Calavo Growers (CVGW) CEO exercises RSUs, 1,587 shares used for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CALAVO GROWERS INC Chief Executive Officer Bruce John Lindeman reported equity compensation-related transactions involving company stock. On April 23, 2026, he exercised derivative awards classified as restricted stock units to acquire 4,259 shares of common stock at an exercise price of $0.0000 per share.

On the same date, 1,587 shares of common stock were disposed of in a tax-withholding transaction at $27.86 per share to cover obligations tied to the award. After these transactions, Lindeman directly held 24,556 shares of CALAVO GROWERS INC common stock. Footnotes also describe separate restricted stock units representing a contingent right to receive 2,220 shares of common stock, which fully vested earlier with receipt deferred under the award agreement.

Insider Trade Summary

4,259 shares exercised/converted

Mixed 4 txns

Insider Lindeman Bruce John

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,259	$0.00	--
Exercise	Common Stock	4,259	$0.00	--
Tax Withholding	Common Stock	1,587	$27.86	$44K
holding	Restricted Stock Units	--	--	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 26,143 shares (Direct, null)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of CVGW common stock. The restricted stock units fully vest on the date of that is the earlier of (i) the one-year anniversary of the date of grant, or (ii) Calavo Growers, Inc.'s 2026 annual meeting of shareholders provided such annual meeting occurs on or after April 8, 2026. The restricted stock units fully vested on April 23, 2025, and the reporting person's receipt of 2,220 shares of common stock was deferred pursuant to the restricted stock unit award agreement between the reporting person and Calavo Growers, Inc.

Key Figures

RSU shares exercised: 4,259 shares Exercise price: $0.0000 per share Shares for tax withholding: 1,587 shares +3 more

6 metrics

RSU shares exercised 4,259 shares Derivative awards exercised on April 23, 2026

Exercise price $0.0000 per share Price for RSU-related derivative exercise

Shares for tax withholding 1,587 shares Disposed at $27.86 in tax-withholding transaction

Tax-withholding share price $27.86 per share Price for 1,587 shares delivered for tax liability

Shares held after transactions 24,556 shares Direct common stock holdings following reported activity

Deferred RSU underlying shares 2,220 shares Vested restricted stock units with deferred receipt

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, contingent right

4 terms

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share of CVGW common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"Exercise or conversion of derivative security"

contingent right financial

"represents a contingent right to receive one share of CVGW common stock"

Form 4 Insider Transactions: What Each Field Means →

04/27/2026 - 09:12 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lindeman Bruce John

(Last)

(First)

(Middle)

C/O CALAVO GROWERS, INC.

1141-A CUMMINGS RD.

(Street)

SANTA PAULA

CALIFORNIA

93060

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CALAVO GROWERS INC [ CVGW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/23/2026		M		4,259	A	⁽¹⁾	26,143	D
Common Stock	04/23/2026		F		1,587	D	$27.86	24,556	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	04/23/2026		M			4,259	⁽²⁾	⁽²⁾	Common Stock	4,259	$0	0	D
Restricted Stock Units	⁽¹⁾							⁽³⁾	⁽³⁾	Common Stock	2,220		2,200	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of CVGW common stock.

2. The restricted stock units fully vest on the date of that is the earlier of (i) the one-year anniversary of the date of grant, or (ii) Calavo Growers, Inc.'s 2026 annual meeting of shareholders provided such annual meeting occurs on or after April 8, 2026.

3. The restricted stock units fully vested on April 23, 2025, and the reporting person's receipt of 2,220 shares of common stock was deferred pursuant to the restricted stock unit award agreement between the reporting person and Calavo Growers, Inc.

	/s/ B. John Lindeman	04/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did CALAVO GROWERS INC (CVGW) CEO Bruce John Lindeman report on this Form 4?

Bruce John Lindeman reported equity compensation activity involving restricted stock units and common stock. He exercised derivative awards into 4,259 common shares and had 1,587 shares withheld to satisfy related tax obligations, reflecting routine compensation rather than open-market buying or selling.

How many CALAVO GROWERS INC (CVGW) shares did the CEO acquire through derivative exercise?

Lindeman exercised derivative awards classified as restricted stock units into 4,259 shares of CALAVO GROWERS INC common stock. The exercise price was disclosed as $0.0000 per share, indicating conversion of existing awards rather than a cash purchase in the open market.

What is the significance of the 1,587 CALAVO GROWERS INC (CVGW) shares disposed of?

The 1,587 shares of common stock were disposed of at $27.86 per share in a tax-withholding transaction. This disposition covers tax obligations associated with equity awards and is not characterized as an open-market sale, so it carries limited signaling value about the CEO’s market view.

How many CALAVO GROWERS INC (CVGW) shares does the CEO hold directly after these transactions?

Following the reported transactions, Bruce John Lindeman directly held 24,556 shares of CALAVO GROWERS INC common stock. This post-transaction holding figure provides context for the scale of the equity compensation events relative to his overall direct ownership position.

What restricted stock units are still associated with CALAVO GROWERS INC (CVGW) in this filing?

The filing describes restricted stock units representing a contingent right to receive 2,220 common shares. Footnotes state these units fully vested earlier, with receipt of the 2,220 shares deferred under the restricted stock unit award agreement between Lindeman and CALAVO GROWERS INC.

Do these CALAVO GROWERS INC (CVGW) Form 4 transactions involve open-market buying or selling?

The transactions involve derivative exercise and tax-withholding disposition, not open-market trades. The code M reflects exercise of derivative securities, while code F indicates shares delivered to cover exercise price or tax liabilities related to equity compensation awards, rather than discretionary market transactions.