UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 5 16, 2026

LIFECORE BIOMEDICAL, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-27446

94-3025618

(State or other jurisdiction of incorporation)

(Commission file number)

(IRS Employer Identification No.)


3515 Lyman Boulevard
Chaska,	Minnesota	55318
(Address of principal executive offices)		(Zip Code)

(952) 368-4300

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, par value $0.001 per share

LFCR

The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 52.~~08 Shareholder~~02 Results ~~Director~~of ~~Nominations~~Operations and Financial Condition.

On ~~August 1~~March 16, ~~2025~~2026, ~~the Board of Directors (the “Board”) of~~ Lifecore Biomedical, Inc. (the “Company”) ~~approved~~issued a ~~change~~press inrelease ~~the~~announcing ~~Company’s~~its ~~fiscal~~consolidated ~~year~~financial ~~that~~results ~~ended~~for on the ~~last~~fourth ~~Sunday~~quarter ofand ~~May~~transition ~~to a fiscal year that corresponds with the calendar year, ending on December 31, effective for the fiscal~~ period ~~beginning~~ended ~~May 26, 2025 and ending~~ December 31, 2025. AsThe apress ~~result~~release ~~of this change, the Company~~ is ~~filing~~furnished ~~its~~herewith ~~periodic reports required under the Securities Exchange Act of 1934,~~ as ~~amended~~Exhibit (the “Exchange Act”) with the Securities and Exchange Commission (“SEC”) in accordance with the requirements of a calendar year reporting company, and also currently intends to align its Annual Meetings of Shareholders and related Definitive Proxy Statements on Schedule 14A with the general approach and timing for calendar year reporting companies99. ~~Accordingly, on March 5, 2026, the Board established June 4, 2026 as the date of the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”)~~1.

~~Because~~The ofinformation in this ~~change,~~Item ~~the~~2.02 ~~date~~ of ~~the~~this ~~2026~~Current ~~Annual~~Report, ~~Meeting~~including ~~will~~Exhibit ~~change~~99.1, byis ~~more~~being ~~than~~furnished 30and ~~days~~shall ~~from~~not ~~the~~be ~~anniversary~~deemed ~~of the Company’s 2025 Annual Meeting of Stockholders (the~~ “~~2025 Annual Meeting~~filed”), ~~which~~for ~~was~~purposes ~~held~~of onSection ~~October~~18 ~~29,~~of ~~2025. Accordingly,~~ the ~~due~~Securities ~~dates~~Exchange ~~for~~Act ~~the submission~~ of ~~any~~1934, ~~qualified~~as ~~shareholder~~amended ~~proposal or qualified shareholder nominations under applicable SEC rules and our Amended and Restated Bylaws~~ (the “~~Bylaws~~Exchange Act”), ~~including pursuant to Rule 14a-8~~ or ~~Rule~~otherwise ~~14a-18~~subject ofto the ~~Exchange~~liabilities ~~Act,~~of orthat ~~otherwise,~~Section. ~~must~~The beinformation ~~received~~in bythis ~~the~~Item ~~Company~~2.02 noof ~~later~~this ~~than~~Current ~~March 16~~Report, ~~2026~~including ~~and~~Exhibit ~~must~~99.1, ~~comply~~shall ~~with~~not ~~all~~be ofincorporated ~~the~~by ~~applicable~~reference ~~requirements set forth~~ in ~~the~~any ~~rules~~filing ~~and regulations~~ under the ~~Exchange~~Securities Act, ~~the~~of ~~Bylaws~~1933, ~~and~~as ~~the~~amended ~~applicable~~or ~~laws of~~ the ~~State~~Exchange ofAct, ~~Delaware.~~except ~~Notices~~as ~~should~~shall be ~~sent~~expressly toset ~~the~~forth ~~Company’s~~by ~~Secretary~~specific atreference ~~the~~in ~~following~~such ~~address:~~a ~~Lifecore Biomedical, Inc~~filing.~~, Attn: Secretary, 3515 Lyman Blvd., Chaska, MN 55318.~~

InItem ~~addition~~7.01 Regulation to complying with this deadline, stockholder nominations or proposals intended to be considered for inclusion in the Company’s proxy materials for the 2026 Annual Meeting must also comply with the Bylaws, all applicable rules and regulations promulgated by the SEC under the Exchange Act, including the additional requirements of Rule 14a-19(b) under the Exchange Act, and the applicable laws of the state of DelawareFD.

On March 16, 2026, the Company made available on its website certain investor presentation materials (the “Investor Presentation”). A copy of the Investor Presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference in this Item 7.01.

The information furnished in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.2 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press Release issued March 16, 2026 by Lifecore Biomedical, Inc.

99.2

Lifecore Biomedical Investor Presentation dated March 16, 2026

104

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 5 16, 2026


			LIFECORE BIOMEDICAL, INC.


By:			/s/ Ryan D. Lake
			Ryan D. Lake
			Chief Financial Officer

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