ~~certain~~that ~~measures~~actually ~~are~~becomes ~~taken~~law, towe ~~lower~~are ~~carbon~~closely ~~intensity~~monitoring ofany ~~production. GREET~~changes ~~is used as a model~~ to ~~calculate~~sections ~~greenhouse~~45Q ~~gas~~and ~~(“GHG”)~~45Z ~~reductions. The GREET model aims to provide a comprehensive assessment~~ of the ~~environmental~~Internal ~~impact~~Revenue ofCode ~~aviation~~that ~~fuels~~could ~~focusing~~impact ~~on reducing GHG emissions through~~ the ~~entire~~economics ~~lifecycle~~ of ~~the fuel,~~our ~~including through~~ carbon capture and ~~certain~~sequestration ~~climate-smart agricultural (“CSA) practices~~project. CSA practices for corn production must include no-till farming, planting cover crops and using enhanced efficiency nitrogen fertilizers. The section 40B credit expires on December 31, 2024 and is being replaced by the 45Z tax credit. A new 45Z-GREET model has not yet been developed by the U.S. Department of the Treasury, but will likely require further modeling, data assumptions, and verification.

~~Illinois~~In ~~Senate~~January ~~Bill 3968~~2025, ~~which~~ ~~was recently introduced into~~ the ~~Illinois~~USDA ~~Senate~~released ~~and~~an ~~assigned~~interim rule toon ~~the~~45Z ~~Executive~~tax ~~Senate~~credits ~~Committee~~titled ~~would,~~“Technical ifGuidelines ~~eventually~~for ~~enacted, ban~~Climate-Smart ~~carbon~~Agriculture ~~sequestration~~Crops ~~projects~~Used ifas ~~they~~Biofuel ~~overlie~~Feedstocks”, ~~underlie,~~ or ~~pass~~“CSA ~~through~~rule”. aThe ~~sole-source~~rule ~~aquifer,~~helps ~~including~~to ~~the~~connect ~~aquifer’s upstream~~CSA ~~areas~~practices ~~that~~used ~~are~~in ~~part of~~ the ~~aquifer’s~~production ~~project~~of ~~review~~feedstock ~~area,~~crops aswith ~~identified~~reductions by in the ~~U.S.~~carbon ~~EPA.~~footprint Onof ~~November~~the ~~14,~~biofuels ~~2024~~industries, ~~the Executive~~laying ~~Senate~~out ~~Committee~~how ~~paused~~practices ~~the~~that ~~bill~~reduce ~~until~~greenhouse ~~they~~gas ~~can~~emissions ~~gather~~or ~~additional~~sequester ~~information. The first well for our proposed~~ carbon ~~sequestration~~will ~~project~~be ~~is located inside~~scored, aton ~~the~~a ~~edge~~county-by-county ofbasis. ~~the~~These ~~Mahomet~~practices ~~Sole~~include ~~Source~~no-till ~~Aquifer Project Review Area~~planting, ~~within~~cover ~~the~~crops ~~Sangamon River near Fisher Upstream Area. It is approximately five miles north of the Sangamon River~~ and ~~nearly~~nitrogen ~~six~~inhibitors, ~~miles from the mapped~~which ~~boundary~~may ofbe ~~the~~measured ~~Mahomet Aquifer~~individually, ~~which~~rather ~~has~~than ~~been~~requiring ~~designated~~bundling asof apractices. ~~sole~~The ~~source~~interim orrule ~~principal~~is ~~aquifer~~subject byto ~~the~~a ~~U.S.~~60-day ~~EPA.~~comment ~~We believe our~~period ~~second~~with ~~and~~final ~~third~~resolution ~~sequestration~~to ~~well~~be ~~sites~~determined ~~are~~by ~~outside~~ the ~~Mahomet~~Trump ~~Sole Source Aquifer Project Review Area~~administration. ~~The Company is closely monitoring this bill and any impact it would have on our project.~~

Illinois Senate Bill 3968 was introduced during the 2024 legislative session and assigned to the Senate Executive Committee. The bill proposed banning carbon sequestration projects located over, under, or through a sole-source aquifer, including the three adjacent watersheds that make up the Mahomet Sole Source Aquifer Project Review Area, a designation established by the EPA in March 2015. However, SB 3968 did not advance and was not enacted during that session. In the 2025 legislative session, Senate Bill 1723 was introduced with an amendment that defined the term “sole-source aquifer” to specifically refer to the Mahomet Sole Source Aquifer Area, as defined by the EPA. Under this definition, SB 1723 would prohibit carbon sequestration activities over, under, or through the aquifer as defined in the bill. The Illinois Senate passed SB 1723 on April 10, 2025 and on May 20, 2025, the Illinois House of Representatives approved the bill. The legislation now awaits the Governor’s consideration and potential signature into law. The first proposed injection well for our carbon sequestration project is located in the northern portion of the Sangamon River near Fisher Upstream Area watershed, and it lies outside the mapped boundary of the Mahomet Sole Source Aquifer as defined in SB 1723, approximately five miles north of the Sangamon River and about six miles beyond the aquifer’s mapped boundary. The second and third proposed injection well sites are also located outside the areas designated as part of the Mahomet Sole Source Aquifer Project Review Area. The Company continues to closely monitor the progress of SB 1723 and is actively evaluating any potential implications it may have for the development and permitting of our carbon sequestration project.

Additionally, see “One Earth Energy, LLC Carbon Sequestration and Plant Expansion” above for a discussion of certain other uncertainties associated with our Illinois carbon sequestration and plant expansion projects.

On August 10, 2017, we purchased, through a 95.35% owned subsidiary, the entire ownership interest of an entity that owned a refined coal facility. We began operating the refined coal facility immediately after the acquisition. As the plant was no longer eligible to receive federal production tax credits beginning on November 18, 2021, we ceased operations on that date and subsequently sold the facility. The approximately $58.2 million of federal production tax credits received through ownership of this facility remain under IRS audit.

The United States exported an estimated 1.9 billion gallons of ethanol in 2024, up from approximately 1.4 and 1.3 billion gallons in 2023 and 2022, respectively. In 2024 and 2023, an estimated 12.2 and 10.8 million metric tons, respectively, of distillers grains were exported from the United States, which represented approximately 37% and 34% in 2024 and 2023, respectively, of U.S production. There has been much discussion around proposed and recently enacted tariffs by the United States and counter-tariffs and other trade restriction involving countries which have been large purchasers from our industry in the United States which could affect future demand for these products.

The trends and uncertainties mentioned above could impact our future operating results in both positive and negative ways.

27Comparison of Three Months Ended April 30, 2025 and 2024

Comparison of Three and Nine Months Ended October 31, 2024 and 2023

The following table summarizes our results from operations (amounts in thousands):

		Three Months Ended October 31,						Nine Months Ended October 31,
	Three Months Ended April 30,
		2024				2023		2024		2023
	2025			2024
Net sales and revenue	$	$158,340	~~174,877~~	$	161,231	$	~~221,079~~	$	~~484,263~~	$	~~645,770~~
Cost of sales		143,998	~~135,196~~		146,780		~~181,789~~		~~410,358~~		~~577,962~~
Gross profit	$	$14,342	~~39,681~~	$	14,451	$	~~39,290~~	$	~~73,905~~	$	~~67,808~~
Income before income taxes	$	$13,626	~~39,505~~	$	15,963	$	~~41,282~~	$	~~74,964~~	$	~~66,022~~
Provision for income taxes	$	$(2,954)	~~(9,402)~~	$	(3,690)	$	~~(9,640)~~	$	~~(17,581)~~	$	~~(15,396)~~
Net income attributable to REX common shareholders	$	$8,678	~~24,500~~	$	10,191	$	~~26,076~~	$	~~47,069~~	$	~~40,367~~

The following table summarizes net sales and revenue by product group (amounts in thousands):

		Three Months Ended October 31,						Nine Months Ended October 31,
		Three Months Ended April 30,
		2024				2023		2024		2023
	2025			2024
Ethanol	$	$124,397	~~138,107~~	$	119,427	$	~~170,174~~	$	~~373,634~~	$	~~495,972~~
Dried distillers grains		22,286	~~25,032~~		30,686		~~34,983~~		~~77,564~~		~~106,632~~
Distillers corn oil		9,879	~~10,249~~		9,805		~~14,756~~		~~28,633~~		~~39,257~~
Modified distillers grains		1,623	~~1,159~~		1,197		~~1,159~~		~~3,479~~		~~3,814~~
Derivative financial instruments gains (losses)			300				-		737		(29)
Derivative financial instruments gains		17			-
Other		138	30		116		7		~~216~~		~~124~~
Total	$	$158,340	~~174,877~~	$	161,231	$	~~221,079~~	$	~~484,263~~	$	~~645,770~~

The following table summarizes selected operating data:

	Three Months Ended October 31,				Nine Months Ended October 31,
	Three Months Ended April 30,
	2024		2023		2024		2023
	2025		2024
Average selling price per gallon of ethanol (net of hedging)	$	1.8376	$	21.3260	$	~~1.74~~	$	~~2.32~~
Gallons of ethanol sold (in millions)		7570.59		7374.25		~~215.1~~		~~213.8~~
Average selling price per ton of dried distillers grains	$	~~147~~145.1465	$	~~194~~187.9464	$	~~166.27~~	$	~~220.92~~
Tons of dried distillers grains sold		~~170~~153,~~116~~010		~~179~~163,~~451~~533		~~466,497~~		~~482,660~~
Average selling price per pound of distillers corn oil	$	0.4446	$	0.6147	$	~~0.44~~	$	~~0.60~~
Pounds of distillers corn oil sold (in millions)		2321.4		2421.10		~~64.6~~		~~65.5~~
Average selling price per ton of modified distillers grains	$	6373.0044	$	8582.8652	$	~~68.81~~	$	~~104.94~~
Tons of modified distillers grains sold		1822,~~392~~094		1314,~~496~~510		~~50,555~~		~~36,349~~

Net sales and revenue in the quarter ended April ~~October 31~~30, ~~2024~~2025 decreased 212% compared to the prior year’s ~~third~~first quarter. ~~Net sales and revenue in the first nine months ended October 31, 2024 decreased approximately 25% compared to the first nine months of 2023.~~

Ethanol revenue ~~decreased 19~~increased 4% in the ~~third~~ first quarter of fiscal year ~~2024~~2025 compared to the ~~third~~first quarter of fiscal year ~~2023~~2024 as the ~~average~~ selling price ~~of ethanol~~per atgallon ~~our~~sold ~~consolidated~~increased ~~plants decreased 21~~10% during the ~~third~~first quarter of fiscal year ~~2024~~2025 compared to the prior year comparable period, partially offset by a 35% ~~increase~~decrease in gallons of ethanol sold~~. Ethanol revenue decreased 25% in the first nine months of fiscal year 2024 compared to the first nine months of fiscal year 2023~~, ~~driven~~impacted by alower ~~25%~~production ~~decrease in selling price while gallons sold did not change significantly~~levels. The ~~decrease in the~~ ethanol ~~selling~~pricing ~~price~~increase ~~resulted~~was primarily ~~from~~driven aby ~~decrease~~overall ~~in corn prices~~market assupply ~~the~~and ~~market price for ethanol often correlates with the market price for corn~~demand.

Dried distillers grains revenue decreased 28 27% in the ~~third~~first quarter of fiscal year ~~2024~~2025 compared to the ~~third~~first quarter of fiscal year ~~2023~~2024 as the average price per ton sold decreased 2522%, coupled with a 56% decrease in tons sold. ~~Dried~~The decrease in the dried distillers grains ~~revenue~~selling ~~decreased~~price ~~27%~~is ~~in the~~consistent ~~first~~with ~~nine~~recent ~~months~~quarters ofand ~~fiscal~~reflects ~~year~~an ~~2024~~extended ~~compared~~period toof ~~the~~lower ~~first~~corn ~~nine~~pricing ~~months~~as ofdried ~~fiscal~~distillers ~~year~~grains ~~2023,~~prices ~~driven~~often bycorrelate awith corn ~~25%~~pricing. The decrease in ~~the~~tons ~~average selling~~sold ~~price,~~was ~~along~~partially ~~with~~offset aby 3%an ~~decrease~~increase in ~~the~~ tons ~~sold.~~of ~~The~~modified ~~decrease~~distillers ingrains ~~the~~sold, ~~dried~~but ~~distillers~~also impacted ~~grains~~by ~~selling~~lower ~~price~~production ~~resulted~~levels. ~~primarily from~~Our aconsolidated ~~decrease~~plants’ indecisions ~~corn~~to ~~prices~~sell asmodified or dried distillers grains ~~prices~~fluctuate from ~~often~~time ~~correlate~~to ~~with~~time ~~corn~~based ~~pricing~~upon market conditions.

Distillers corn oil revenue decreased approximately 31% in the third quarter of fiscal year 2024 compared to the third quarter of fiscal year 2023 as the average price per pound sold decreased 28%, along with a 3% decrease in pounds sold. Distillers corn oil revenue decreased 27% in the first nine months of 2024 compared to the first nine months of 2023 as the average price per pound decreased 27%, along with

a 1% decrease in pounds sold. The decrease in the distillers corn oil selling price resulted primarily from fluctuations in demand with the renewable biodiesel market and is often tied to the price of soybean oil.

Modified distillers grains revenue did not change in the third quarter of fiscal year 2024 compared to the third quarter of fiscal year 2023 due to a 36% increase in the tons sold, offset by a decrease in the average selling price per ton sold of 27%. Modified distillers grains revenue decreased 9% in the first nine months of fiscal year 2024 compared to the first nine months of fiscal year 2023 due to a 34% decrease in the average selling price per ton sold, offset by a 39% increase in tons sold during the same period. The decrease in the modified distillers grains selling price resulted primarily from a decrease in corn prices as prices tend to move in the same direction. Our consolidated plants’ decisions to sell modified or dried distillers grains fluctuate from time to time based upon market conditions.

Gains on derivative financial instruments, included in net sales and revenue, were approximately $0.3 million in the three-month period ended October 31, 2024, compared to no gain or loss on derivative financial instruments during the three-month period ended October 31, 2023. Gains on derivative financial instruments, included in net sales and revenue, were approximately $0.7 million in the nine-month period ended October 31, 2024, compared to losses of $29,000 on derivative financial instruments during the nine-month period ended October 31, 2023. These gains and losses are related to our risk management activities and were impacted by the price movements of ethanol.

Cost of sales decreased approximately 26% in the quarter ended October 31, 2024, compared to the prior year third quarter. Corn accounted for approximately 76% ($102.6 million) of our cost of sales during the third quarter of fiscal year 2024 compared to approximately 80% ($145.2 million) during the third quarter of fiscal year 2023. Natural gas accounted for approximately 3% of our cost of sales during the third quarter of fiscal year 2024 ($4.6 million) and the third quarter of fiscal year 2023 ($6.2 million). Cost of sales decreased approximately 29% in the nine-months ended October 31, 2024, compared to the prior year comparable period. Corn accounted for approximately 76% ($312.2 million) of our cost of sales during the first nine months of fiscal year 2024 compared to approximately 81% ($467.0 million) during the first nine months of fiscal year 2023. Natural gas accounted for approximately 4% of our cost of sales during the nine months ended October 31, 2024 ($15.6 million) and during the first nine months of fiscal year 2023 ($23.3 million). The cost of corn and natural gas decreased primarily due to lower pricing for both during the three and nine months ended October 31, 2024.

As a result of the foregoing, gross profit for the third quarter of fiscal year 2024 increased approximately $0.4 million compared to the prior year’s third quarter. Gross profit for the first nine months of fiscal year 2024 increased approximately $6.1 million compared to the first nine months of fiscal year 2023.

We attempt to match quantities of ethanol, distillers grains and distillers corn oil sales contracts with an appropriate quantity of corn purchase contracts over a given time period when we can obtain a satisfactory margin resulting from the crush spread inherent in the contracts we have executed. However, the market for future ethanol sales contracts generally lags the spot market with respect to ethanol price. Consequently, we generally execute fixed price sales contracts for no more than four months into the future at any given time and we may lock in our corn or ethanol price without having a corresponding locked in ethanol or corn price for short durations of time. As a result of the relatively short period of time our contracts cover, we generally cannot predict the future movements in our realized crush spread for

more than four months. We utilize derivative financial instruments, primarily exchange traded commodity future contracts and swap contracts, in conjunction with certain of our corn procurement activities and commodity marketing activities.

SG&A expenses were approximately $8.4 million for the third quarter of fiscal year 2024, compared to approximately $7.6 million of expenses for the third quarter of fiscal year 2023. The increase from the prior year third quarter are due primarily to an increase in railcar lease expense and an increase in donations of emergency equipment to local first responders related to carbon capture. SG&A expenses were approximately $21.0 million for the first nine months of fiscal year 2024, compared to approximately $22.0 million for the first nine months of fiscal year 2023. The decrease compared to the prior year nine-month period are primarily related to restricted stock awards granted to certain executive officers in the second quarter of 2023, which were expensed upon issuance, offset partially by the increase in performance bonus expense as a result of higher net income in 2024.

During the third quarter of fiscal year 2024, we recognized income from our equity investment in Big River of approximately $3.6 million compared to income of approximately $4.7 million for the third quarter of fiscal year 2023. During the first nine months of fiscal year 2024, we recognized income from our equity investment in Big River of approximately $7.1 million compared to income of approximately $9.3 million during the first nine months of fiscal year 2023. Our investment in Big River, which has interests in four ethanol production plants, represents an effective ownership of approximately 38.5 million gallons of ethanol shipped in the trailing twelve months ended October 31, 2024. Due to the inherent volatility of commodity prices within the ethanol industry, we cannot predict the likelihood of future operating results from Big River being similar to historical results.

Interest and other income was approximately $4.6 million for the third quarter of fiscal year 2024 versus approximately $4.9 million for the third quarter of fiscal year 2023. Interest and other income was approximately $15.0 million for the first nine months of 2024 versus approximately $10.9 million for the first nine months of fiscal year 2023. One of our consolidated ethanol plants recognized $1.2 million in patronage income from an investment in a cooperative in the first quarter of 2024. During 2023, the Company’s consolidated plants received COVID-19 relief grants from the USDA of approximately $0.9 million and $1.0 million for the three- and nine-month periods ended October 31, 2023. The remaining change between the year-to-date periods related to increased interest income in the current year based upon higher balances and yields on our excess cash and short-term investments in fiscal year 2024, compared to 2023.

As a result of the foregoing, income before income taxes was approximately $39.5 million and $41.3 million for the third quarters of fiscal year 2024 and 2023, respectively. Income before income taxes was approximately $75.0 million and $66.0 million for the first nine months of fiscal year 2024 and 2023, respectively.

The Company applies an effective tax rate to interim periods that is consistent with the Company’s estimated annual tax rate as adjusted for discrete items impacting the interim periods. Our income tax provision was approximately $9.4 million and $9.6 million for the three months ended October 31, 2024 and 2023, respectively. Our income tax provision was approximately $17.6 million and $15.4 million for the first nine months of fiscal year 2024 and 2023, respectively.

~~As a~~Distillers ~~result~~corn ofoil ~~the~~revenue ~~foregoing,~~increased ~~net income was~~ approximately ~~$30.~~ 1% ~~for~~in the ~~third~~first quarter of fiscal year ~~2024~~2025 compared to ~~approximately $31.6 million for~~ the ~~third~~first quarter of fiscal year ~~2023.~~2024 ~~Net~~as the amount of pounds sold increased ~~income~~2%, ~~was~~offset ~~approximately~~by ~~$57.4~~a ~~million~~2% ~~for~~decrease in the ~~first~~average ~~nine~~price ~~months~~per ofpound. ~~fiscal~~The ~~year~~decrease ~~2024~~in ~~compared~~the todistillers ~~approximately~~corn ~~$50.6~~oil ~~million~~selling ~~for~~price resulted primarily from fluctuations in demand in the ~~first~~renewable ~~nine~~biodiesel ~~months~~market ofwhich ~~fiscal~~often ~~year~~reflects ~~2023~~the price of soybean oil.

~~Net~~Modified ~~income~~distillers ~~attributable~~grains revenue increased to36% ~~noncontrolling~~in ~~interests~~the ~~was~~first ~~approximately~~quarter ~~$5.6~~of ~~million~~fiscal ~~for~~year 2025 compared to the ~~third~~first ~~quarters~~quarter of fiscal year 2024 ~~and~~as ~~2023.~~the ~~Net~~amount ~~income~~of ~~attributable~~pounds sold increased toby ~~noncontrolling~~52%, ~~interests~~offset ~~was~~partially ~~approximately~~by ~~$10.3~~a ~~million~~decrease ~~for~~in the ~~first~~average ~~nine~~selling ~~months~~price per ton sold of ~~fiscal~~11%. ~~years~~The ~~2024~~decrease ~~and~~in ~~2023.~~the ~~These~~modified ~~amounts~~distillers ~~represent~~grains ~~the~~selling ~~other~~price ~~owners’~~resulted ~~share~~primarily from an extended period of lower corn prices as prices tend to move in the ~~income~~same ofdirection. Our ~~NuGen~~consolidated ~~and~~plants’ ~~One~~decisions ~~Earth~~to sell modified or dried distillers grains fluctuate from time to time based upon market conditions.

~~As a~~Cost ~~result~~ of ~~the~~sales ~~foregoing,~~decreased ~~net~~2% ~~income~~in ~~attributable to REX common shareholders for~~ the ~~third~~ quarter ended ofApril ~~fiscal~~30, ~~year 2024 was approximately $24.5 million~~2025, compared to ~~net~~the ~~income~~prior ~~attributable~~year tofirst ~~REX~~quarter. ~~common~~Corn ~~shareholders~~accounted offor approximately 74% ($26106.13 million) ~~for~~of our cost of sales during the ~~third~~first quarter of fiscal year ~~2023.~~2025 ~~Net income~~compared ~~attributable~~ to ~~REX~~approximately ~~common~~75% ~~shareholders~~($110.6 ~~from~~million) during the first ~~nine months~~ quarter of fiscal year 2024. ~~was~~Natural gas accounted for approximately 6% ($478.1 million~~, compared~~) toof ~~net~~our ~~income~~cost ~~attributable~~of tosales ~~REX~~during ~~common~~the ~~shareholders~~first quarter of fiscal ~~approximately~~year 2025 and 5% ($407.41 million) ~~for~~in the first ~~nine~~quarter ~~months~~ of fiscal year ~~2023~~2024.

~~Liquidity~~As ~~and~~a ~~Capital~~result ~~Resources~~of the foregoing, gross profit for the first quarter of fiscal year 2025 decreased approximately $0.1 million compared to the prior year first quarter.

~~Net~~We ~~cash~~attempt ~~provided~~to ~~by operating~~match ~~activities~~quantities ~~was approximately $39.1 million for the first nine months~~ of ~~fiscal year 2024~~ethanol, ~~compared to net cash provided~~ bydistillers ~~operating~~grains ~~activities~~and ofdistillers ~~approximately~~corn ~~$65.5~~oil ~~million~~sales ~~for~~contracts ~~the~~with ~~first~~an ~~nine~~appropriate ~~months~~quantity of ~~fiscal~~corn ~~year~~purchase ~~2023.~~contracts ~~For~~over ~~the~~a ~~first nine months~~given oftime ~~fiscal~~period ~~year~~when ~~2024,~~we ~~cash~~can ~~was~~obtain ~~provided~~a bysatisfactory ~~net~~margin ~~income~~resulting offrom ~~approximately~~the ~~$57.4~~crush ~~million,~~spread ~~adjusted~~inherent ~~upward~~in ~~for~~the ~~non-cash~~contracts ~~items~~we ofhave ~~approximately $20~~executed.~~3 million, which consisted of depreciation, amortization of operating lease right-of-use assets, income from equity method~~ ~~investments~~However, ~~interest income from short-term investments,~~ the ~~deferred~~market ~~income~~for ~~tax~~future ~~provision,~~ethanol ~~stock-based~~sales ~~compensation~~contracts ~~expense, and~~generally ~~loss~~lags ~~on disposal of property and equipment. We received dividends from Big River of approximately $3.0 million. A decrease in~~ the ~~balance~~spot ofmarket ~~accounts~~with ~~receivable~~respect ~~provided~~to ~~cash~~ethanol ~~of approximately $0~~price.9 ~~million~~Consequently, ~~primarily a result of the timing of products~~ ~~shipped~~we ~~and~~generally ~~the~~execute ~~receipt~~fixed ofprice ~~customer~~sales ~~payments~~contracts atfor ~~One~~no ~~Earth~~more ~~and~~than ~~NuGen.~~four ~~Inventories increased over the first nine~~ months ofinto ~~fiscal year 2024, using cash of approximately $2.1 million. An increase in~~ the ~~balance~~future of other assets of approximately $12.6 million primarily relates to prepayments on certain executed lease agreements, offset by changes in the carrying value of forward purchase contracts and commodity futures positions recorded at ~~fair~~any ~~value,~~given ~~decreases~~time ~~to spare parts inventory~~ and ~~decreases~~we tomay ~~prepaid insurance~~lock ~~balances. A decrease~~ in ~~the~~our ~~balance~~corn ofor ~~refundable~~ethanol ~~income~~price ~~taxes~~without ofhaving ~~approximately~~a ~~$0.2~~corresponding ~~million~~locked ~~primarily~~in ~~relates~~ethanol toor ~~the~~corn ~~accrual~~price ~~of the federal taxes currently payable and the timing of estimated tax payments~~ for ~~the~~short ~~first~~durations ~~nine months~~ of ~~2024~~time. ~~While~~As ~~the Company~~a ~~has~~result ~~tax credits available to offset all amounts owed, the Company is limited to using tax credits for only 75%~~ of ~~federal taxes owed. A decrease in~~ the ~~balance~~relatively ofshort ~~accounts~~period ~~payable used cash~~ of ~~approximately~~time ~~$21.6~~our ~~million~~contracts cover, ~~which~~we ~~was~~generally ~~primarily~~cannot apredict ~~result of~~ the ~~timing~~ offuture ~~inventory~~movements ~~receipts and vendor payments. A decrease~~ in ~~the~~our ~~balance of other liabilities used cash of approximately $6.2~~realized ~~million,~~crush ~~which~~spread ~~was~~for ~~primarily~~more ~~caused~~than byfour ~~the reduction in the lease liability of $4~~months.0 ~~million~~We ~~from~~utilize ~~payments~~derivative ~~made~~financial ~~during the year. Additionally~~instruments, aprimarily ~~decrease~~exchange intraded ~~accrued~~commodity ~~payroll~~future contracts and ~~accrued~~swap ~~utility liabilities used cash of approximately $0.6 million and $1.3 million~~contracts, ~~respectively.~~ ~~The decrease~~ in ~~the~~conjunction ~~accrued~~with ~~payroll~~certain ~~is primarily related to the payment~~ of ~~the~~our ~~2023~~corn ~~incentive~~procurement ~~bonuses,~~activities ~~offset~~and ~~partially by~~commodity ~~the~~marketing ~~accrual of the 2024 incentive bonuses to be paid in 2025~~activities. ~~Other offsetting fluctuations within other liabilities were insignificant.~~

SG&A expenses were approximately $5.9 million for the first quarter of fiscal year 2025, compared to approximately $6.1 million of expenses for the first quarter of fiscal year 2024. The decreases compared to the prior year first quarter are due primarily to a decrease in performance bonus expense of $0.2 million and a decrease in stock compensation expense of $0.3 million subsequent to the completion of the restricted stock units performance period on December 31, 2024. These decreases were partially offset by an increase in rail car lease expense due to higher rates realized upon lease renewals.

During the first quarter of fiscal year 2025, we recognized income from our equity investment in Big River of approximately $1.0 million compared to income of approximately $1.7 million for the first quarter of fiscal year 2024. Our investment in Big River, which has interests in four ethanol production plants, represents an effective ownership of approximately 39.2 million gallons of ethanol shipped in the trailing twelve months ended April 30, 2025. Due to the inherent volatility of commodity prices within the

~~Net~~ethanol ~~cash~~industry, ~~provided~~we bycannot ~~operating~~predict ~~activities was approximately $65.5 million for~~ the ~~first~~likelihood ~~nine months~~ of ~~fiscal year 2023. For the first nine months of fiscal year 2023, cash~~future ~~was provided by net income of approximately $50.6 million, adjusted for non-cash items of approximately $16.3 million, which consisted of depreciation, amortization of~~ operating ~~lease~~results ~~right-of-use assets, income~~ from equity method investments, interest income from short-term investments, the deferred income tax provision, stock-based compensation expense, and loss on disposal of property and equipment. We received dividends from Big River ofbeing ~~approximately~~similar $5.5 million. An increase in the balance of accounts receivable used cash of approximately $5.0 million, primarily a result of the timing of products shipped and the receipt of customer payments at One Earth and NuGen. Inventories decreased over the first nine months of fiscal year 2023, providing cash of $11.2 million. An increase in the balance of other assets of approximately $1.3 million primarily relates to ~~changes~~historical ~~in the carrying value of forward purchase contracts and commodity futures positions recorded at fair value~~results. An increase in the balance of refundable income taxes of approximately $1.5 million primarily relates to overpayment of taxes currently payable for the previous fiscal year and quarterly estimated tax payments. While the Company has tax credits available to offset all amounts owed, the Company is limited to using tax credits for only 75% of federal taxes owed. A decrease in the balance of accounts payable used cash of approximately $5.6 million, which was primarily a result of the timing of inventory receipts and vendor payments. A decrease in the balance of other liabilities used cash of approximately $4.8 million.

AtInterest ~~October~~and ~~31,~~other ~~2024,~~income ~~working capital~~ was ~~approximately~~ approximately $~~392~~4.52 million, ~~compared~~for tothe first quarter of fiscal year 2025 versus approximately $~~385~~5.89 million atfor ~~January~~the ~~31,~~first quarter of fiscal year 2024. The ~~ratio~~decrease is primarily related to decreased interest income of $1.3 million in the current ~~assets~~year based upon lower balances and yields on our excess cash and short-term investments in fiscal year 2025, compared to ~~current~~2024. ~~liabilities~~One of our consolidated ethanol plants recognized $0.5 million less in patronage income from an investment ~~was~~in 9a cooperative in the first quarter of 2025 ($0.97 million) compared to 1the atfirst ~~October~~quarter ~~31,~~of 2024 ~~and~~($1.2 6million).8 We do not expect patronage income from this investment in a cooperative to 1be atsignificant ~~January~~in ~~31,~~future ~~2024~~periods.

~~Cash~~As ofa ~~approximately~~result ~~$37.6 million was provided by investing activities for the first nine months~~ of ~~fiscal year 2024, compared to cash used in investing activities of approximately $63.3 million during~~ the ~~first nine months of fiscal year 2023. During the first nine months of fiscal year 2024~~foregoing, ~~the~~income ~~Company had~~before ~~capital~~income ~~expenditures~~taxes ofwas approximately $5513.46 million, ~~primarily for various capital projects at our consolidated ethanol plants, including $24.5 million for expansion~~ and ~~CI scoring reduction projects at the One Earth facility and~~ $2216.40 million for the ~~carbon sequestration project. During the~~ first ~~nine~~quarters ~~months~~ of fiscal year ~~2024,~~2025 we purchased short-term U.S. Treasury Bills of approximately $210.3 million, while U.S. Treasury Bills of approximately $303.0 million matured. The U.S Treasury Bills had maturities of less than one year and ~~we classified them as short-term investments. Depending on the investment options available~~2024, ~~we may elect to retain the funds, or a portion thereof, in cash, short-term investments or long-term investments~~respectively.

~~Cash~~The ofCompany ~~approximately~~applies ~~$63.3~~an ~~million~~effective ~~was~~tax ~~used~~rate into ~~investing~~interim ~~activities~~periods ~~for~~that ~~the~~is ~~first~~consistent ~~nine~~with ~~months~~the ofCompany’s ~~fiscal~~estimated ~~year~~annual ~~2023.~~tax ~~During~~rate ~~the~~as ~~first~~adjusted ~~nine~~for ~~months~~discrete ofitems ~~fiscal year 2023, we had~~impacting ~~capital~~the ~~expenditures~~interim ~~of approximately $22~~periods.4 ~~million,~~Our ~~primarily~~income ~~for~~tax ~~various~~provision ~~capital~~was ~~projects~~approximately ~~at our consolidated ethanol plants, including~~ $73.70 million ~~for expansion~~ and ~~CI scoring reduction projects at the One Earth facility and~~ $83.07 million for the ~~carbon sequestration~~three ~~project. During the first nine~~ months ofended ~~fiscal~~April ~~year 2023~~30, we2025 purchased U.S. Treasury Bills of approximately $378.4 million. During the first nine months of fiscal year 2023 U.S. Treasury Bills of approximately $337.5 million matured. The U.S Treasury Bills had maturities of less than one year and we2024, ~~classified them as short-term investments~~respectively.

As a result of the foregoing, net income was approximately $10.7 million for the first quarter of fiscal year 2025 compared to approximately $12.3 million for the first quarter of fiscal year 2024.

Net income attributable to non-controlling interests was approximately $2.0 million for the first quarter of fiscal year 2025 and $2.1 million for the first quarter of 2024. These amounts represent the other owners’ share of the income of NuGen and One Earth.

As a result of the foregoing, net income attributable to REX common shareholders for the first quarter of fiscal year 2025 was approximately $8.7 million, compared to net income attributable to REX common shareholders of approximately $10.2 million for the first quarter of fiscal year 2024.

Liquidity and Capital Resources

Net cash used in operating activities was approximately $3.5 million for the first quarter of fiscal year 2025, compared to net cash used in operating activities of approximately $2.3 million for the first quarter of fiscal year 2024. For the first quarter of fiscal year 2025, cash was provided by net income of approximately $10.7 million, adjusted upward for non-cash items of approximately $4.4 million, which consisted of depreciation, amortization of operating lease right-of-use assets, income from equity method investments, interest income from short-term investments, the deferred income tax provision, and stock-based compensation expense. An increase in the balance of accounts receivable used cash of approximately $6.5 million, primarily as a result of the timing of products shipped and the receipt of customer payments at One Earth and NuGen. Inventories decreased over the first quarter of fiscal year 2025, providing cash of approximately $1.2 million. A decrease in the balance of other assets of approximately $0.1 million primarily related to decreases in prepaid insurance as well as by changes in the carrying value of forward purchase contracts and commodity futures positions recorded at fair value, offset by increases in spare parts inventory and other prepaid balances. An increase in the balance of refundable income taxes of approximately $0.9 million primarily relates to the accrual of the federal taxes currently payable being less

~~Cash~~than estimated federal tax payments made to date. While the Company has tax credits available to offset all amounts owed, the Company is limited to using tax credits for only 75% of ~~approximately~~federal taxes owed. A decrease in the balance of accounts payable used cash of approximately $18.9 million, which was ~~used~~primarily ina ~~financing~~result of ~~activities~~the ~~for~~timing ~~the~~of ~~first~~inventory ~~nine~~receipts ~~months~~and ofvendor ~~fiscal~~payments. ~~year~~A ~~2024~~decrease ~~for~~in ~~payments~~the tobalance ~~noncontrolling~~of ~~interests~~other liabilities used cash of approximately ~~holders~~$3.8 million, ~~compared~~which towas primarily caused by a decrease in accrued payroll which used cash of approximately $05.72 million, ~~for~~due to the ~~first~~timing ~~nine~~of ~~months~~annual bonus payments. Additionally, a decrease in the lease liability used cash of ~~fiscal~~$1.5 ~~year~~million ~~2023~~based on payments made during the quarter. These decreases are partially offset by an increase in other current liabilities of $3.0 million.

WeNet ~~are~~cash ~~investigating~~used in operating activities was ~~various~~approximately ~~uses~~$2.3 million for ~~our~~the ~~excess~~first ~~cash~~quarter ~~and~~of ~~short-term~~fiscal ~~investments~~year 2024. WeFor ~~expect~~the ~~total~~first ~~capital~~quarter ~~expenditures~~of ~~related~~fiscal toyear ~~the~~2024, ~~construction~~cash atwas provided ~~the~~by ~~One~~net ~~Earth~~income ~~facilities~~of toapproximately ~~approximate~~ $~~165~~12.3 million, toadjusted upward for non-cash items of approximately $~~175~~5.6 million, ~~inclusive~~which consisted of depreciation, amortization of operating lease right-of-use assets, income from equity method investments, interest income from short-term investments, the ~~carbon~~deferred ~~sequestration~~income ~~project~~tax provision, and ~~plant~~stock-based ~~capacity~~compensation expense. A decrease in the balance of ~~expansion~~accounts ~~and~~receivable ~~ongoing~~provided ~~efforts~~cash toof ~~reduce~~approximately CI$1.7 ~~scoring~~million, ~~which~~primarily wea ~~currently~~result ~~plan~~of tothe ~~pay~~timing ~~from~~of ~~our~~products ~~available~~shipped ~~cash~~and the receipt of customer payments at One Earth and NuGen. AsInventories were nearly flat over the first three months of ~~October~~fiscal ~~31,~~year 2024,. weAn ~~have~~increase ~~spent~~in the balance of other assets of approximately $523.98 million ~~since~~primarily ~~inception~~related to prepayments on certain executed lease agreements, offset by changes in the carrying value of forward purchase contracts and ~~are~~commodity ~~contractually~~futures ~~committed~~positions torecorded at ~~spend~~fair anvalue. ~~additional~~A decrease in the balance of refundable income taxes of approximately $21.41 million ~~toward~~primarily relates to the ~~carbon~~accrual ~~sequestration~~of ~~project.~~the Asfederal oftaxes ~~October~~currently ~~31,~~payable ~~2024,~~for wefirst ~~have~~quarter ~~spent~~of ~~$50~~2024.2 ~~million~~While ~~since~~the ~~inception~~Company ~~and~~has ~~are~~tax ~~contractually~~credits ~~committed~~available to ~~spend~~offset all amounts anowed, ~~additional~~the Company is limited to using tax credits for only 75% of federal taxes owed. A decrease in the balance of accounts payable used cash of approximately $712.47 million, ~~toward~~which ~~plant~~was ~~capacity~~primarily ~~expansion~~a ~~and~~result CIof ~~scoring~~the ~~reduction~~timing ~~efforts~~of inventory receipts and vendor payments. A ~~For~~decrease ~~all~~in ~~projects,~~the webalance ~~plan~~of toother ~~spend~~ liabilities used cash of approximately $256.2 million, towhich was primarily caused by a decrease in accrued payroll of approximately $355.4 million ~~during~~following the ~~remainder~~payment of fiscal year ~~2024~~2023 bonuses.

WeAt ~~have~~April a30, ~~stock~~2025, ~~buyback~~working capital was ~~program~~approximately ~~with~~$356.2 ~~876~~million,~~786~~ ~~shares~~compared ~~remaining~~to ~~authorized~~$385.4 million at ~~October~~January 31, ~~2024~~2025. WeThe ~~typically~~ratio ~~repurchase~~of ~~our~~current ~~common~~assets ~~stock~~to ~~when~~current ~~our stock price~~liabilities iswas ~~trading~~9.4 ~~at a price we deem~~ to be1 aat ~~discount~~April to30, ~~the~~2025 ~~underlying~~and ~~value of our net assets~~8.6 ~~We continue~~ to ~~seek~~1 ~~investment~~at ~~opportunities, including~~January ~~ethanol and/or energy related~~31, ~~carbon sequestration related, agricultural or other ventures, we believe meet our investment criteria~~2025.

~~Forward~~Cash of approximately $1.8 million was provided by investing activities for the first quarter of fiscal year 2025, compared to cash provided by investing activities of approximately $11.9 million during the first quarter of fiscal year 2024. During the first quarter of fiscal year 2025, the Company had capital expenditures of approximately $6.9 million, primarily for various capital projects at our consolidated ethanol plants, including $5.1 million for expansion and CI scoring reduction projects at the One Earth facility and $0.7 million for the carbon sequestration project. During the first quarter of fiscal year 2025, we purchased short-~~Looking~~term ~~Statements~~U.S. Treasury Bills of approximately $41.4 million, while U.S. Treasury Bills of approximately $50.0 million matured. The U.S Treasury Bills had maturities of less than one year and we classified them as short-term investments. Depending on the investment options available, we may elect to retain the funds, or a portion thereof, in cash, short-term investments or long-term investments.

~~This~~Cash ~~Form~~of ~~10-Q~~approximately ~~contains~~$11.9 ormillion ~~may contain forward-looking~~was ~~statements~~provided ~~as defined in the Private Securities Litigation Reform Act of 1995. Such statements can be identified~~ by ~~use~~investing ofactivities ~~forward-looking terminology~~for ~~such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or~~ the ~~negative~~first ~~thereof~~quarter orof ~~other~~fiscal ~~variations~~year ~~thereon or comparable terminology~~2024. ~~Readers~~During are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the ~~risk~~first ~~factors~~quarter ~~set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the effect~~ of ~~pandemics~~fiscal ~~such~~year ~~as COVID-19 on the Company’s business operations~~2024, ~~including~~we ~~impacts on supplies, demand, personnel and other factors, the impact of legislative~~had ~~and~~capital ~~regulatory~~expenditures ~~changes, the price volatility and availability~~ of ~~corn,~~approximately ~~distillers~~$24.8 ~~grains~~million, ~~ethanol,~~primarily ~~distillers~~for ~~corn~~various ~~oil,~~capital ~~gasoline and~~projects ~~natural~~at ~~gas,~~our ~~commodity~~consolidated ~~market risk,~~ ethanol plants ~~operating efficiently and according to forecasts and projections~~, ~~logistical~~ ~~interruptions,~~including success in permitting and developing the planned carbon sequestration facility near the One Earth Energy ethanol plant, changes in the international, national or regional economies, the impact of inflation, the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S. foreign trade policy, changes in foreign currency exchange rates and the effects of terrorism or acts of war. The Company does not intend to update publicly any forward-looking statements except as required by law. Other factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in Item 1A of the Company’s Annual Report on Form $10~~-K for the fiscal year ended January 31, 2024 (File No~~. ~~001-09097).~~1

million for expansion and CI scoring reduction projects at the One Earth facility and $11.0 million for the carbon sequestration project. During the first quarter of fiscal year 2024, we purchased U.S. Treasury Bills of approximately $85.0 million. During the first quarter of fiscal year 2024 U.S. Treasury Bills of approximately $121.5 million matured. The U.S Treasury Bills had maturities of less than one year and we classified them as short-term investments.

Cash of approximately $32.7 million was used in financing activities in the first quarter of fiscal year 2025 for the repurchase of the Company’s stock. There were no repurchases of Company stock in the first quarter of 2024. Additionally, $2.0 million was used in the first quarter of fiscal year 2025 for payments to non-controlling interests holders, compared to approximately $1.8 million for the first quarter of fiscal year 2024.

We are investigating various uses for our excess cash and short-term investments. We expect total capital expenditures related to the construction at the One Earth facilities to approximate $220 million to $230 million, inclusive of the carbon sequestration project and plant capacity expansion and ongoing efforts to reduce CI scoring, which we currently plan to pay from our available cash. This estimate is subject to further refinement as the project progresses. As of April 30, 2025, we had spent $56.3 million since inception and were contractually committed to spend an additional $0.9 million toward the carbon sequestration project. As of April 30, 2025, we had spent $66.4 million since inception and were contractually committed to spend an additional $8.3 million toward plant capacity expansion and CI scoring reduction efforts. For all projects, we plan to spend $60 million to $80 million during the remainder of fiscal year 2025.

We have a stock buyback program with 1,181,963 shares remaining authorized at April 30, 2025. We typically repurchase our common stock when our stock price is trading at a price we deem to be a discount to the underlying value of our net assets. We continue to seek investment opportunities, including ethanol and/or energy related, carbon sequestration related, agricultural or other ventures, we believe meet our investment criteria.

Forward-Looking Statements

This Form 10-Q contains or may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the impact of legislative and regulatory changes, the price volatility and availability of corn, distillers grains, ethanol, distillers corn oil, gasoline and natural gas, commodity market risk, ethanol plants operating efficiently and according to forecasts and projections, logistical interruptions, success in permitting and developing the planned carbon sequestration facility near the One Earth Energy ethanol plant, changes in the international, national or regional economies, the impact of inflation, the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S. foreign trade policy and tariffs, changes in foreign currency exchange rates, the effects of terrorism or acts of war and the effect of pandemics on the Company’s business operations, including

impacts on supplies, demand, personnel and other factors. The Company does not intend to update publicly any forward-looking statements except as required by law. Other factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025 (File No. 001-09097).

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to the impact of market fluctuations associated with commodity prices as discussed below.

We manage a portion of our risk with respect to the volatility of commodity prices inherent in the ethanol industry by using forward fixed-price purchase and fixed-price sale contracts and exchange traded commodity futures contracts. Our remaining exposure to market risk, which includes the impact of our risk management activities resulting from our fixed-price purchase and sale contracts and derivatives, is based on the estimated effect on pre-tax income for the twelve months following ~~October~~April 3130, ~~2024~~2025 is as follows, assuming normal operating capacity (amounts in thousands):

Commodity

Estimated Total Volume for 12 Months

Unit of Measure

~~Decrease in Pre-tax Income From a 10% Adverse Change in Price~~

Decrease in Pre-tax Income From a 10% Adverse Change in Price

Ethanol

~~300~~295,000

~~Gallons~~

Gallons

~~49,091~~

51,422

Corn

~~103~~102,~~800~~100

~~Bushels~~

Bushels

~~37,591~~

42,626

Distillers Grains

~~717~~718

~~Tons~~

Tons

~~8,413~~

8,588

Distillers Corn Oil

9085,000

~~Pounds~~

Pounds

~~3,483~~

3,934

Natural Gas

7,400

~~MmBtu~~

MmBtu

~~1,986~~

2,329

Item 4. Controls and Procedures

Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures, as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

3536

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are, from time to time, involved in various legal proceedings incidental to the conduct of our business. We believe that any current proceedings will not have a material adverse effect on our financial condition or results of operations.

Item 1A. Risk Factors

There have been no material changes to the risk factors discussed in our Annual Report on Form 10-K for the year ended January 31, ~~2024~~2025.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Onfollowing ~~August 31,~~table ~~2021,~~provides ~~our~~information with ~~Board~~respect ofto ~~Directors~~the ~~increased~~Company’s ~~our share~~ repurchase ~~authorization by an additional 1,500,000 shares (split-adjusted). At October 31, 2024, a total~~ of ~~876,786~~its ~~shares~~common ~~remained~~stock ~~available~~during tothe ~~purchase~~period ~~under~~covered by this ~~authorization.~~report:

There were no share repurchases by the Company in the third quarter of fiscal year 2024.

	Issuer Purchases of Equity Securities
Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)
February 1-28, 2025		281,709	$	42.56		281,709		222,510
March 1-31, 2025		41,307		38.61		41,307		1,681,203
April 1-30, 2025		499,240		38.34		499,240		1,181,963

Total		822,256	$	39.80		822,256		1,181,963

(1)

On January 31, 2025, 504,219 shares remained under a prior authorization by the Board of Directors on August 31, 2021. On March 25, 2025, the Board of Directors authorized the repurchase from time to time of up to an additional 1,500,000 shares through open market transactions, privately negotiated transactions, or transactions by other means in accordance with applicable securities laws. At April 30, 2025, a total of 1,181,963 shares remained available to purchase under this authorization.

Item 3. Defaults upon Senior Securities

Not Applicable

Item 4. Mine Safety Disclosures

Not Applicable

Item 5. Other Information

Not Applicable

Item 6. Exhibits

The following exhibits are filed with this report:

3(b)		By-Laws, as amended (incorporated by reference to Exhibit 3(ii) to Form 8-K filed August 7, 2024, File No. 001-09097)
31	Rule 13a-14(a)/15d-14(a) Certifications
10		Consulting Services Agreement, effective as of August 1, 2024, between One Earth Sequestration LLC and Highstake 35 LLC dba Mercury Public Affairs
32	Section 1350 Certifications
31		Rule 13a-14(a)/15d-14(a) Certifications
101	The following information from REX American Resources Corporation Quarterly Report on Form 10-Q for the quarter ended April 30, 2025, formatted in iXBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Equity, (iv) Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements.
32		Section 1350 Certifications
101		The following information from REX American Resources Corporation Quarterly Report on Form 10-Q for the quarter ended October 31, 2024, formatted in iXBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Equity, (iv) Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements.

3738

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, thereunto duly authorized.

	REX American Resources Corporation Registrant
Signature	Title	Date
/s/ Zafar A. Rizvi	Chief Executive Officer and President
(Zafar A. Rizvi)	(Chief Executive Officer)	December 5, 2024
/s/ Douglas L. Bruggeman	Vice President, Finance and Treasurer
(Douglas L. Bruggeman)	(Chief Financial Officer)	December 5, 2024

REX American Resources Corporation
Registrant

Signature	Title	Date

/s/ Zafar A. Rizvi (Zafar A. Rizvi)	Chief Executive Officer and President (Chief Executive Officer)	June 4, 2025

/s/ Douglas L. Bruggeman (Douglas L. Bruggeman)	Vice President, Finance and Treasurer (Chief Financial Officer)	June 4, 2025

Forward purchase contracts assets are included in “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets. These contracts are for purchases of approximately 11.8 million and 9.3 million bushels of corn at October 31, 2024 and January 31, 2024, respectively. Forward purchase contracts liabilities are included in “Accrued expenses and other current liabilities” on the accompanying Consolidated Balance Sheets. These contracts are for purchases of approximately 4.7 million and 8.2 million bushels of corn at October 31, 2024 and January 31, 2024, respectively. As of October 31, 2024 and January 31, 2024, all of the derivative financial instruments held by the Company were subject to enforceable master netting arrangements. The Company’s accounting policy is to offset position amounts owed or owing with the same counterparty. Depending on the amount of unrealized gains and losses on derivative contracts held by the Company, the counterparty may require collateral to secure the Company’s derivative contract positions. As of October 31, 2024 and January 31, 2024, the Company was required to maintain collateral with the counterparty in the amount of approximately $1.2 million and $2.2 million, respectively, recorded within “Prepaid expenses and other” on the accompanying Consolidated Balance Sheets. 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