UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events |
Share Repurchase Program
On March 14, 2025, the Board of Directors of Limoneira Company, a Delaware corporation (the “Company”), approved a share repurchase program authorizing the Company to repurchase up to $30,000,000 shares of its outstanding shares of common stock, par value $0.01 (“Common Stock”). Repurchases of shares of Common Stock under the share repurchase program will be made in accordance with applicable securities laws and may be made under a variety of methods, which may include open market or in privately negotiated transactions. The share repurchase program may be modified, suspended or discontinued at any time and does not commit the Company to repurchase shares of the Common Stock. The extent to which the Company repurchases shares of Common Stock, and the timing of such repurchases, will depend upon a variety of factors, including market conditions, regulatory requirements and other corporate considerations, as determined by the Company.
Termination of Process of Exploring Potential Strategic Alternatives
On March 14, 2025, the Company determined to formally cease its process to explore potential strategic alternatives that was previously announced in a press release and Current Report on Form 8-K as filed with the Securities and Exchange Commission on December 1, 2023.
On March 17, 2025, the Company issued a press release announcing the share repurchase program and the conclusion of the process to explore potential strategic alternatives, which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit Number | Description |
| 99.1 | Limoneira Company Press Release dated March 17, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 17, 2025 | LIMONEIRA COMPANY | |
| By: | /s/ Mark Palamountain | |
| Mark Palamountain | ||
| Executive Vice President, Chief Financial Officer and Treasurer | ||