$LMNR·8-K

Limoneira CO · Mar 27, 4:00 PM ET

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Limoneira CO 8-K

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Limoneira Co Reports Annual Meeting Vote Results (Mar 25, 2026)

What Happened Limoneira Company (LMNR) filed an 8-K reporting the results of its Annual Meeting held March 25, 2026 (record date Jan 30, 2026). Stockholders approved the election of two director nominees to three-year terms (ending at the 2029 Annual Meeting), passed a non-binding advisory vote on executive compensation, and ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending October 31, 2026. Common stock and two series of preferred stock voted together as a single class.

Key Details

  • Record date and voting power: 18,130,967 shares of Common Stock; 14,790 shares of Series B 8.75% Convertible Preferred Stock (10 votes each = 147,900 votes); and 9,300 shares of Series B‑2 4% Convertible Preferred Stock. A quorum was present with 14,364,925.61 Common shares and 14,790 Series B shares represented (79.46% of total outstanding).
  • Director elections: Elizabeth Mora — For 6,186,379.61; Withheld 4,921,044.00; Broker Non‑Votes 3,413,762.00. Peter J. Nolan — For 10,941,016.61; Withheld 149,387.00; Broker Non‑Votes 3,413,762.00. Both were duly elected to three‑year terms.
  • Advisory executive pay vote: For 8,401,153.04; Against 2,176,063.58; Abstain 521,847.00; Broker Non‑Votes 3,413,762.00. The non‑binding proposal to approve named executive officer compensation was approved by shareholders.
  • Auditor ratification: Deloitte & Touche LLP ratified as auditor for FY ending Oct 31, 2026 — For 14,440,149.61; Against 35,825.00; Abstain 36,851.00.

Why It Matters These outcomes confirm the company’s board composition through 2029 and show shareholder support for management’s executive compensation approach (advisory only). Ratification of Deloitte ensures continuity of the independent audit firm for the coming fiscal year. Investors may view the voting margins and broker non‑votes as indicators of shareholder engagement and support for current governance and financial oversight.

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