Limoneira Company

03/28/2024 | Press release | Distributed by Public on 03/28/2024 14:05

Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

(e)

As further described in Item 5.07 below, Limoneira Company (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting") on March 26, 2024. At the Annual Meeting, the Company's stockholders approved a proposal to amend and restate Section 4(a) of the Limoneira Company 2022 Omnibus Incentive Plan (the "2022 Plan") to increase the number of shares of the Company's common stock available for awards by an additional 1,000,000 shares from 500,000 to a total of 1,500,000 shares (the "2022 Plan Amendment"). The Company's executive officers and directors are eligible to participate in the 2022 Plan. Prior to the Annual Meeting, the Company's Board of Directors approved the 2022 Plan Amendment, subject to the approval of the Company's stockholders. A description of the material terms and conditions of the 2022 Plan are provided in the Company's definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on February 12, 2024, and such description is incorporated herein by reference.

The foregoing summary of the 2022 Plan Amendment does not purport to be complete and is subject to and qualified in its entirety by the full text of the 2022 Plan Amendment, a copy of which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.