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1
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, DC
20549
FORM
10-Q
Quarterly report pursuant to Section 13 or 15(d)
of the Securities Exchange
Act of 1934
For the quarterly period ended
February 28, 2026
or
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:
001-38695
CAL-MAINE FOODS, INC.
(Exact name of registrant as
specified in its charter)
Delaware
64-0500378
(State or other jurisdiction of incorporation
or organization)
(I.R.S Employer Identification No.)
1052 Highland Colony Pkwy
,
Suite 200
,
Ridgeland
,
Mississippi
39157
(Address of principal executive
offices)
(Zip Code)
(
601
)
948-6813
(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 per share
CALM
The
NASDAQ
Global Select Market
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 (§232.405
of this
chapter) 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
the
definitions
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
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
There were
47,376,588
shares of Common Stock, $0.01 par
value, outstanding as of April 1,
2026.
3
PART
I.
FINANCIAL
INFORMATION
ITEM 1.
FINANCIAL STATEMENTS
Cal-Maine Foods, Inc. and Subsidiaries
Condensed Consolidated Balance
Sheets
(In thousands, except for par value
amounts)
(Unaudited)
February 28, 2026
May 31, 2025
Assets
Current assets:
Cash and cash equivalents
$
392,159
$
499,392
Investment securities available-for-sale
759,768
892,708
Trade and other receivables, net
185,176
259,304
Income tax receivable
49,722
13,057
Inventories
348,910
295,670
Prepaid expenses and other current
assets
13,751
7,979
Total current assets
1,749,486
1,968,110
Property, plant & equipment, net
1,221,162
1,026,684
Investments in unconsolidated entities
9,182
11,095
Goodwill
87,059
46,776
Intangible assets, net
53,361
15,157
Other long-term assets
19,011
16,797
Total Assets
$
3,139,261
$
3,084,619
Liabilities and Stockholders’
Equity
Current liabilities:
Accounts payable
$
106,494
$
101,033
Accrued wages and benefits
36,618
60,263
Dividends payable
16,841
114,163
Accrued expenses and other
liabilities
53,025
32,912
Total current liabilities
212,978
308,371
Other noncurrent liabilities
34,625
55,582
Deferred income taxes, net
184,526
154,651
Total liabilities
432,129
518,604
Commitments and contingencies - see
Note 10
Stockholders’ equity:
Common stock ($
0.01
par value) - authorized
120,000
shares, issued
75,061
shares
751
751
Paid-in capital
84,382
80,845
Retained earnings
2,800,993
2,565,928
Accumulated other comprehensive
income (loss), net of tax
1,404
(1,007)
Common stock in treasury at cost –
27,686
shares at February 28, 2026 and
26,567
shares at May 31, 2025
(187,362)
(85,893)
Total Cal-Maine Foods, Inc. stockholders’ equity
2,700,168
2,560,624
Noncontrolling interest in consolidated
entity
6,964
5,391
Total stockholders’ equity
2,707,132
2,566,015
Total Liabilities and Stockholders’ Equity
$
3,139,261
$
3,084,619
See Notes to Condensed Consolidated Financial Statements.
4
Cal-Maine Foods, Inc. and Subsidiaries
Condensed Consolidated Statements of
Income
(In thousands, except per share amounts)
(Unaudited)
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Net sales
$
666,951
$
1,417,685
$
2,359,051
$
3,158,227
Cost of sales
547,668
701,570
1,721,068
1,838,852
Gross profit
119,283
716,115
637,983
1,319,375
Selling, general and administrative
83,304
79,967
235,705
219,532
(Gain) loss on involuntary conversions
(480)
(7,968)
156
(Gain) loss on disposal of fixed assets
515
478
1,249
(1,001)
Operating income
35,944
635,670
408,997
1,100,688
Other income (expense):
Interest income, net
11,268
12,628
36,384
32,183
Patronage dividends
11,670
11,197
11,670
11,197
Other, net
(696)
3,534
479
5,875
Total other income, net
22,242
27,359
48,533
49,255
Income before income
taxes
58,186
663,029
457,530
1,149,943
Income tax expense
7,068
154,876
104,378
273,841
Net income
51,118
508,153
353,152
876,102
Less: Income (loss) attributable to noncontrolling
interest
659
(380)
594
(1,471)
Net income attributable to Cal-Maine Foods,
Inc.
$
50,459
$
508,533
$
352,558
$
877,573
Net income per common share:
Basic
$
1.07
$
10.42
$
7.37
$
17.99
Diluted
$
1.06
$
10.38
$
7.34
$
17.92
Weighted average shares outstanding:
Basic
47,299
48,798
47,866
48,774
Diluted
47,414
48,971
48,003
48,962
See Notes to Condensed Consolidated Financial Statements.
5
Cal-Maine Foods, Inc. and Subsidiaries
Condensed Consolidated Statements of
Comprehensive Income
(In thousands)
(Unaudited)
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Net income
$
51,118
$
508,153
$
353,152
$
876,102
Other comprehensive income, before
tax:
Unrealized holding gain on available-for-
sale securities, net of reclassification
adjustments
103
200
3,183
1,342
Income tax expense related
to items of other
comprehensive income
(25)
(49)
(772)
(326)
Other comprehensive income, net
of tax
78
151
2,411
1,016
Comprehensive income
51,196
508,304
355,563
877,118
Less: Comprehensive income (loss)
attributable to the noncontrolling interest
659
(380)
594
(1,471)
Comprehensive income attributable to
Cal-
Maine Foods, Inc.
$
50,537
$
508,684
$
354,969
$
878,589
See Notes to Condensed Consolidated Financial Statements.
6
Cal-Maine Foods, Inc. and Subsidiaries
Condensed Consolidated Statements of
Cash Flows
(In thousands)
(Unaudited)
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
Cash flows from operating activities:
Net income
$
353,152
$
876,102
Depreciation and amortization
90,294
69,430
Deferred income taxes
29,127
(14,749)
Other adjustments, net
4,349
(119,057)
Net cash provided by operations
476,922
811,726
Cash flows from investing activities:
Purchases of investment securities
(503,677)
(813,130)
Sales and maturities of investment securities
659,728
654,392
Distributions from unconsolidated entities
1,550
Acquisition of businesses, net of cash acquired
(299,010)
(116,193)
Purchases of property, plant and equipment
(123,708)
(115,395)
Net proceeds from disposal of property, plant and equipment
191
3,650
Net cash used in investing activities
(266,476)
(385,126)
Cash flows from financing activities:
Payments of dividends
(214,796)
(160,805)
Purchase of common stock by treasury
(100,996)
(3,953)
Principal payments on long-term debt
(2,481)
Net cash used in financing activities
(315,792)
(167,239)
Net change in cash, cash
equivalents and restricted cash
(105,346)
259,361
Cash, cash equivalents and restricted
cash at beginning of period
499,392
237,878
Cash, cash equivalents and restricted
cash at end of period
$
394,046
$
497,239
See Notes to Condensed Consolidated Financial Statements.
7
Cal-Maine Foods, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial
Statements
(Unaudited)
Note 1 - Summary of Significant Accounting
Policies
Basis of Presentation
The unaudited condensed consolidated financial statements of
Cal-Maine Foods, Inc. and
its subsidiaries
(“Cal-Maine Foods,”
the
“Company,”
“we,” “us,”
“our”) have
been prepared
in
accordance with
the
instructions to
Form
10-Q
and Article
10
of
Regulation S-X and in accordance
with generally accepted accounting principles in the United States of America
(“GAAP”) for
interim financial
reporting and should
be read in
conjunction with our
Annual Report on Form
10-K for
the fiscal year
ended
May 31,
2025
(the “2025
Annual Report”).
These statements
reflect all
adjustments that
are, in
the
opinion of
management,
necessary to
a
fair
statement
of
the
results
for
the
interim
periods presented
and,
in
the
opinion
of
management,
consist of
adjustments of
a normal
recurring nature. Operating
results for
the
interim periods
are not
necessarily indicative of
operating
results for the entire fiscal year.
Fiscal Year
The Company’s
fiscal year ends on the Saturday closest to May 31. Each of the three-month
and year-to-date periods ended on
February 28, 2026 and March 1, 2025 included
13
and
39
weeks, respectively.
Use of Estimates
The preparation
of the
condensed consolidated financial
statements in
conformity with
GAAP requires
management to
make
estimates
and
assumptions
that
affect
the
amounts
reported
in
the
condensed
consolidated
financial
statements
and
accompanying notes. Actual results could
differ from those estimates.
Dividends Payable
Dividends are accrued
at the end of each quarter according to the Company’s dividend policy adopted by its Board of Directors
(the “Board”).
The Company pays a dividend to holders of its
Common Stock (and, prior to
its conversion to Common Stock on
April
14,
2025,
Class
A
Common Stock)
on
a
quarterly
basis
for
each quarter
for
which
the
Company
reports
net
income
attributable
to
Cal-Maine
Foods,
Inc.,
computed
in
accordance with
GAAP,
in
an
amount
equal
to
one-third
(1/3)
of
such
quarterly net
income. Dividends
are paid
to stockholders
of record
as of
the
60th day
following the
last day
of such
quarter,
except for the
fourth fiscal
quarter. For
the fourth
quarter, the
Company pays
dividends to
stockholders of
record on the
65th
day after the
quarter end. Dividends
are payable on
the 15th
day following the
record date. Following
a quarter for
which the
Company
does
not
report
net
income
attributable
to
Cal-Maine
Foods,
Inc.,
the
Company
will
not
pay
a
dividend
for
a
subsequent profitable quarter until the
Company is profitable on a
cumulative basis computed from the date of the
most recent
quarter for which a
dividend was paid. The dividend policy is subject
to periodic review by the
Board.
Revenue Recognition
The Company recognizes revenue
through the sale of its products to customers through retail, foodservice
and other distribution
channels.
The
majority
of
the
Company’s
revenue is
derived
from
agreements
or
contracts
with
customers
based
upon
the
customer
ordering
its
products
with
a
single
performance obligation
of
delivering
the
product.
The
Company
believes
the
performance obligation
is
met
upon
delivery
and
acceptance of
the
product
by
its
customers, which
generally
occurs
upon
shipment or
delivery to
a customer
based on
the terms
of the
sale. Costs
paid to
third party
brokers to
obtain agreements are
expensed as the Company’s agreements are
generally less than one year.
Revenues are recognized in
an amount
that reflects the
net consideration we
expect to
receive in exchange for
delivery of
the
products.
The Company
periodically
offers
sales incentives
or other
programs such
as
rebates, discounts,
coupons, volume-
based incentives, guaranteed sales and other programs. The Company
records an estimated allowance for costs associated with
these programs, which is recorded as a reduction in revenue at the time of
sale using historical trends and projected redemption
rates
of
each program.
The Company
regularly
reviews
these estimates
and
any difference
between the
estimated costs
and
actual realization of these
programs would be recognized in the subsequent
period.
8
Business Combinations
The Company applies the acquisition method of accounting, which
requires that once control is obtained, all the assets acquired
and liabilities assumed, including amounts attributable to noncontrolling interests, are recorded at their respective fair values
at
the
date
of acquisition.
The
excess
of
the
purchase price
over
fair
values
of
identifiable
assets
and
liabilities
is
recorded as
goodwill.
We
use various
models
and methods
to
determine the
fair values
of identifiable
assets and
liabilities,
such as
top-down and
bottom-up
approach for
inventory,
cost
method
and market
approach for
property,
and
relief-from-royalty and
multi-period
excess earnings to value intangibles. Significant estimates in valuing certain
intangible assets include, but are not limited to, the
amount and timing of future cash flows, growth
rates, discount rates and
useful lives.
New Accounting Pronouncements and Policies
In December 2023, the Financial
Accounting Standards Board (“FASB
”) issued Accounting Standards Update (“ASU”) 2023-
09,
Income Taxes (Topic
740) – Improvements to Income Tax Disclosures
. This ASU requires that an entity, on an annual basis,
disclose
additional
income tax
information,
primarily
related
to
the
rate
reconciliation
and
income
taxes
paid.
The
ASU
is
intended to
enhance the transparency and
decision usefulness
of income
tax disclosures.
ASU 2023-09
is effective
for annual
periods
beginning
after
December
15,
2024.
The
Company
is
currently
evaluating
the
impact
of
ASU
2023-09
on
its
consolidated financial statement disclosures.
In
November
2024,
the
FASB
issued
ASU
2024-03,
Income
Statement
Reporting
Comprehensive
Income
Expense
Disaggregation Disclosures (Subtopic 220-40)
. The objective of ASU 2024-03 is to improve disclosures about a public entity’s
expenses, primarily through additional disaggregation of income
statement expenses. Additionally,
in January 2025, the FASB
further clarified
the
effective date
of ASU
2024-03
with
the
issuance of ASU
2025-01. ASU
2024-03 is effective
for annual
periods beginning after December 15, 2026, and
interim periods within annual reporting
periods beginning after December 15,
2027. Early adoption is
permitted and may be applied either on
a prospective or retrospective basis.
The Company is currently
evaluating the impact of ASU 2024-03 on its
consolidated financial statement disclosures.
There are no other new accounting pronouncements
issued or effective during the fiscal year that had
or are expected to have a
material impact on our consolidated financial
statements.
9
Note 2 - Acquisitions
Acquisition of Echo Lake Foods, LLC
Effective
June 2, 2025
, the Company
acquired Echo Lake Foods, LLC
and certain related companies (collectively “Echo Lake
Foods”). Echo Lake Foods
is based in
Burlington, Wisconsin
and produces, packages, markets and
distributes prepared foods,
including waffles, pancakes, scrambled
eggs, frozen cooked omelets, egg patties, toast and
diced eggs. The Company accounted
for the acquisition as a business combination.
The
Company
finalized
the
business
combination
accounting
during
the
second
quarter
of
fiscal
2026,
which
resulted
in
immaterial measurement period adjustments. The
following table summarizes the consideration paid for
Echo Lake Foods
and
the value of assets acquired
and liabilities assumed recognized
at the acquisition date (in thousands):
Cash consideration paid
$
275,406
Recognized amounts of identifiable
assets acquired and liabilities assumed
Cash
$
115
Investment securities available-for-sale
14,147
Accounts receivable
31,923
Inventories
21,601
Prepaid expenses and other current
assets
3,131
Property, plant & equipment
151,697
Intangible assets
36,800
259,414
Accounts payable and other current
liabilities
(14,114)
Total identifiable net assets
245,300
Goodwill
30,106
$
275,406
Cash and
accounts receivable acquired
along with
liabilities assumed were
valued at
their carrying value
which approximates
fair value due to the short maturity of
these instruments.
Inventories consisted primarily of raw materials,
supplies and finished goods.
Raw materials and supplies
were valued at their
carrying value as management believes that their carrying value best approximates their fair value. Finished goods were valued
using both the bottom-up and top-down
approach. The bottom-up approach
measures the value of inventory as
the value created
by the
target company
(i.e., the costs
incurred, profit realized, and
tangible and intangible assets
utilized) pre-acquisition date.
The top-down
approach measures the
value of
inventory as
the incremental
inventory value
created by
the market
participant
buyer as part of its
selling effort to an end customer (i.e.,
the costs that will be incurred, the profit
that will be realized, and the
tangible and intangible assets that will be
utilized) post-acquisition date.
Property,
plant and
equipment were
valued utilizing
the cost
approach and
market approach.
Machinery and
equipment were
valued
utilizing
the
cost
approach
which
is
based
on
replacement
or
reproduction
costs
of
the
assets
and
subtracting
any
depreciation resulting from physical deterioration and/or functional or economic obsolescence. Land and buildings were valued
utilizing the market approach
by using a real estate valuation.
Intangible assets consisted primarily of customer relationships and a
trade name. Customer relationships were valued using the
multi-period excess earnings method
and the trade name was valued
using the relief-from-royalty method.
Goodwill
represents the
excess of
the
purchase price
of the
acquired business
over the
acquisition
date fair
value of
the
net
assets acquired.
Goodwill recorded
in
connection with
the
Echo Lake
Foods acquisition
is primarily
attributable to
projected
synergies from
integrating the operations
of Echo
Lake Foods
with the
operations of the
Company.
The Company recognized
goodwill of $
30.1
million as a result of the acquisition,
all of which is deductible for tax
purposes.
10
The
Company
recorded transaction
costs
of
$
594
thousand in
the
first
quarter of
fiscal 2026
and
$
6.6
million
in
the
fourth
quarter of fiscal
2025, respectively,
as a
result of
the Echo
Lake Foods
acquisition, within selling,
general and administrative
expenses in the condensed consolidated statements
of income.
Acquisition of Clean Egg, LLC
Effective
October 10, 2025
, the Company acquired certain assets of Clean Egg, LLC (“Clean
Egg”) based in Langwood, Texas,
for approximately $
23.7
million. The assets acquired included
677
thousand brown cage-free and
free-range layers and pullets
and
other
inventory,
machinery
and
equipment
related
to
its
processing
facility
and
contract
production.
The
Company
accounted for the acquisition as a
business combination.
Note 3 - Investment
Securities Available-for-Sale
The following represents the Company’s investment securities available-for-sale as of February 28, 2026
and May 31, 2025 (in
thousands):
February 28, 2026
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Estimated
Fair Value
Municipal bonds
$
17,494
$
48
$
$
17,542
Commercial paper
20,801
6
20,795
Corporate bonds
553,535
2,713
556,248
Certificates of deposits
4,055
10
4,065
US government and agency obligations
130,573
175
130,748
Treasury bills
30,360
10
30,370
Total current investment securities
$
756,818
$
2,956
$
6
$
759,768
May 31, 2025
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Estimated
Fair Value
Municipal bonds
$
21,695
$
3
$
$
21,698
Commercial paper
90,880
50
90,830
Corporate bonds
431,378
130
431,508
Certificates of deposits
5,200
6
5,194
US government and agency obligations
240,655
260
240,395
Treasury bills
103,119
36
103,083
Total current investment securities
$
892,927
$
133
$
352
$
892,708
Actual maturities may differ from
contractual maturities as some borrowers have the right to
call or prepay obligations with
or
without penalties. Contractual maturities of
current investment securities at February
28, 2026 are as follows (in thousands):
Estimated Fair Value
Within one year
$
353,520
1-5 years
406,248
Total
$
759,768
Note 4 - Fair Value Measurements
The Company
is required
to categorize both
financial and nonfinancial
assets and
liabilities based on
the following
fair value
hierarchy. The fair
value of
an asset
is the
price at
which the
asset could
be sold
in an
orderly transaction between
unrelated,
knowledgeable, and willing parties able to engage in the transaction. A liability’s fair value is defined as the amount that would
be paid
to
transfer the
liability to
a new
obligor in
a transaction
between such
parties, not
the
amount that
would be
paid
to
settle the liability with the creditor.
Level 1
- Quoted prices in active markets
for identical assets or liabilities
11
Level 2
- Inputs
other than
quoted prices
included in
Level 1
that are
observable for
the
asset or
liability,
either
directly or indirectly, including:
Quoted prices for similar assets or liabilities
in active markets
Quoted prices for identical or similar
assets in non-active markets
Inputs other than quoted prices that are
observable for the asset or
liability
Inputs derived principally from or corroborated
by other observable market data
Level 3
- Unobservable inputs for the asset or
liability that are supported by little or no market activity and that are
significant to the fair value of
the assets or liabilities
The disclosures of fair value of
certain financial assets and
liabilities that are recorded at cost are
as follows:
Cash and Cash Equivalents, Accounts
Receivable, and Accounts Payable
The carrying amount approximates fair
value due to the short maturity of these instruments.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and
liabilities
that
are required
to
be measured
at
fair
value on
a
recurring basis
as of
February
28,
2026
and May
31,
2025
(in
thousands):
February 28, 2026
Level 1
Level 2
Level 3
Balance
Assets
Municipal bonds
$
$
17,542
$
$
17,542
Commercial paper
20,795
20,795
Corporate bonds
556,248
556,248
Certificates of deposits
4,065
4,065
US government and agency obligations
130,748
130,748
Treasury bills
30,370
30,370
Total assets measured at fair value
$
$
759,768
$
$
759,768
Liabilities
Contingent consideration
$
$
$
23,000
$
23,000
Total liabilities measured at fair value
$
$
$
23,000
$
23,000
May 31, 2025
Level 1
Level 2
Level 3
Balance
Assets
Municipal bonds
$
$
21,698
$
$
21,698
Commercial paper
90,830
90,830
Corporate bonds
431,508
431,508
Certificates of deposits
5,194
5,194
US government and agency obligations
240,395
240,395
Treasury bills
103,083
103,083
Total assets measured at fair value
$
$
892,708
$
$
892,708
Liabilities
Contingent consideration
$
$
$
21,500
$
21,500
Total liabilities measured at fair value
$
$
$
21,500
$
21,500
Investment securities – available-for-sale
are all classified as Level 2 and consist of securities
with maturities of three months or
longer
when
purchased. We
classified
these
securities as
current because
amounts
invested are
readily
available
for
current
operations. Observable inputs for these securities
are yields, credit risks, default
rates, and volatility.
Contingent consideration classified
as Level 3
consists
of the potential
obligation to pay
an earnout to
Fassio Egg Farms,
Inc.
(“Fassio”) contingent on
the acquired business
meeting certain return
on profitability
milestones over a
three-year
period that
commenced on the date of the
acquisition in the second quarter of fiscal 2024. The fair value of the
contingent consideration is
12
estimated using a discounted cash flow model. Key assumptions and
unobservable inputs that require
significant judgment used
in the estimate include
weighted average cost of
capital, egg prices, projected
revenue and expenses over
the period for which
the
contingent
consideration
is
measured,
and
the
probability
assessments
with
respect
to
the
likelihood
of
achieving
the
forecasted projections.
The following table shows the beginning
and ending balances in fair value
of the contingent consideration (in thousands):
Fassio Contingent Consideration
Balance, May 31, 2025
$
21,500
Fair value adjustments
1,500
Balance, February 28, 2026
$
23,000
Adjustments to the fair value of contingent consideration
are recorded within the selling, general
and administrative expenses in
the condensed consolidation statements of income.
Note 5 - Inventories
Inventories consisted of the following as
of February 28, 2026 and May 31, 2025 (in
thousands):
February 28, 2026
May 31, 2025
Flocks, net of amortization
$
176,270
$
166,507
Feed and supplies
113,986
99,188
Raw materials and finished goods inventory
58,654
29,975
$
348,910
$
295,670
We
grow
and
maintain
flocks
of
layers
(mature
female
chickens),
pullets
(female
chickens,
under
18
weeks
of
age),
and
breeders (male and female chickens used to produce fertile eggs to hatch
for egg production flocks). Our total flock at February
28, 2026 and May 31, 2025 consisted of approximately
14.3
million and
11.5
million pullets and breeders and
48.0
million and
48.3
million layers, respectively.
Note 6 - Equity
The following reflects equity activity for
the thirteen weeks ended February
28, 2026 and March 1, 2025 (in thousands):
Thirteen Weeks Ended February 28, 2026
Cal-Maine Foods, Inc. Stockholders
Treasury
Paid In
Accum. Other
Retained
Noncontrolling
Amount
Amount
Capital
Comp. Income
Earnings
Interest
Total
Balance at November 29, 2025
$
751
$
(161,477)
$
83,514
$
1,326
$
2,767,347
$
6,305
$
2,697,766
Other comprehensive income,
net of tax
78
78
Stock compensation plan
transactions
(1,366)
868
(498)
Repurchase of shares
(24,519)
(24,519)
Dividends ($
0.355
per share)
(16,813)
(16,813)
Net income
50,459
659
51,118
Balance at February 28, 2026
$
751
$
(187,362)
$
84,382
$
1,404
$
2,800,993
$
6,964
$
2,707,132
13
Thirteen Weeks Ended March 1, 2025
Cal-Maine Foods, Inc. Stockholders
Class A
Treasury
Paid In
Accum. Other
Retained
Noncontrolling
Amount
Amount
Amount
Capital
Comp. Loss
Earnings
Interest
Total
Balance at November
30, 2024
$
703
$
48
$
(31,661)
$
78,600
$
(908)
$
1,998,585
$
6,116
$
2,051,483
Other comprehensive
income, net of tax
151
151
Stock compensation
plan transactions
(3,835)
1,077
(2,758)
Dividends ($
3.456
per
share)
Common
(152,932)
(152,932)
Class A common
(16,589)
(16,589)
Net income (loss)
508,533
(380)
508,153
Balance at March 1,
2025
$
703
$
48
$
(35,496)
$
79,677
$
(757)
$
2,337,597
$
5,736
$
2,387,508
Thirty-nine Weeks Ended February 28, 2026
Cal-Maine Foods, Inc. Stockholders
Accum. Other
Treasury
Paid In
Comp. Income
Retained
Noncontrolling
Amount
Amount
Capital
(Loss)
Earnings
Interest
Total
Balance at May 31, 2025
$
751
$
(85,893)
$
80,845
$
(1,007)
$
2,565,928
$
5,391
$
2,566,015
Other comprehensive
income, net of tax
2,411
2,411
Stock compensation plan
transactions
(1,360)
3,537
2,177
Contributions
979
979
Repurchase of shares
(100,109)
(100,109)
Dividends ($
2.456
per
share)
(117,493)
(117,493)
Net income
352,558
594
353,152
Balance at February 28,
2026
$
751
$
(187,362)
$
84,382
$
1,404
$
2,800,993
$
6,964
$
2,707,132
14
Thirty-nine Weeks Ended March 1, 2025
Cal-Maine Foods, Inc. Stockholders
Class A
Treasury
Paid In
Accum. Other
Retained
Noncontrolling
Amount
Amount
Amount
Capital
Comp. Loss
Earnings
Interest
Total
Balance at June 1, 2024
$
703
$
48
$
(31,597)
$
76,371
$
(1,773)
$
1,756,395
$
(3,104)
$
1,797,043
Other comprehensive
income, net of tax
1,016
1,016
Stock compensation
plan transactions
(3,899)
3,306
(593)
Contributions to
Crepini Foods LLC
6,485
6,485
Acquisition of
noncontrolling interest
in MeadowCreek
Foods LLC
(3,826)
3,826
Dividends ($
5.965
per
share)
Common
(263,918)
(263,918)
Class A common
(28,627)
(28,627)
Net income (loss)
877,573
(1,471)
876,102
Balance at March 1,
2025
$
703
$
48
$
(35,496)
$
79,677
$
(757)
$
2,337,597
$
5,736
$
2,387,508
Note 7 - Net Income per Common
Share
Basic net
income per
share
attributable to
Cal-Maine Foods,
Inc. is
based on
the
weighted average shares
of Common
Stock
(and when they
were outstanding
shares of
Class A
Common Stock) outstanding.
All shares of
Class A
Common Stock
were
converted into Common
Stock on
April 14, 2025.
Diluted net income per
share attributable to
Cal-Maine Foods, Inc.
is based
on weighted-average shares of
Common Stock
outstanding during the
relevant period adjusted for
the dilutive effect
of share-
based awards.
15
The
following
table
provides
a
reconciliation
of
the
numerators
and
denominators
used
to
determine
basic
and
diluted
net
income per common share attributable to
Cal-Maine Foods, Inc. (amounts in
thousands, except per
share data):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Numerator
Net income
$
51,118
$
508,153
$
353,152
$
876,102
Less: Gain (loss) attributable to
noncontrolling interest
659
(380)
594
(1,471)
Net income attributable to Cal-Maine
Foods, Inc.
$
50,459
$
508,533
$
352,558
$
877,573
Denominator
Weighted-average common shares
outstanding, basic
47,299
48,798
47,866
48,774
Effect of dilutive restricted shares
115
173
137
188
Weighted-average common shares
outstanding, diluted
47,414
48,971
48,003
48,962
Net income per common share
attributable to Cal-Maine Foods, Inc.
Basic
$
1.07
$
10.42
$
7.37
$
17.99
Diluted
$
1.06
$
10.38
$
7.34
$
17.92
Note 8 - Stock Based Compensation
Total
stock-based compensation expense was $
4.0
million and
$
3.4
million for the thirty-nine weeks ended February
28, 2026
and March 1, 2025, respectively.
Unrecognized compensation expense as
a result
of non-vested
shares of
equity-based awards outstanding
under the
Amended
and Restated 2012 Omnibus Long-Term Incentive Plan at February 28,
2026 of $
11.2
million will be recorded over a weighted
average period of
2.3
years. Refer to Part II Item
8, Notes to Consolidated Financial Statements and Supplementary Data, Note
13 – Stock-Based Compensation in our 2025
Annual Report for further information
on our stock compensation plans.
The Company’s equity-based award activity for the thirty-nine
weeks ended February
28, 2026 was as follows:
Number of
Shares
Weighted
Average Grant
Date Fair Value
Outstanding, May 31, 2025
212,717
$
66.93
Granted
95,747
78.69
Vested
(81,358)
54.12
Forfeited
(3,766)
82.85
Outstanding, February 28, 2026
223,340
$
76.37
16
Note 9 – Segment Reporting
The Company has
one
operating and
one
reportable segment, which is the production, packaging, marketing
and distribution of
shell eggs,
prepared foods and egg
products. The Company is managed on a
consolidated basis.
The Company’s
operating segment is
determined on the
basis of
our organizational structure and
information that
is regularly
reviewed by our Chief Operating Decision Maker (“CODM”). The Company’s
CODM is Sherman Miller,
President and Chief
Executive Officer. The CODM reviews net income, which is reported on the Condensed Consolidated Statements of Income,
to
assess the performance of, and
make decisions on
how to
allocate resources to, the
segment. The CODM utilizes
consolidated
expense information regularly provided in the
CODM package in order to assist
with assessing performance and deciding how
to
allocate
resources,
which
align
with
the
consolidated
expense
categories
as
disclosed
on
the
face
of
the
Condensed
Consolidated Statements of Income. The measure of
segment assets is reported on
the Condensed
Consolidated Balance Sheet
as Total assets.
Revenue primarily
derives from
the
sales of
shell
eggs,
prepared foods,
and egg
products throughout
the
United States.
The
Company’s
shell egg
product offerings
include specialty
and conventional
shell
eggs. Specialty shell
eggs include
cage-free,
organic, brown,
free-range, pasture-raised
and nutritionally
enhanced eggs.
Conventional shell
eggs sales
represent
all
other
shell egg sales not sold as specialty shell eggs. The Company’s prepared
foods include offerings such as pre-cooked egg patties,
omelets,
folded and
scrambled egg
formats, hard-cooked
eggs,
pancakes,
waffles,
and specialty
wraps.
Egg
products include
liquid and frozen egg products.
Other sales represent
feed sales, miscellaneous byproducts and
resale products.
The following table provides revenue
disaggregated by product category
(in thousands):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Conventional shell egg sales
$
283,173
$
1,016,438
$
1,152,979
$
2,118,065
Specialty shell egg sales
289,141
328,944
858,299
872,691
Prepared foods
63,626
11,757
219,212
31,134
Egg products
18,360
49,267
89,998
105,716
Other
12,651
11,279
38,563
30,621
$
666,951
$
1,417,685
$
2,359,051
$
3,158,227
The following table provides revenue
disaggregated by sales channel
(in thousands):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Retail
$
560,843
$
1,199,697
$
1,925,993
$
2,679,826
Foodservice
94,389
207,315
371,410
451,040
Other
11,719
10,673
61,648
27,361
$
666,951
$
1,417,685
$
2,359,051
$
3,158,227
Retail customers include primarily national and regional
grocery store chains, club stores,
and companies servicing independent
supermarkets
in
the
U.S.
Foodservice
customers
include
primarily
companies
that
sell
food
products
and
related
items
to
restaurants, convenience
stores, healthcare and education facilities
and hotels.
Note 10 - Commitments and Contingencies
In re Shell Eggs Litigation
Since
November
2025,
the
Company
has
been
named
as
a
defendant
in
several
lawsuits
filed
in
federal
courts
alleging
substantially identical claims, including: (1) the following lawsuits in the Southern
District of Indiana: (a) King Kullen Grocery
Co., Inc.
v.
Cal-Maine Foods,
Inc., et
al., Case
No. 1:25-cv-2274,
(b) Nineteenseventynine LLC
d/b/a The
Breakfast Joynt
v.
Cal-Maine Foods, Inc., et
al., Case No. 1:25-cv-2301, (c)
Taylor Egg
Products, Inc. v.
Cal-Maine Foods, Inc., et
al., Case No.
1:25-cv-2554, (d) Hudson
v.
Cal-Maine Foods,
Inc. et
al., Case
No. 1:25-cv-02573,
(e) Brandon
Huyler v.
Cal-Maine Foods,
Inc., et al., Case No. 1:26-cv-00135, and (f) Gloria Emery,
Carol Goldberg, and Casey Whalen v.
Cal-Maine Foods, Inc., et al.,
Case
No.
1:26-cv-00135; (2)
the
following
lawsuits in
the
Northern
District
of
Illinois: (a)
Birchmans
Parisian,
LLC
(d/b/a
17
Lisciandro's Restaurant) v. Cal-Maine Foods, Inc., et al., Case No. 1:25-cv-14030, (b) Phil-N-Cindy's Lunch, Inc. v.
Cal-Maine
Foods, Inc.,
et al.,
Case No.
1:25-cv-14082, (c) Yell
-O-Glow Corporation v.
Cal-Maine Foods, Inc.,
et al.,
Case No.
1:25-cv-
15084, and (d) Tariq
Habash, Delia Govea, Andrew Phillips,
and Catalina Torres
v.
Urner Barry Publications, Inc., Cal-Maine
Foods, Inc., et al., Case No. 1:25-cv-14112;
(3) the following lawsuits in the Western
District of Wisconsin: (a) Matthew Edlin
v.
Cal-Maine Foods,
Inc., et
al., Case
No. 3:25-cv-946,
and (b)
India Price,
Lakia Session,
and Karen Solomon
v.
Cal-Maine
Foods, Inc.,
et al., Case
No. 3:25-cv-1016; and
(4) the
following lawsuit in the
Western
District of Missouri:
(a) Ryan
v.
Cal-
Maine
Foods,
Inc.,
et
al.,
Case
No.
4:25-cv-00999.
The
lawsuits
generally
allege
that
the
Company,
along
with
other
egg
producers and industry associations, conspired to
artificially inflate the prices of conventional
shell eggs nationwide, primarily
through
manipulation of
industry
price
benchmarks (such
as
the
Urner Barry
Egg
Index and
Eggs
Clearinghouse,
Inc.
spot
market),
coordinated
reporting
and
supply
restrictions,
particularly
during
the
calendar
year
2022
highly
pathogenic
avian
influenza
(“HPAI”)
outbreak.
In
each
case,
the
plaintiff
seeks
certification
of
a
putative
class
of
either
direct
or
indirect
purchasers, monetary damages, injunctive relief, attorneys’ fees, and, in some cases, restitution under Section 1 of the Sherman
Act, 15 U.S.C. § 1 (the “Sherman Act”)
and various state antitrust and consumer
protection statutes.
On February 10, 2026, the
Joint Panel on
Multidistrict Litigation issued
a Transfer Order,
consolidating the above actions and
transferring them to the Western
District of Wisconsin for pre-trial proceedings. The parties in
each case had agreed to stay the
deadline
for
the
Company
to
answer or
otherwise respond
to
the
complaints pending
an
initial
case
management
order
and
initiation
of
pretrial
proceedings
in
the
multi-district
litigation.
No
discovery
has
taken
place
in
any
of
the
actions.
The
Company disputes plaintiffs’ allegations
in each of these actions and intends to
vigorously defend
itself in these actions.
Civil Investigative Demand
In
March
2025,
the
Company
received
a
Civil
Investigative
Demand
(“CID”)
from
the
Department
of
Justice
(“DOJ”)
in
connection with an antitrust investigation to determine whether there is,
has been or may be
a violation of the
antitrust laws by
anticompetitive conduct
by
and among
egg producers.
In August
2025, the
Company received
a subpoena
from the
State
of
New York
requesting information and documents
related to its investigation
of anticompetitive conduct and high egg
prices in
the
egg industry,
and in
March 2026,
the
Company received
a similar
subpoena from
the
State
of Washington
related to
its
investigation of anticompetitive conduct and high
egg prices in the egg
industry.
Additionally, various state Attorneys
General
have sought
to join
the DOJ’s
investigation or
have requested access to
the confidential
disclosures by
the Company
to DOJ.
The
Company
is
complying
with
the
CID
and
the
subpoenas
and
cooperating
with
the
investigations.
Management
cannot
predict
the
eventual
scope,
duration
or
outcome
of
these
investigations
and
is
unable
to
estimate
the
amount
or
range
of
potential losses, if any, at this time.
State of Texas v.
Cal-Maine Foods, Inc. d/b/a Wharton;
and Wharton County Foods,
LLC
On April 23, 2020,
the Company and its
subsidiary Wharton County Foods, LLC (“WCF”) were named as defendants
in State
of Texas
v.
Cal-Maine Foods,
Inc. d/b/a
Wharton; and
Wharton County
Foods, LLC,
Cause No.
2020-25427, in
the District
Court of
Harris County,
Texas.
The State
of Texas
(the “State”) asserted
claims based
on the
Company’s
and WCF’s
alleged
violation
of
the
Texas
Deceptive
Trade
Practices—Consumer
Protection
Act,
Tex.
Bus.
&
Com.
Code
§§
17.41-17.63
(“DTPA”).
The
State
claimed
that
the
Company
and
WCF
offered
shell
eggs
at
excessive or
exorbitant
prices
during
the
COVID-19
state
of
emergency
and
made
misleading
statements
about
shell
egg
prices.
The
State
sought
temporary
and
permanent
injunctions
against
the
Company
and
WCF
to
prevent
further
alleged
violations
of
the
DTPA,
along
with
over
$
100,000
in damages.
In January 2026, the Company and WCF reached a settlement with the State of Texas with no admission of wrongdoing. Under
the
agreed order
implementing
the
settlement,
the
Company
and
WCF
agreed to
donate
180,000
dozen
large
shell
eggs
to
certain Texas food banks at no cost to the food banks.
Kraft Foods Global, Inc. et al. v. United Egg Producers,
Inc. et al.
On September 25, 2008,
the Company was named
as one of
several defendants in numerous
antitrust cases involving
the U.S.
shell
egg industry.
The Company
settled all
of these
cases, except
for the
claims
of certain
plaintiffs who
sought substantial
damages allegedly arising
from the
purchase of
egg products
(as opposed
to shell
eggs). These
remaining plaintiffs
are Kraft
Food Global, Inc., General Mills,
Inc., and Nestle USA, Inc. (the
“Egg Products Plaintiffs”) and, until
a subsequent settlement
was reached as described
below, The Kellogg Company.
On September
13, 2019, the
case with
the Egg Products Plaintiffs
was remanded from a
multi-district litigation proceeding
in
the
United
States
District
Court
for the
Eastern
District
of Pennsylvania,
In
re Processed
Egg
Products
Antitrust
Litigation,
MDL No. 2002, to the United States District Court for the Northern District of Illinois, Kraft Foods Global, Inc. et al.
v. United
Egg
Producers, Inc.
et
al., Case
No. 1:11
-cv-8808, for
trial.
The Egg
Products Plaintiffs
alleged that
the Company
and other
defendants
violated
Section
1
of
the
Sherman
Act, 15.
U.S.C.
§
1,
by
agreeing to
limit the
production of
eggs
and thereby
18
illegally
to raise
the
prices that
plaintiffs paid
for processed
egg products.
In particular,
the
Egg
Products Plaintiffs
attacked
certain features of the United Egg Producers animal-welfare guidelines and program used by the Company and many other egg
producers.
On October 24, 2019, the Company entered into a confidential settlement agreement
with The Kellogg Company dismissing all
claims against the Company for
an amount that did not
have a material impact on the Company’s
financial condition or results
of operations.
On November 11,
2019, a
stipulation
for dismissal
was filed
with the
court, and
on March
28, 2022,
the
court
dismissed the Company with prejudice.
The trial of this case began on October 17, 2023. On
December 1, 2023, the jury returned a decision awarding the Egg
Products
Plaintiffs $
17.8
million in damages. On November 6, 2024, the court
entered a final judgement against the Company and other
defendants, jointly
and severally,
totaling
$
43.6
million
after trebling.
On
December 4,
2024,
the
Company
filed a
renewed
motion for judgment as a matter of law or for a new trial, and a motion to alter or amend the judgment. On December 13, 2024,
the
court granted
defendants’ November
20,
2024
motion
to
stay
enforcement of
the
judgment
and entered
an agreed
order
requiring the
defendants to
post security during
post-judgment proceedings and
appeal, and stayed
proceedings to
enforce the
judgment until the disposition of the post-judgment motions and ultimate appeals. On
December 17, 2024, the Company posted
a bond
in
the approximate
amount of
$
23.9
million, representing
a portion
of the
total bond
required to
preserve the
right to
appeal
the
trial
court’s
decision.
Another
defendant
posted
a
bond
for
the
remaining
amount.
On
November
19,
2025,
the
plaintiffs filed a motion
to lift stay of
proceedings on attorney’s fees and
costs, and on December 5,
2025, the defendants filed
their
response
in
opposition
to
such
motion.
The
court
has
not
ruled
on
this
motion.
The Company
intends
to
continue
to
vigorously defend the claims asserted by
the Egg Products Plaintiffs.
If the
jury’s
decision is
ultimately upheld, the
Company would
be jointly and
severally liable with
other defendants for
treble
damages,
or
$
43.6
million,
subject to
credit
for
certain
settlements
with
previous settling
defendants, plus
the
Egg
Product
Plaintiffs’
reasonable
attorneys’
fees.
During
our
second
quarter
of
fiscal
2024,
we
recorded
an
accrued
expense
of
$
19.6
million in
selling, general and
administrative expenses in
the Company’s
Condensed Consolidated
Statements of
Income and
classified
as
other
noncurrent liabilities
in
the
Company’s
Condensed Consolidated
Balance Sheets.
Although
less
than
the
bond
posted
by
the
Company,
the
accrual
represents
our
estimate
of
the
Company’s
proportional
share
of
the
reasonably
possible ultimate damages award, excluding the Egg Product Plaintiffs’ attorneys’
fees that we believe would be approximately
offset
by
the
credits
noted
above.
We
have
entered
into
a
judgment
allocation
and
joint
defense
agreement with
the
other
defendants remaining in the case. Our accrual may change
in the future to the extent we are successful in further proceedings in
the litigation.
State of Oklahoma Watershed Pollution Litigation
On June 18, 2005,
the State of
Oklahoma filed suit, in
the United States District
Court for the Northern District
of Oklahoma,
against Cal-Maine
Foods, Inc.
and Tyson
Foods, Inc.,
Cobb-Vantress,
Inc., Cargill,
Inc., George’s,
Inc., Peterson
Farms, Inc.
and Simmons
Foods,
Inc., and
certain of
their affiliates.
The State
of Oklahoma
claims that
through
the
disposal of
chicken
litter the defendants polluted
the Illinois River Watershed.
This watershed provides water to
eastern Oklahoma. The complaint
sought
injunctive relief
and monetary
damages, but
the
claim for
monetary damages
was dismissed
by
the
court. Cal-Maine
Foods,
Inc.
discontinued
operations
in
the
watershed in
or
around
2005.
Since
the
litigation
began,
Cal-Maine
Foods,
Inc.
purchased
100
%
of
the
membership
interests
of
Benton
County
Foods,
LLC,
which
is
an
ongoing
commercial
shell
egg
operation within the
Illinois River Watershed.
Benton County Foods,
LLC is not
a defendant in
the litigation. We
also have
a
number of small contract producers
that operate in the area.
The non-jury trial in the case began
in September 2009 and concluded in
February 2010. On January 18, 2023, the court
entered
findings of fact and conclusions
of law in favor of
the State
of Oklahoma, but no
penalties were assessed. The court found
the
defendants jointly and
severally liable for
state law nuisance,
federal common law
nuisance, and state law
trespass. The
court
also found the
producers vicariously liable for
the actions of
their contract producers. On
June 12,
2023, the court ordered
the
parties
to
mediate,
but
the
mediation
was
unsuccessful.
On
June
26,
2024,
the
district
court
denied
defendants’
motion
to
dismiss
the
case.
On
September
13,
2024,
a
status
hearing
was
held
and
the
court
scheduled
an
evidentiary
hearing
for
December 3,
2024,
to
determine
whether
any
legal
remedy
is
available
based
on
the
now
15-year-old
record
and
changed
circumstances of the Illinois River watershed.
On June 17, 2025, the court entered an
opinion and order that found that the State
satisfied its
burden to
show that
conditions in the
Illinois River watershed
have not
materially changed since
the original trial
and
the
case
was
not
moot.
On
July
9,
2025,
the
State
of
Oklahoma filed
its
form
of proposed
final judgment
and
brief in
support
thereof seeking
over $
100
million
in
total
fines from
all
defendants, including
approximately $
18.2
million in
fines
from the Company, plus attorneys’ fees. On July 30, 2025, the Company and other defendants filed
their form of proposed final
judgment and
brief in support
thereof seeking no
monetary fines or
penalties. On
December 9, 2025,
the court
entered a final
judgment imposing approximately $
420,000
in total penalties
for all
defendants and awarding certain
non-monetary remedies,
including
injunctive
relief.
Pursuant
to
the
final
judgment,
the
Company
is
to
pay
approximately $
70,000
in
penalties.
The
judgment also entitles the
State of Oklahoma to
an award of
attorneys’ fees and costs in
an amount to
be determined at a later
19
date. The defendants expect to appeal this judgement.
No
accrual for this legal proceeding has been recorded as such amount is
not deemed material.
The injunctive relief provides for,
among other things, a special master to
oversee an investigation, develop a remediation plan
subject to
court approval, and
provide ongoing monitoring of
remediation projects, the costs
of which will
be paid jointly
and
severally
by
the
defendants.
The
defendants
are
required
to
fund
$
10
million
within
5 days
of
appointment
of
the
special
master,
and
ongoing
funding
requirements
of
$
5
million
any
time
the
fund
is
below
$
5
million.
This
funding
obligation is
expected
to
continue
for
the
30 years
term.
The
defendants
are
in
discussions
of
a
potential
expense
sharing
agreement;
however, the
Company
does not
currently expect
to
have a
material share
of the
funding. The
injunctive relief
also
includes
certain
annual
reporting
requirements
and
certain
requirements
on
future
operations
within
the
Illinois
River
Watershed,
including relating to removal of litter, storage, transportation, disposal and future land applications.
The Company is continuing
to review and analyze the effects of the final judgement and cannot estimate the range of possible losses, but currently does
not
expect these additional requirements to have
a material impact on its operations.
On December 29, 2025, the defendants, including the Company, filed a motion to stay enforcement
of the judgment, and a brief
in support thereof, pending the
defendants’ appeals to the United
States Court of
Appeals for the Tenth
Circuit. On January
2,
2026, the Company filed its
notice of appeal to the United States Court of
Appeals for the Tenth
Circuit. On January 16, 2026,
the district court stayed the monetary portions of the judgement but declined to stay the injunctive portions. Certain defendants,
not including the Company,
have since negotiated settlements in the form of consent judgments, and filed
a joint brief with the
State of Oklahoma supporting the entry of the consent judgments. The trial court has not issued an indicative ruling on whether
it
would
approve
or
disapprove
of
the
settlements.
On
March
24,
2026,
the
Tenth
Circuit
entered
an
order
denying
the
defendants’ request for a stay pending
the appeal. The Company intends to continue to vigorously
defend the claims asserted by
the State of Oklahoma.
Other Matters
In addition to the above, the Company is
involved in various other claims and litigation incidental to its business. Although the
outcome of these
matters cannot be determined
with certainty,
management, upon the advice of
counsel, is
of the opinion
that
the final outcome should not have a material
effect on the Company’s consolidated results of
operations or financial position.
Note 11 - Subsequent Events
Effective on
March 2, 2026
, the Company acquired the shell egg, egg products,
and prepared foods assets of Creighton
Brothers
LLC,
including
Crystal
Lake
LLC,
for
a
total
purchase
price
of
approximately
$
128.5
million,
subject
to
post-closing
adjustments.
The
acquired assets
include
commercial
shell
egg
production
and
grading
with
capacity of
approximately
3.2
million layers, including
500
thousand cage-free layers, and
865
thousand pullets, a feed mill,
1,007
acres of land, as well as an
egg products and hard-cooked
egg processing facility located near
Warsaw,
Indiana.
20
ITEM
2.
MANAGEMENT’S
DISCUSSION
AND
ANALYSIS
OF
FINANCIAL
CONDITION
AND
RESULTS
OF
OPERATIONS
The following should
be read in
conjunction with Management’s
Discussion and Analysis of
Financial Condition
and Results
of Operations included in Part II Item 7 of the Company’s
Annual Report on Form 10-K for its fiscal year ended May 31, 2025
(the “2025 Annual Report”), and the
accompanying financial statements and
notes included in Part II
Item 8 of the 2025 Annual
Report and in
of this Quarterly Report on
Form 10-Q (“Quarterly
Report”).
This Quarterly Report contains numerous
forward-looking statements within the meaning of Section
27A of the Securities
Act
of 1933
(the “Securities Act”)
and Section
21E of
the
Securities Exchange Act
of 1934
(the “Exchange Act”)
relating to
our
business,
including potential
future supply
of
and
demand
for
our
products,
potential
future corn
and
soybean
price
trends,
potential
future
impact
on
our
business
of
highly
pathogenic
avian
influenza
(“HPAI”),
estimated
future
production
data,
expected construction schedules, projected construction costs, potential future impact on our business of inflation and changing
interest
rates,
potential
future
impact
on
our
business
of
new
legislation,
rules
or
policies,
potential
outcomes
of
legal
proceedings,
including
loss
contingency
accruals
and
factors
that
may
result
in
changes
in
the
amounts
recorded,
other
projected operating data, including anticipated results of operations and financial condition, and potential future cash returns to
stockholders including the
timing and
amount of
any repurchases under our
share repurchase program.
Such forward-looking
statements
are
identified
by
the
use
of
words
such
as
“believes,”
“intends,”
“expects,”
“hopes,”
“may,”
“should,”
“plans,”
“projected,”
“contemplates,”
“anticipates,”
or
similar
words.
Actual
outcomes
or
results
could
differ
materially
from
those
projected in the forward-looking statements. The forward-looking statements are based on
management’s current intent, belief,
expectations, estimates, and projections regarding the Company
and its industry.
These statements are not guarantees of
future
performance and involve risks, uncertainties, assumptions, and other factors that are difficult to
predict and may be beyond our
control. The
factors that
could cause actual
results to
differ materially
from those projected
in the
forward-looking statements
include, among others, (i) the risk factors
set forth in Part I Item 1A Risk Factors of our 2025 Annual Report, as updated in Part
II Item
1A of
our quarterly report
on Form 10-Q
for the quarter
ended November 29,
2025, as
well as those
included in
other
reports we file from time to time with the United States
Securities and Exchange Commission
(“SEC”) (including our Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K), (ii)
the risks and hazards inherent in the shell egg, egg products and
prepared
foods
operations
(including,
as
applicable,
disease,
pests,
weather
conditions,
and
potential
for
product
recall),
including but not limited to the current
outbreak of HPAI affecting poultry in the U.S., Canada and other countries
that was first
detected in
commercial flocks
in
the
U.S.
in
February 2022
and that
impacted our
flocks in
the
third
and fourth
quarters of
fiscal 2024 and again in
March 2026, (iii) changes
in the demand for
and market prices of
shell eggs and feed
costs as well as
increase in input costs for prepared foods,
(iv) our ability to predict and meet demand for cage-free and
other specialty eggs, (v)
risks,
changes, or
obligations that
could result
from our
recent or
future acquisition
of new
flocks or
businesses, such
as our
acquisition
of
Echo
Lake
Foods
completed
June
2,
2025,
and
risks
or
changes
that
may
cause
conditions
to
completing
a
pending acquisition not
to be met,
(vi) our ability to
successfully integrate and manage recently
acquired businesses like Echo
Lake
Foods
and
realize
the
expected
benefits
of
such
acquisitions,
including
synergies, cost
savings,
reduction
in
earnings
volatility,
margin
expansion,
financial
returns,
expanded
customer
relationships,
or
sales
or
growth
opportunities,
(vii)
our
ability
to
compete
effectively
with
existing
competitors
and
new
market
entrants,
retain
existing
customers,
acquire
new
customers
and
grow
our
product
mix
including
our
prepared
foods
product
offerings,
(viii)
the
impacts
of
government,
customer
and
consumer
reactions
to
high
market
prices
for
eggs,
including,
without
limitation,
potential
new
or
expanded
government regulations, (ix) potential impacts to our business as a
result of our Company ceasing to be a “controlled company”
under the rules of The Nasdaq
Stock Market on April 14, 2025, (x) risks relating to
potential changes in inflation, interest rates
and
trade
and
tariff
policies,
(xi)
adverse
results
in
pending
litigation
and
other
legal
matters,
and
(xii)
global
instability,
including as a result of geopolitical conflicts and
other uncertainties. The actual timing,
number and value of
shares repurchased
under
our
share
repurchase program
will
be
determined
by
management
in
its
discretion
and
will
depend
on
a
number
of
factors, including but not limited
to, the market price of
our Common Stock and general market and economic
conditions. The
share repurchase program may be suspended, modified or
discontinued at any time without prior notice.
Readers are cautioned
not to
place undue reliance
on
forward-looking statements because, while
we believe
the
assumptions on
which the
forward-
looking statements
are based are
reasonable, there can be
no assurance that
these forward-looking statements will
prove to be
accurate. Further, forward-looking
statements included herein are
made only as
of the respective dates
thereof, or if
no date is
stated, as of the
date hereof. Except as otherwise required by law,
we disclaim any intent or obligation to update
publicly these
forward-looking statements, whether
because of new information, future
events, or otherwise.
COMPANY OVERVIEW
Cal-Maine Foods,
Inc. (“Cal-Maine Foods,”
the “Company,”
“we,” “us,” “our”) is
the largest
egg company
in the
U.S. and
a
leading
player
in
the
egg-based
food
industry.
With
a
strong
national
footprint,
Cal-Maine
Foods
provides
nutritious,
affordable, and sustainable protein to millions
of households every day.
21
The
Company’s
shell
egg
portfolio
spans
the
full
egg
value
ladder—from
conventional
to
specialty,
including
cage-free,
organic,
brown,
free-range,
pasture-raised,
and
nutritionally
enhanced
eggs—serving
both
retail
and
foodservice
customers
nationwide. Cal-Maine
Foods
also
participates in
the
growing prepared
foods
sector,
with
offerings such
as
pre-cooked egg
patties,
omelets,
folded and
scrambled egg
formats, hard-cooked
eggs, pancakes,
waffles,
and specialty
wraps.
Our branded
portfolio
includes
Eggland’s
Best®,
Land
O’Lakes®,
Farmhouse
Eggs®,
4Grain®,
Sunups®,
MeadowCreek
Foods®,
and
Crepini®.
Our operations are integrated, and we have one operating
and one reportable segment. Our total
flock as of February 28,
2026,
of approximately 48.0
million layers and
14.3 million pullets and
breeders,
is the largest
in the
U.S. We
sell our products to
a
diverse group of customers, including national
and regional grocery store chains, club stores, companies servicing independent
supermarkets
in
the
U.S.,
and
foodservice
distributors
serving
restaurants,
convenience
stores,
healthcare
and
education
facilities,
and hotels throughout
the majority of the
U.S. and aim
to maintain efficient, state-of-the-art operations located
close
to our customers.
Our
strategy
includes
three
primary
priorities:
expanding
specialty
eggs
and
prepared
foods,
pursuing
disciplined
growth
through acquisitions and leveraging our
scale, vertical integration, operational
excellence and financial
strength.
Our operating
results
are materially
impacted by
market prices
for eggs
and feed
grains (corn
and soybean
meal), which
are
highly
volatile,
independent
of
each other,
and out
of
our
control. Generally,
higher market
prices
for
eggs
have
a
positive
impact on
our financial results
while higher market prices
for feed grains
have a negative
impact on
our financial results.
Our
pricing for shell eggs
is negotiated with
our customers on individual
terms. We
sell our shell
eggs at prices based
on formulas
that take into
account, in varying ways, independently quoted regional wholesale market prices for shell eggs,
formulas related
to
our costs
of production,
such as
grain-based and
variations of
cost-plus arrangements,
or hybrid
models including
cost
of
production and wholesale market prices.
Almost all of our conventional eggs are priced and sold under market-based
pricing frameworks or the hybrid models described
above,
split almost evenly between such frameworks.
The majority of our specialty eggs are priced and
sold under frameworks
that are based on cost
of production,
although we do have some
customers that prefer market-based pricing for cage-free eggs.
As
a result,
specialty egg
prices
typically
do
not
fluctuate as
much
as conventional
pricing.
We
do
not
sell
eggs directly
to
consumers or set the prices at which
eggs are sold to consumers.
Retail
sales
of
shell
eggs
historically
have
been
highest
during
the
fall
and
winter
months
and
lowest
during
the
summer
months. Prices
for shell eggs
fluctuate in response to
seasonal demand factors and
a natural increase in
egg production during
the
spring
and early
summer.
Historically,
shell
egg prices
tend
to
increase with
the
start
of the
school
year
and tend
to
be
highest prior to holiday periods, particularly Thanksgiving, Christmas
and Easter. As a result,
we have historically experienced,
and may experience in the future, lower
shell egg selling prices, sales volumes and shell egg sales (and have incurred, and
may
incur in
the future,
net losses)
in our
first
and fourth
fiscal quarters
ending in
August/September and May/June,
respectively.
Because of
the
seasonal and
quarterly fluctuations, comparisons
of our
sales and
operating results
between different
quarters
within a single fiscal year are
not necessarily meaningful comparisons.
We
routinely
fill
our
storage
bins
during
harvest
season
when
prices
for
feed
ingredients
are
generally
lower.
To
ensure
continued availability
of feed ingredients,
we may
enter into
contracts for future
purchases of
corn and
soybean meal,
and as
part
of
these
contracts,
we
may
lock-in
the
basis
portion
of
our
grain
purchases
several
months
in
advance.
Basis
is
the
difference between the
local cash
price for grain
and the
applicable futures price. A
basis contract is
a common transaction
in
the grain
market that allows
us to lock-in
a basis level
for a
specific delivery period and
wait to
set the futures
price at
a later
date. Furthermore, due
to the
more limited
supply for organic
ingredients,
we may
commit to purchase
organic ingredients
in
advance to help ensure supply. Ordinarily, we do not enter into long-term contracts beyond
a year to purchase corn and
soybean
meal
or
hedge
against
increases
in
the
prices
of
corn
and
soybean
meal.
Corn
and
soybean
meal
are
commodities
and
are
subject
to
volatile
price
changes
due
to
weather,
various
supply
and
demand
factors,
transportation
and
storage
costs,
speculators,
agricultural, energy and
trade policies
in the
U.S. and
internationally,
and global instability
that could
disrupt the
supply chain.
An important competitive advantage for Cal-Maine
Foods is our ability to meet our customers’ evolving needs with a favorable
mix of branded and private-label products
of conventional and specialty
eggs, including cage-free, organic,
brown, free-range,
pasture-raised and nutritionally-enhanced
eggs,
as well as prepared
foods and egg products.
22
HPAI
Outbreaks of HPAI
have continued to
occur in U.S.
poultry flocks. From
the HPAI
outbreaks in 2015, there
were no reported
significant
outbreaks
of
HPAI
in
the
commercial
table
egg
layer
flocks
until
the
February
to
December
2022
time
period.
Thereafter,
there were no HPAI
cases affecting commercial layers until November 2023.
In calendar year 2024 and
2025, 40.2
million and 45.2 million commercial layer
hens and pullets were depopulated due to HPAI, respectively.
In the current calendar
year 2026, 17.6 million layer hens and pullets
were depopulated due to HPAI through March 30, 2026.
On March 14, 2026,
subsequent to the third quarter of
fiscal 2026, we experienced an HPAI
outbreak within our pullet
facility
in Maryland
resulting in the
depopulation of approximately 350,000 pullets.
We
are following the
protocols prescribed by the
United States Department of Agriculture (the
“USDA”) and will
continue to closely monitor
our operations to mitigate
further
spread or disruption.
HPAI is currently widespread in the wild bird population worldwide. Further, according to the U.S. Centers for Disease
Control
and Prevention (“CDC”), as of
March 13, 2026,
there have been
outbreaks of HPAI
in 1,088
herds of dairy cows
in 19
states,
and 71 human cases in
the U.S.,
almost entirely among poultry
and dairy workers,
since the latest
outbreak began.
Two
of the
human
cases resulted
in severe
illness after
the
patient was
exposed to
sick and
dead birds
in backyard
flocks.
Both patients
were reported to
have underlying
health conditions
and died
in 2025.
There have
been no
reported cases of
person-to-person
spread.
According
to
the
CDC,
the
human
health risk
to
the
U.S.
public
from
the
HPAI
virus
is
considered to
be low.
We
remain dedicated to
robust biosecurity
programs across
our locations
and have
invested more
than $88
million
in biosecurity
technology,
equipment, supplies, procedures, and
training across
our locations since
the last
major HPAI
outbreak in
calendar
year 2015. However, no farm is immune from HPAI. The extent of possible future outbreaks among U.S. commercial egg layer
flocks,
with
heightened
risk
during
migration
seasons,
cannot
be
predicted.
According
to
the
USDA,
HPAI
cannot
be
transmitted through safely handled and properly cooked eggs.
There is no known risk related to HPAI
associated with eggs that
are currently in the market and no eggs have
been recalled. For additional information, see the
2025 Annual Report, Part II Item
7 “Management’s Discussion and Analysis of Financial Condition and
Results of Operations – HPAI.”
We have taken
proactive steps to
help mitigate the tight
egg supply situation across the country.
Our efforts resulted in a
2.0%
and 13.0% increase in our average number of layer hens and breeder flocks, respectively, during the third quarter of fiscal 2026
compared to the same prior-year period. Total chicks hatched increased
41.7% during the third quarter of fiscal 2026, compared
to the prior-year quarter.
CAGE-FREE EGGS
Ten
states
have passed
legislation or
regulations mandating
minimum space
or cage-free
requirements for
egg production
or
mandated
the
sale
of
only
cage-free eggs
and
egg
products
in
their
states,
with
implementation of
these laws
ranging
from
January 2022
to
January 2030.
These states
represent approximately
27% of
the
U.S. total
population according
to
the
2020
U.S.
Census. California,
Massachusetts, Colorado, Michigan,
Oregon, Washington,
and Nevada,
which collectively
represent
approximately 23% of the total estimated U.S.
population,
have cage-free
legislation currently in effect.
A significant number of our customers have announced goals to either exclusively offer cage-free eggs or significantly increase
the
volume
of
cage-free egg
sales
in
the
future,
subject
in
most
cases
to
availability
of supply,
affordability
and
consumer
demand,
among
other
contingencies.
Our
customers’
sales
initiatives
and
product
mix
are
constantly
changing
making
it
difficult to accurately predict customer
requirements for cage-free eggs.
We
are focused on
adjusting our cage-free production
capacity with
a goal
of meeting
the future
needs of
our customers
in light
of changing
state requirements and
our customers’
goals. As always, we strive to offer a
product mix that aligns with current and anticipated customer purchase decisions. We are
engaging with our customers to help them meet their announced goals and needs. We have invested significant capital in recent
years to acquire and
construct cage-free facilities, and we
expect our focus
for future expansion
will continue to include
cage-
free facilities. Our volume of cage-free
egg sales has continued to increase and account for a larger
share of our product mix. At
the
same
time,
we
understand the
importance of
our
continued ability
to
provide
conventional eggs
in
order
to
provide our
customers with a variety of egg choices
and to address hunger in our communities.
For
additional
information,
see
the
2025
Annual
Report,
Part
I
Item
1,
“Business
Specialty
Eggs,”
“Business
Growth
Strategy” and
“Business –
Government Regulation,” and
the first
risk factor in
Part I
Item 1A,
“Risk Factors” under
the sub-
heading “Legal and Regulatory Risk
Factors.”
ACQUISITIONS
Subsequent to our
third quarter of fiscal 2026,
effective March 2, 2026,
we acquired the shell
egg, egg products, and prepared
foods
assets
of
Creighton
Brothers
LLC,
including
Crystal
Lake
LLC,
for
a
total
purchase
price
of
approximately
$128.5
23
million, subject
to customary post-closing adjustments.
See further discussion in
of the Notes
to
Condensed Consolidated Financial Statements
included in this Quarterly
Report.
Effective October 10, 2025, the Company acquired certain
assets of Clean Egg, LLC (“Clean Egg”) based
in Langwood, Texas,
for approximately $23.7 million. The
assets acquired included 677 thousand
brown cage-free and free-range layers and
pullets
and other inventory,
machinery and equipment related to its
processing facility and contract production.
See further discussion
in
of the Notes to Condensed Consolidated
Financial Statements included
in this Quarterly Report.
Effective June
2,
2025,
the Company
acquired Echo
Lake Foods,
LLC (formerly
Echo Lake
Foods,
Inc.) and
certain related
companies
(collectively
“Echo
Lake
Foods”).
Echo
Lake
Foods
is
based
in
Burlington, Wisconsin
and
produces,
packages,
markets and distributes prepared foods, including
waffles, pancakes, scrambled eggs, frozen
cooked omelets, egg patties, toast
and diced
eggs.
The
acquisition
has expanded
our prepared
foods
product line
and
customer base.
See
further discussion
in
of the
Notes to
Condensed Consolidated
Financial Statements
included in
this
Quarterly Report.
Our
previously announced projects to increase
efficiency and expand production capacity are ongoing and expected
to be completed
in
fiscal 2027.
While these
initiatives are
underway and
are expected
to
drive higher
output, improve
efficiency and
provide
greater operational
flexibility once
complete, Echo
Lake Foods
has and
will experience
a temporary
reduction in
production
volumes
and
higher
costs,
which
began
late
in
the
second
quarter of
fiscal
2026
and
are
expected to
continue
through
the
remainder of fiscal 2026.
During the
third quarter of
fiscal 2025, we
acquired certain assets
of Deal-Rite Foods,
Inc. and certain of
its affiliates
(“Deal-
Rite”). The assets acquired included two feed mills, storage facilities, usable grain, vehicles,
related equipment and a retail feed
sales business located in
North Carolina. The acquired assets
will produce and
deliver feed
to our nearby shell
egg production
operations.
During
the
second
quarter
of
fiscal
2025,
we
completed
a
strategic
investment
with
Crepini
LLC,
establishing
a
new
egg
products and prepared foods venture. Crepini
LLC, founded in 2007,
grew its brand throughout the U.S.
and Mexico featuring
egg wraps, protein pancakes, crepes, and wrap-ups,
which are sold online and
in over 3,500 retail
stores. The combined entity,
located
in
Hopewell
Junction,
New
York,
operates
as
Crepini
Foods
LLC
(“Crepini”).
We
capitalized
Crepini
with
approximately $6.75
million in
cash to
purchase additional equipment
and other
assets and
fund working
capital in
exchange
for a 51% interest in the new venture.
Crepini LLC contributed its existing assets and business
in exchange for a 49%
interest in
the new venture.
In
fiscal
2022,
we
announced
a
strategic
investment
in
MeadowCreek
Foods,
LLC
(“MeadowCreek”), which
became
a
majority-owned subsidiary of
the Company.
During the
fourth quarter
of fiscal
2023, MeadowCreek
began operations
with a
focus on
being a
leading provider of
hard-cooked eggs.
During the
second quarter
of fiscal
2025, we
acquired the
remaining
ownership interests in MeadowCreek
and it became a wholly-owned subsidiary of the
Company.
During the
first quarter of
fiscal 2025,
we acquired substantially
all the
commercial shell egg
production, processing
and egg
products breaking
assets of
ISE
America, Inc.
and certain
of its
affiliates (“ISE”).
The assets
acquired included
commercial
shell
egg production
and processing
facilities
with
a capacity
at
the
time
of acquisition
of approximately
4.7
million
laying
hens, including 1.0 million cage-free, and 1.2
million pullets, feed mills,
approximately 4,000 acres of land, inventories and an
egg products breaking facility. The acquired assets also include
an extensive customer distribution network across
the Northeast
and Mid-Atlantic states,
and production operations in
Maryland, New Jersey,
Delaware and South Carolina.
These production
assets were
our first
in Maryland,
New Jersey
and Delaware.
We
believe this
acquisition provides
us with
an opportunity
to
significantly enhance our market reach
in the Northeast and Mid-Atlantic states.
EXECUTIVE OVERVIEW
For
the
third
quarter and
the
first
thirty-nine
weeks of
fiscal 2026,
we recorded
a gross
profit
of $119.3
million
and $638.0
million, respectively,
compared to $716.1
million and $1.3
billion, respectively,
for the same periods
of fiscal
2025, primarily
driven by a decrease
in the net average selling price of shell eggs, particularly
conventional eggs.
Our net average selling price per dozen for shell eggs for the third quarter of fiscal 2026 declined 56.5% to $1.766 from $4.060
in
the
prior-year period.
Average
conventional egg
prices per
dozen declined
70.1% to
$1.423 from
$4.766 in
the
prior-year
period. Average specialty egg prices per dozen declined 16.9% to $2.313 from $2.784 in the prior-year period. Our dozens sold
for the third quarter of fiscal
2026 decreased 2.2% compared
to the third quarter of fiscal 2025.
Wholesale shell
egg prices are
volatile, cyclical,
and impacted
by
a number
of factors,
including
consumer demand, seasonal
fluctuations, the
number and
productivity of
laying hens
in the
U.S., outbreaks
of agricultural
diseases such
as HPAI,
severe
weather patterns and
retailers go-to-market strategies and how
they manage their inventories.
We
believe the
recent decline in
24
wholesale egg
prices primarily
reflects improved
egg supply,
following
disruptions
associated with
HPAI
in
the
prior
fiscal
year. Compared to
the same period last year,
panic-driven purchasing activity appears to have subsided, and improved pipeline
availability
relative to
the
prior
fiscal year
period
appears to
have
reduced the
need
for
accelerated purchasing
or inventory
builds by retailers and foodservice operators. As a result, wholesale
shell egg prices have declined, while retail shell egg prices
have adjusted more gradually.
The daily
average price
for
the
Urner Barry
Southeast
Large Index
in
the
third
quarter
of fiscal
2026
fell
78.6%, while
the
USDA daily average price
for large shell eggs dropped 78.9%, compared to the same
period last year.
According to the
USDA, the monthly
average size of the
layer hen flock
from December 2025
through February 2026
(which
most
closely aligns
with
our
third
fiscal quarter)
was approximately
310.8
million
hens, an
increase
of 6.7
million
hens, or
2.2%,
compared
to
the
same
period
in
the
previous
year.
During
the
third
quarter
of
fiscal
2026,
13.2
million
hens
were
depopulated due to HPAI, compared with 45.0 million during the same period of fiscal 2025, representing a 70.6% reduction in
depopulations.
For more information about historical shell egg prices, see
Part I, Item 1. “Business – Price for Shell Eggs” of our 2025 Annual
Report.
Prepared food sales
for the
third quarter
of fiscal
2026 increased
$51.9 million,
compared to
the third
quarter of
fiscal 2025,
primarily due to our acquisition of Echo Lake
Foods in the first quarter
of fiscal 2026.
Our farm
production costs
per dozen
produced for
the
third quarter
of fiscal
2026 increased
4.4%, or
$0.04 compared to
the
prior year
period, primarily
due to
higher other
farm production
costs. Other
farm production
costs increased 9.1%
primarily
due
to
high
facility
costs
compared
to
the
comparable
period
in
the
prior
year.
Feed
costs
per
dozen
produced
remained
relatively flat
in the
third quarter of
fiscal 2026,
compared to the third
quarter of fiscal
2025. For information
about historical
corn and soybean meal prices, see Part I, Item 1. “Business – Feed Costs for Shell Egg Production” of
our 2025 Annual Report.
Our prepared foods cost of sales increased $44.8
million for the third quarter of
fiscal 2026,
compared to the prior-year period,
primarily due to the acquisition of
Echo Lake Foods.
RESULTS OF OPERATIONS
The following table sets
forth, for the periods indicated, certain items
from our Condensed Consolidated Statements of Income
expressed as a percentage
of net sales.
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Net sales
100.0
%
100.0
%
100.0
%
100.0
%
Cost of sales
82.1
%
49.5
%
73.0
%
58.2
%
Gross profit
17.9
%
50.5
%
27.0
%
41.8
%
Selling, general and administrative
12.5
%
5.6
%
10.0
%
7.0
%
(Gain) loss on involuntary conversions
(0.1)
%
%
(0.3)
%
%
(Gain) loss on disposal of fixed assets
0.1
%
%
0.1
%
%
Operating income
5.4
%
44.9
%
17.2
%
34.8
%
Total other income, net
3.3
%
1.9
%
2.1
%
1.6
%
Income before income
taxes
8.7
%
46.8
%
19.3
%
36.4
%
Income tax expense
1.1
%
10.9
%
4.4
%
8.7
%
Net income
7.6
%
35.9
%
14.9
%
27.7
%
Less: Income (loss) attributable to
noncontrolling interest
0.1
%
%
%
%
Net income attributable to Cal-Maine
Foods, Inc.
7.5
%
35.9
%
14.9
%
27.7
%
NET SALES
Total
net sales
for the
third quarter of
fiscal 2026
were $667.0
million, compared to
$1.4 billion
for the
same period
of fiscal
2025.
25
Shell egg sales represented 85.8% and
94.9% of total net
sales for the third
quarters
of fiscal 2026 and 2025,
respectively.
The
Company’s
shell
egg
offerings,
for
both
branded
and
private-label
products,
include
specialty
and
conventional
shell
eggs.
Specialty
shell
eggs
include
cage-free,
organic,
brown,
free-range,
pasture-raised
and
nutritionally
enhanced
shell
eggs.
Conventional shell eggs sales represent all
other shell egg sales not
sold as specialty shell eggs.
The Company’s
prepared food
offerings
include
items
such
as
pre-cooked
egg
patties,
omelets,
folded
and
scrambled
egg
formats,
hard-cooked
eggs,
pancakes, waffles, and specialty wraps.
Egg product offerings include liquid and frozen
egg products. Other sales represent
feed
sales, miscellaneous byproducts and resale
products.
Total
net sales
for both
the thirty-nine
weeks ended
February 28,
2026 and
March 1,
2025
was $2.4
billion
and $3.2
billion,
respectively.
Shell egg sales represented 85.3% and 94.7% of total net sales for the thirty-nine weeks ended February 28, 2026
and March 1,
2025, respectively.
The table below presents net sales in key
categories (in thousands, except
percentage data):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
% Change
February 28, 2026
March 1, 2025
% Change
Shell Eggs
$
572,314
$
1,345,382
(57.5)
%
$
2,011,278
$
2,990,756
(32.8)
%
Prepared foods
63,626
11,757
441.2
219,212
31,134
604.1
Egg products
18,360
49,267
(62.7)
89,998
105,716
(14.9)
Other
12,651
11,279
12.2
38,563
30,621
25.9
Total net sales
$
666,951
$
1,417,685
(53.0)
%
$
2,359,051
$
3,158,227
(25.3)
%
The table below presents an analysis of
our shell egg sales (in thousands, except
percentage data):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
February 28, 2026
March 1, 2025
Shell egg sales
Conventional
$
283,173
49.5
%
$
1,016,438
75.6
%
$
1,152,979
57.3
%
$
2,118,065
70.8
%
Specialty
289,141
50.5
328,944
24.4
%
858,299
42.7
872,691
29.2
Total shell egg sales
$
572,314
100.0
%
$
1,345,382
100.0
%
$
2,011,278
100.0
%
$
2,990,756
100.0
%
Dozens sold
Conventional
199,035
61.4
%
213,247
64.3
%
600,291
62.3
%
622,833
64.1
%
Specialty
125,024
38.6
118,148
35.7
363,941
37.7
348,385
35.9
Total dozens sold
324,059
100.0
%
331,395
100.0
%
964,232
100.0
%
971,218
100.0
%
Net average selling price
per dozen
Conventional
$
1.423
$
4.766
$
1.921
$
3.401
Specialty
$
2.313
$
2.784
$
2.358
$
2.505
All shell eggs
$
1.766
$
4.060
$
2.086
$
3.079
Shell egg sales
Third Quarter – Fiscal 2026 vs. Fiscal 2025
-
In the
third quarter
of fiscal
2026, conventional
egg sales
decreased $733.3 million,
or 72.1%, compared
to the
third
quarter of
fiscal
2025,
primarily
due
to
a
70.1%
decrease in
the
prices
for
conventional
eggs,
which
resulted
in
a
$665.4 million decrease in net sales,
and a 6.7% decrease in the volume of conventional dozens sold, which resulted
in
a $67.7 million decrease in net sales.
-
In the third quarter of fiscal 2026, specialty egg sales decreased $39.8 million, or 12.1%, compared to the third quarter
of
fiscal
2025,
primarily
due
to
a
16.9%
decrease in
prices
for
specialty
eggs,
which
resulted
in
a
$58.9
million
decrease in net sales,
partially offset by a 5.8% increase in the volume of specialty eggs sold, which resulted
in a $19.1
million increase in net sales.
26
-
See “Executive Overview” above for additional discussion of factors
impacting shell egg sales for the third quarters of
fiscal 2026 and 2025.
Thirty-nine weeks – Fiscal 2026 vs.
Fiscal 2025
-
For
the
thirty-nine
weeks
ended
February
28,
2026,
conventional
egg
sales
decreased
$965.1
million,
or
45.6%,
compared to
the
same period
of fiscal
2025,
primarily
due to
a 43.5%
decrease in
the
prices
for conventional
shell
eggs,
which resulted
in
an $888.4
million
decrease in
net
sales,
and a
3.6% decrease in
the
volume
of conventional
eggs sold,
which resulted in a $76.7 million
decrease in net sales.
-
For the thirty-nine weeks ended February 28, 2026, specialty egg
sales decreased $14.4 million, or 1.6%, compared to
the same
period of
fiscal 2025,
primarily due to
a 5.9%
decrease in the
prices for specialty
eggs, which
resulted in a
$53.5
million
decrease in
net
sales,
partially
offset by
a 4.5%
increase in
the
volume
of
specialty eggs
sold,
which
resulted in a $39.0 million increase
in net sales.
During the first three quarters of fiscal 2026, a
higher proportion of our conventional eggs were sold on a hybrid pricing model
that takes into account both our cost of production
as well as wholesale market prices,
instead of solely market-based pricing,
in
response to
customer demand.
We
believe the
hybrid pricing
arrangement may
help some
customers better
plan and
manage
their businesses
and reinforces
our role
as a
trusted
supplier as
well
as reduce
volatility in
our financial
results
compared to
historical time periods when wholesale
market prices were
volatile.
Prepared foods sales
Third Quarter – Fiscal 2026 vs. Fiscal 2025
-
In the third quarter of
fiscal 2026, prepared food
sales increased $51.9 million,
compared to the third quarter of
fiscal
2025, primarily due to
an 834.3% increase in pounds
sold which resulted in
a $49.3 million increase in net sales.
The
increase in
sales
volume
is
primarily
due to
the
acquisition
of Echo
Lake Foods,
which
was completed
in
the
first
quarter of fiscal 2026 as well as
a nine-fold increase in sales volume at
Crepini.
Thirty-nine weeks – Fiscal 2026 vs.
Fiscal 2025
-
Prepared
foods
net
sales
increased
$188.1
million,
compared
to
fiscal
2025,
primarily
due
to
the
same
reasons
discussed above.
Egg products sales
Third Quarter – Fiscal 2026 vs. Fiscal 2025
-
In the third quarter of fiscal 2026, egg
products sales decreased $30.9 million, or 62.7%, compared to the third quarter
of fiscal 2025, primarily due to a 60.7%
decrease in the net average selling price, resulting in a $31.0 million decrease
in
net
sales,
partially
offset
by
a
3.6%
increase in
the
volume
of
egg
products sales,
resulting
in
a
$706
thousand
increase in net sales.
Thirty-nine weeks – Fiscal 2026 vs.
Fiscal 2025
-
For the thirty-nine weeks ended February
28, 2026, egg products sales decreased
$15.7 million, or 14.9%, compared to
the same period of fiscal 2025, primarily due to a 16.4% decrease in the net average
selling price, resulting in an $18.6
million decrease in net sales, partially
offset by a 6.8% increase in the volume of egg products sales,
resulting in a $6.0
million increase in net sales.
27
COST OF SALES
Cost of sales
consists of costs
directly related to producing, processing and packaging shell
eggs, purchases of shell eggs from
outside sources,
processing and
packing of
prepared foods
and egg
products,
and other
non-egg costs.
Farm production
costs
are those
costs incurred
at
our egg
production facilities,
including feed,
facility (including
labor), hen
amortization and
other
related farm production costs.
The following table presents our cost
of sales (in thousands):
Thirteen Weeks Ended
Thirty-nine Weeks Ended
February 28,
2026
March 1, 2025
%
Change
February 28,
2026
March 1, 2025
%
Change
Cost of sales
Farm production
$
279,331
$
266,056
5.0
%
$
803,052
$
766,003
4.8
%
Processing, packaging,
and warehouse - shell
eggs
107,788
101,631
6.1
312,851
292,165
7.1
Egg purchases and other
cost of sales
79,517
291,703
(72.7)
355,220
658,182
(46.0)
Prepared foods
57,084
12,313
363.6
179,881
34,054
428.2
Egg products
23,948
29,867
(19.8)
70,064
88,448
(20.8)
Total cost of sales
$
547,668
$
701,570
(21.9)
%
$
1,721,068
$
1,838,852
(6.4)
%
Farm production costs (per
dozen produced)
Feed
$
0.494
$
0.492
0.4
%
$
0.482
$
0.489
(1.4)
%
Other
$
0.456
$
0.418
9.1
%
$
0.454
$
0.420
8.1
%
Total farm production cost
$
0.950
$
0.910
4.4
%
$
0.936
$
0.909
3.0
%
Dozens produced
296,455
293,088
1.1
%
868,715
847,962
2.4
%
Percent produced to sold
91.5%
88.4%
3.5
%
90.1%
87.3%
3.2
%
Third Quarter – Fiscal 2026 vs. Fiscal 2025
-
Farm
production costs
increased 5.0%,
compared to
the
third quarter
of fiscal
2025, primarily
due to
an increase
in
production
costs
to
run
our
facilities,
specifically
within
labor
and
repairs
and
maintenance,
as
well
as
an
8.7%
increase
in our specialty egg production compared to the same
period in the prior fiscal year.
-
Processing, packaging and warehouse costs increased
$6.2 million,
compared to the third quarter of fiscal 2025, as our
processing costs
and packing
materials
cost per
dozen increased 6.4%
resulting in
a $6.1
million increase
in
cost of
sales.
-
Egg
purchases and
other cost
of sales
decreased $212.2
million,
primarily
due
to
a
62.7% decrease
in
the
price
of
outside egg purchases compared to the third quarter of fiscal 2025,
which resulted in a $180.7 million decrease in cost
of sales,
and a
12.8% decrease in
the volume
of outside
egg purchases,
compared to
the third
quarter of fiscal
2025,
which resulted in a $42.2 million decrease
in cost of sales.
-
Prepared foods costs increased primarily due
to the increased sales volume which is primarily due to the acquisition of
Echo Lake Foods as well as increased
production at Crepini.
Thirty-nine weeks – Fiscal 2026 vs.
Fiscal 2025
-
Farm production
costs increased 4.8%
primarily due
to a
3.0% increase
in production
costs, which
resulted in
$23.5
million increase in cost of
sales, and a 2.4%
increase in
egg production, resulting
in an $18.9
million increase in cost
of sales. This increase was primarily
due to the same reasons as described
above.
28
-
Processing, packaging and warehouse increased $20.7
million, as
our processing costs and packing
materials
cost per
dozen increased 5.5% which resulted in
a $15.3 million
increase in cost of sales, as
well as
an increase in the
volume
of eggs processed, which resulted
in $3.6 million increase in cost of sales.
-
Egg purchases and other cost of sales decreased $303.0 million, compared to the same
prior-year period, primarily due
to a 35.8% decrease in the price of
outside egg purchases,
resulting in a $240.8 million decrease in cost of sales, and a
10.6% decrease in the volume of
outside egg purchases, resulting in a $80.4 million
decrease in cost of sales.
-
Prepared foods costs increased
primarily due to the same reasons described
above..
Current indications
for corn
and soybean
project a
favorable stocks-to-use ratio
for us
near the levels
prevailing today
for the
remainder of fiscal 2026; however, as
long as outside
factors remain uncertain (including trade and tariff negotiations, weather
patterns and global supply chain disruptions),
volatility could remain.
GROSS PROFIT
Gross profit
for the
third quarter
of fiscal
2026 was
$119.3 million,
compared to $716.1
million for
the same
period of
2025.
The decrease was primarily driven by 56.5%
lower net average selling prices
for shell eggs partially offset
by a decrease in the
price and volume of outside egg purchases,
as our percent produced
to sold increased 3.5% to 91.5%.
Gross
profit
for
the
thirty-nine
weeks
ended
February
28,
2026
was
$638.0
million,
compared to
$1.3
billion
for
the
same
period of 2025.
The decrease was primarily driven by 32.3% lower net
average selling prices
for shell eggs, offset
partially by
a decrease in the price and
volume of outside egg purchases, as dozens produced increased 2.4%, as well
as contributions from
prepared foods.
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES
Selling,
general,
and
administrative
(“SGA”)
expenses
include
costs
of
delivery,
marketing,
and
other
general
and
administrative expenses. Delivery expense includes contract trucking expense and all
costs to maintain and operate our fleet of
trucks to
deliver products to
customers,
including the related
payroll expenses. Marketing expense includes
franchise fees that
are
submitted
to
Eggland’s
Best,
Inc.
(“EB”)
to
support
the
EB
brand,
brokerage
and
commission
fees,
and
other
general
marketing expenses,
such as
payroll expenses for
our in-house
sales team.
Other general
and administrative
expenses include
corporate payroll related
expenses and other
general corporate overhead costs.
The following table presents
an analysis of
our
SGA expenses (in thousands):
Thirteen Weeks Ended
February 28, 2026
March 1, 2025
$ Change
% Change
Delivery expense
$
27,749
$
23,476
$
4,273
18.2
%
Marketing expense
15,424
11,240
4,184
37.2
%
Other general and administrative expenses
40,131
45,251
(5,120)
(11.3)
%
Total
$
83,304
$
79,967
$
3,337
4.2
%
Third Quarter – Fiscal 2026 vs. Fiscal 2025
-
Delivery expense
increased 18.2%,
compared to
the
third
quarter of
fiscal 2025,
primarily
due to
the
acquisition of
Echo Lake Foods and increased
contract trucking costs.
-
Marketing
expense
increased
37.2%,
compared
to
the
prior
fiscal
year
period,
primarily
due
a
54.8%
increase
in
franchise fees.
Franchise
fees increased
as specialty
dozens sold
increased 5.8%.
In
the
prior fiscal
year
period the
higher prices for conventional eggs compared to
specialty eggs diminished the need to
promote specialty eggs; during
which time,
EB temporarily reduced the related franchise fees for certain specialty egg brands to
encourage continued
production of these branded eggs.
-
In the
third quarter of
fiscal 2026, other
general and administrative
expenses decreased 11.3%,
compared to the
prior
year period,
primarily due
to a
reduction in
the accrual for
anticipated employee bonuses
compared to
the prior
year
period.
In addition,
there was
an increase
in
the
adjustment
to
the
earnout liability
recorded in
the
prior
fiscal year
period.
This
was
partially
offset
by
increased
professional
and
legal
fees
as
well
as
increased
amortization
of
intangible assets acquired related
to acquisitions during the current
fiscal year.
29
Thirty-nine Weeks Ended
February 28, 2026
March 1, 2025
$ Change
% Change
Delivery expense
$
80,194
$
68,206
$
11,988
17.6
%
Marketing expense
44,572
40,666
3,906
9.6
%
Other general and administrative
expenses
110,939
110,660
279
0.3
%
Total
$
235,705
$
219,532
$
16,173
7.4
%
Thirty-nine weeks – Fiscal 2026 vs.
Fiscal 2025
-
Delivery
expense
increased
17.6%
in
fiscal
2026,
compared
to
fiscal
2025,
primarily
due
to
the
same
reasons
as
described above
-
In
fiscal
2026,
marketing
expense
increased
9.6%,
compared
to
fiscal
2025,
primarily
due
to
the
same
reasons
as
described above.
-
Other
general
and
administrative
expenses
were
relatively
flat,
compared
to
fiscal
2025.
During
fiscal
2026,
we
incurred higher professional and legal fees
primarily related to our acquisitions
made during the current fiscal year
as
well
as increased
amortization of
intangible
assets acquired
which was
offset by
a
reduced charge
in
the
change in
earnout
liability
recorded
in
the
prior
fiscal
year
period
and
a
reduction
in
the
accrual
for
anticipated
employee
bonuses compared to the prior fiscal year
period.
GAIN ON INVOLUNTARY CONVERSION
In the first quarter of fiscal 2026, we recorded a gain of $7.5 million due to business interruption insurance
recoveries
related to
a weather-related event
that occurred in fiscal 2021.
OPERATING INCOME
For the
third quarter of
fiscal 2026,
we recorded operating
income of
$35.9 million,
compared to operating
income of
$635.7
million for the same period of fiscal 2025.
For
the thirty-nine
weeks ended
February 28,
2026,
we recorded
operating income
of $409.0
million,
compared to
operating
income of $1.1 billion for the same period of
fiscal 2025.
OTHER INCOME (EXPENSE)
Total
other
income
(expense)
consists
of
items
not
directly
charged
or
related
to
operations,
such
as
interest
income
and
expense, equity in income or
loss of unconsolidated entities, and patronage dividends,
among other items. Patronage dividends
are paid to us from our membership in
the EB cooperative.
For the third
quarter of fiscal 2026, we earned $11.4
million of
interest income compared to $12.8
million for the same
period
of fiscal
2025, primarily due to
lower average cash and
cash equivalents and
investment securities available-for-sale balances.
The Company
recorded interest expense of
$156 thousand
and $146
thousand for
the third
quarters
ended February
28, 2026
and March 1, 2025, respectively.
For the thirty-nine weeks ended
February 28, 2026, we
earned $36.9 million
of interest income compared to $32.6
million for
the same
period of fiscal
2025, primarily due to
higher average cash and
cash equivalents and investment
securities available-
for-sale balances. The Company recorded
interest expense of $507 thousand and $457 thousand for the thirty-nine weeks ended
February 28, 2026 and March 1, 2025, respectively.
INCOME TAXES
For the third
quarter of fiscal 2026, our
pre-tax income was
$58.2 million,
compared to $663.0 million
for the third quarter
of
fiscal 2025.
Income tax
expense of
$7.1 million
was recorded for
the
third quarter
2026 with
an effective
tax
rate of
12.1%.
This includes the discrete tax benefit of $8.2 million associated with the fiscal 2025 provision-to-return adjustments. Excluding
30
the
discrete
tax
benefit,
income
tax
expense
was
$15.3
million
with
an
adjusted effective
tax
rate
of
26.2%.
For
the
third
quarter 2025, income tax expense
was $154.9 million with an effective
tax rate of 23.4%.
For the thirty-nine weeks ended
February 28, 2026,
pre-tax income was $457.5
million, compared to $1.1
billion for the
same
period of
fiscal 2025.
Income tax
expense of $104.4
million was
recorded for the
thirty-nine weeks
ended February 28,
2026
with
an
effective
tax
rate
of
22.8%.
This
includes
the
discrete
tax
benefit
of
$8.2
million
associated
with
the
fiscal
2025
provision-to-return adjustments.
Excluding the
discrete tax
benefit, income
tax
expense was
$112.6
million with
an adjusted
effective tax rate of 24.6%.
For the same period
fiscal 2025, income tax expense was $273.9 million
with an effective tax rate
of 23.8%.
Items causing our effective tax rate to
differ from the federal statutory income tax rate of
21% are state income taxes, offset
by
certain federal tax credits and
certain items included in
income or loss for
financial reporting purposes that
are not included in
taxable income or loss
for income tax purposes, including
tax exempt interest income, certain nondeductible expenses, and net
income or loss attributable to noncontrolling
interest.
NET INCOME ATTRIBUTABLE
TO CAL-MAINE FOODS, INC.
Net income attributable to Cal-Maine Foods, Inc. for the third quarter ended February 28, 2026 was $50.5 million, or $1.07 per
basic and $1.06 per diluted common share, compared to
net income attributable to Cal-Maine Foods, Inc. of
$508.5 million,
or
$10.42 per basic and $10.38 per diluted
common share,
for the same period of fiscal 2025.
Net income
attributable to
Cal-Maine Foods,
Inc. for
the thirty-nine
weeks ended
February 28,
2026, was
$352.6 million,
or
$7.37 per
basic and $7.34
per diluted common share,
compared to net
income attributable to Cal-Maine
Foods, Inc.
of $877.6
million or $17.99 per basic and
$17.92 per diluted common share, for
the same period of fiscal
2025.
LIQUIDITY AND CAPITAL RESOURCES
Working Capital and Current Ratio
Our
working
capital
was
$1.5
billion
at
February
28,
2026,
compared to
$1.7
billion
at
May
31,
2025.
The
calculation
of
working capital is defined as
current assets less current liabilities.
Our current ratio was
8.2 at
February 28, 2026
compared to
6.4 at
May 31,
2025. The increase
in our
current ratio is
primarily due
to a
decrease in dividends
payable with
respect to
our
third quarter 2026. The current
ratio is calculated by dividing current
assets by current liabilities.
Cash Flows from Operating Activities
For the thirty-nine weeks ended
February 28, 2026, $476.9
million in
net cash was provided by
operating activities, compared
to
$811.7
million provided
by operating
activities for
the
comparable period
in
fiscal 2025.
The decrease
in
cash
flow from
operating activities resulted primarily from a decrease
in cash collections from customers as a result of decreased
prices of shell
eggs compared to the prior fiscal year
period.
Cash Flows Used in Investing Activities
For
the
thirty-nine weeks
ended February
28,
2026, $266.5
million
was used
in
investing activities,
primarily relating
to
the
acquisitions of
Echo Lake
Foods and
Clean Egg
and purchases
of
investment securities, compared
to
$385.1 million
used in
investing activities in the
same period of fiscal 2025.
Purchases of investment securities were $503.7 million
during the thirty-
nine
weeks
ended
February
28,
2026,
and
sales
and
maturities
of
investment
securities
were
$659.7
million.
Sales
and
maturities of investment
securities were $654.4
million in the
prior fiscal year
period while purchases of
investment securities
were $813.1
million
during
the
period. Cash
paid
for business
acquisitions,
net
of cash
acquired, was
$299.0
million
in
the
thirty-nine weeks ended February 28, 2026,
related to the Echo Lake
Foods and Clean
Egg acquisitions, and
$116.2 million in
the prior-year period, related
to the ISE acquisition. Purchases of property, plant and equipment were
$123.7 million and $115.4
million in fiscal 2026
and 2025, respectively, primarily reflecting progress
on our construction projects.
Cash Flows Used in Financing Activities
For the thirty-nine weeks ended February 28,
2026, $315.8 million
was used in financing activities, primarily due to
dividends
paid
of
$214.8
million
in
fiscal
2026,
compared to
$167.2 million
used in
financing activities
in
the
same
prior
fiscal year
period. Purchases
of common
stock
by
treasury were
$101.0
million
during the
thirty-nine weeks
ended February
28,
2026,
primarily due to the repurchase
of common stock under the Company’s share repurchase
program.
31
Net Change in Cash and Cash Equivalents
As of February 28, 2026,
cash,
cash equivalents and restricted cash decreased $105.3 million since May 31, 2025, compared to
an increase of $259.4 million during the same period of fiscal 2025. The
decrease is primarily due to decreased cash collections
from customers as a
result of decreased prices of
shell eggs compared to the
prior year as
well as the use
of cash
for the Echo
Lake Foods and Clean Egg acquisitions
completed during fiscal 2026.
Credit Facility
On
November
15,
2021,
we
entered into
a
credit
agreement that
provides
for
a senior
secured revolving
credit
facility
(the
“Credit Facility”), in an initial aggregate
principal amount of up to $250 million with a five-year
term. As of February 28, 2026,
no
amounts
were borrowed
under the
Credit
Facility and
we
had $4.7
million
in outstanding
standby letters
of credit
issued
under our Credit Facility for the benefit
of certain insurance companies.
Share Repurchase Program
In February 2025, the Company’s
Board of Directors (“Board”) approved a $500 million
share repurchase program. The share
repurchase program authorizes
the Company, in
management’s discretion, to repurchase shares of our common stock from time
to time for an aggregate purchase price up to
$500 million (exclusive of any fees, taxes, commissions or other expenses related
to such repurchases), subject to market conditions and other
factors. The actual timing, number and value of shares repurchased
under the
program will be
determined by management in
its discretion
and will depend
on a number
of factors, including, but
not
limited
to,
the
market
price
of
our
common
stock
and
general market
and
economic
conditions.
During
the
thirty-nine
weeks
ended
February
28,
2026,
the
Company
repurchased
1,175,867
shares
or
approximately
$99.2
million
under
the
program. As
of the
end of
the
third quarter
of fiscal
2026, we
had remaining
authorization to
purchase up
to
$350.8 million
under
the
repurchase program.
See
for
further
information.
The Company expects to strategically and opportunistically
repurchase shares from time to time through solicited
or unsolicited
transactions in the open
market, in privately negotiated transactions or
by other means
in accordance with securities laws. The
Company
expects that
share repurchases under
the
program
will
be funded
from existing
cash balances
and future
free cash
flow. The
share repurchase program does not obligate the Company to repurchase any specific amount of shares, does not have
an expiration date, and may be suspended,
modified or discontinued at any
time without prior notice.
Dividends
In
accordance
with
our
variable
dividend
policy,
we
will
pay
a
cash
dividend
totaling
approximately
$16.8
million,
or
approximately $0.355 per
share,
to holders
of our
common stock
with respect to
our third
quarter of fiscal
2026. The
amount
paid
per share
will
vary based
on the
number of
outstanding shares
on the
record date.
The dividend
is payable
on
May 14,
2026, to holders of record
on April 29, 2026.
Material Cash Requirements
Material cash requirements
for operating activities primarily consist
of feed ingredients,
processing, packaging and warehouse
costs,
employee
related
costs,
maintenance
capital
expenditures
and
other
general
operating
expenses.
Our
material
cash
requirements for growth capital expenditures consist
primarily of our construction projects
to increase our production
capacity
of prepared foods and cage-free shell
egg production. We
believe our current cash
balances, investments, projected cash flows
from operations,
and available
borrowings under
our Credit
Facility will
be sufficient
to fund
our cash
needs for
at
least the
next 12 months and to fund our capital commitments currently
in place thereafter. Future acquisitions of businesses
may require
additional financing.
IMPACT OF RECENTLY
ISSUED ACCOUNTING
STANDARDS
For information on changes in accounting principles and new
accounting principles,
see “
New Accounting Pronouncements and
Policies”
in
of
the
Notes
to
Condensed
Consolidated
Financial
Statements included in this Quarterly
Report.
32
CRITICAL ACCOUNTING ESTIMATES
Critical accounting
estimates are those
estimates made
in accordance
with U.S.
generally accepted
accounting principles
that
involve
a significant
level of
estimation uncertainty
and have
had or
are
reasonably likely
to
have a
material impact
on
our
financial condition
or results
of operations.
There have
been no
changes to
our critical
accounting
estimates identified in
our
2025 Annual Report.
ITEM 3. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET
RISK
There have been no material changes
in our exposure to market risk during the
thirty-nine weeks ended
February 28, 2026 from
the information provided in Part II Item 7A,
Quantitative and Qualitative
Disclosures About Market Risk
in our 2025 Annual
Report.
ITEM 4.
CONTROLS
AND
PROCEDURES
Disclosure Controls and Procedures
Our disclosure
controls and procedures are designed
to provide reasonable assurance that
information required to
be disclosed
by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time
periods specified
in
the
SEC’s
rules and
forms. Disclosure controls
and procedures
include,
without
limitation,
controls and
procedures designed
to
ensure that
information required
to be
disclosed by
us in
the
reports that
we file
or submit
under the
Exchange Act
is
accumulated and
communicated
to
management,
including
our
principal
executive
and
principal
financial
officers, or persons performing similar functions,
as appropriate to allow timely decisions regarding required disclosure. Based
on
an
evaluation
of
our
disclosure
controls
and
procedures
conducted
by
our
Chief
Executive
Officer
and
Chief
Financial
Officer,
together
with
other
financial
officers,
such
officers
concluded
that
our
disclosure
controls
and
procedures
were
effective as of February 28, 2026 at the reasonable
assurance level.
Changes in Internal Control Over
Financial Reporting
There was no change
in our internal
control over financial reporting that
occurred during the quarter
ended February 28,
2026
that
has
materially
affected,
or
is
reasonably
likely
to
materially
affect,
our
internal
control
over
financial
reporting.
As
disclosed elsewhere in this Quarterly Report,
we completed the acquisition of Echo Lake Foods during the first quarter of fiscal
2026.
As
permitted
by
SEC
guidance,
the
scope
of
management’s
review
of
its
internal
control
over
financial
reporting
excluded Echo Lake Foods.
33
PART
II. OTHER INFORMATION
ITEM 1.
LEGAL PROCEEDINGS
Refer
to
the
discussion
of
certain
legal
proceedings involving
the
Company
and/or
its
subsidiaries
in
(i)
our
2025
Annual
Report,
Part
I Item
3
Legal Proceedings,
and Part
II Item
8,
Notes to
Consolidated Financial
Statements and
Supplementary
Data,
Note
16
-
Commitments
and
Contingencies,
and
(ii)
in
this
Quarterly
Report
in
of
the
Notes
to
Condensed Consolidated
Financial
Statements,
which discussions
are
incorporated herein
by
reference.
ITEM 1A.
RISK
FACTORS
Except as set forth in our quarterly report on Form 10-Q for the quarter ended November 29, 2025, there have been no material
changes in the risk factors previously disclosed
in the 2025 Annual Report.
ITEM 2. UNREGISTERED SALES OF
EQUITY SECURITIES AND USE
OF PROCEEDS
The following table is a summary of our
third quarter fiscal
2026 share repurchases:
Issuer Purchases of Equity Securities
Total
Number of
Maximum Approximate
Shares Purchased
Dollar Value of
Total
Number
Average
as Part of Publicly
Shares that May Yet
of Shares
Price Paid
Announced Plans
Be Purchased Under
Period
Purchased (a)
per Share
Or Programs
the Plans or Programs (b)
11/30/25 to 12/27/25
$
$
12/28/25 to 01/24/26
354,864
73.63
329,830
350,841,356
01/25/26 to 02/28/26
354,864
$
73.63
329,830
$
350,841,356
(a)
As permitted
under our
Amended and
Restated 2012
Omnibus Long-Term
Incentive Plan,
25,034 shares
were withheld
by us
to satisfy
tax withholding
obligations for employees in connection
with the vesting of restricted
common stock.
(b)
In
February
2025,
the
Company
announced
a
$500
million
share
repurchase
program.
The
share
repurchase
program
authorizes
the
Company,
in
management’s
discretion,
to repurchase
shares of
our common
stock
from time
to time
for an
aggregate purchase
price up
to $500
million (exclusive
of any
fees, taxes,
commissions or other
expenses related to
such repurchases), subject
to market conditions
and other factors.
The share
repurchase program does
not
obligate the
Company to
repurchase
any specific
amount of shares,
does not
have an
expiration date,
and may
be suspended,
modified or
discontinued at
any
time without prior notice.
ITEM 5.
OTHER INFORMATION
During the
third quarter
of fiscal
2026, no
director or officer
of the
Company
adopted
or
terminated
any Rule
10b5-1 trading
arrangement or
non-Rule
10b5-1
trading arrangement, as such
terms are defined in Item 408(a)
of Regulation S-K.
34
ITEM 6. EXHIBITS
Exhibits
No.
Description
2.1
3.1
3.2
31.1*
31.2*
32**
101.SCH*+
Inline XBRL Taxonomy Extension Schema Document
101.CAL*+
Inline XBRL Taxonomy Extension Calculation Linkbase
Document
101.DEF*+
Inline XBRL Taxonomy Extension Definition Linkbase
Document
101.LAB*+
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*+
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data
File (formatted as Inline XBRL and contained in
Exhibit 101)
*
Filed herewith as an Exhibit.
**
Furnished herewith as an Exhibit.
+
Submitted electronically with this Quarterly
Report.
35
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.
CAL-MAINE FOODS, INC.
(Registrant)
Date:
April 1, 2026
/s/ Max P. Bowman
Max P.
Bowman
Vice President, Chief Financial Officer
(Principal Financial Officer)
໿
Date:
April 1, 2026
/s/ Matthew S. Glover
Matthew S. Glover
Vice President – Accounting
(Principal Accounting Officer)
໿