What changed in this filing

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Item 1. Financial Statements

2025-10-29 compared with 2025-07-31 · 125 added, 91 removed, 541 unchanged (29% of the section changed)

3 unchanged sentences

(Dollars in thousands, except share and per share amounts)

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2025 2024 2025 2024

27 unchanged sentences

(Dollars in thousands)

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2025 2024 2025 2024

13 unchanged sentences

(Unaudited) (Dollars in thousands)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Current Assets

Cash and cash equivalents $ 13,447 $ 25,273

Receivables (less allowance for credit loss, $ 2,262 and $ 1,875 at June 30, 2025, and December 31, 2024, respectively)

Receivables (less allowance for credit loss, $ 1,190 and $ 1,875 at September 30, 2025, and December 31, 2024, respectively)

106,668 148,488

35 unchanged sentences

authorized 40,000,000 shares;

issued 23,125,166 shares at June 30, 2025 and December 31, 2024;

and 21,291,442 and 21,194,707 shares outstanding at June 30, 2025 and December 31, 2024, respectively

issued 23,125,166 shares at September 30, 2025 and December 31, 2024;

and 21,292,736 and 21,194,707 shares outstanding at September 30, 2025 and December 31, 2024, respectively

Additional paid-in capital 330,062 332,195

Retained earnings 582,973 563,929

Accumulated other comprehensive income (loss) 255 ( 658 )

Treasury stock, at cost, 1,833,724 and 1,930,459 shares at June 30, 2025 and December 31, 2024, respectively

Accumulated other comprehensive loss ( 10 ) ( 658 )

Treasury stock, at cost, 1,832,430 and 1,930,459 shares at September 30, 2025 and December 31, 2024, respectively

( 64,557 ) ( 68,019 )

8 unchanged sentences

(Dollars in thousands)

Year to Date Ended June 30,

Year to Date Ended September 30,

Cash Flows from Operating Activities

29 unchanged sentences

Principal payments on long-term debt ( 80,800 ) ( 67,800 )

Net cash provided by (used in) financing activities ( 33,103 ) 6,721

Net cash used in financing activities ( 64,286 ) ( 18,048 )

Effect of exchange rate changes on cash and cash equivalents 699 46

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For Year to Date Ended June 30, 2025

For Year to Date Ended September 30, 2025

(Dollars in thousands)

26 unchanged sentences

4 6,715 329,256 570,154 255 ( 64,600 ) ( 1,655 ) 840,129

(a) Dividends and dividend equivalents were $ 0.12 per common share, per restricted stock unit, and per performance stock unit for the quarters ended March 31, 2025 and June 30, 2025.

Comprehensive income:

Net income — — — 15,422 — 7 15,429

Other comprehensive loss — — — — ( 265 ) — ( 265 )

Dividends declared (a)

— — — ( 2,603 ) — — — ( 2,603 )

Share-based compensation — — 849 — — — — 849

Stock shares awarded, forfeited, or vested — — ( 43 ) — — 43 — —

Balance, September 30, 2025

$ 4 $ 6,715 $ 330,062 $ 582,973 $ ( 10 ) $ ( 64,557 ) $ ( 1,648 ) $ 853,539

(a) Dividends and dividend equivalents were $ 0.12 per common share, per restricted stock unit, and per performance stock unit for the quarters ended March 31, 2025, June 30, 2025 and September 30, 2025.

See accompanying notes to unaudited condensed consolidated financial statements

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For Year to Date Ended June 30, 2024

For Year to Date Ended September 30, 2024

(Dollars in thousands)

19 unchanged sentences

Net income (loss) — — — 32,085 — — ( 68 ) 32,017

Other comprehensive income — — — — ( 116 ) — — ( 116 )

Other comprehensive loss — — — — ( 116 ) — — ( 116 )

Dividends declared (a)

5 unchanged sentences

4 6,715 329,713 587,265 ( 553 ) ( 28,687 ) ( 1,544 ) 892,913

(a) Dividends and dividend equivalents were $ 0.12 per common share and per restricted stock unit for the quarters ended March 31, 2024 and June 30, 2024.

Comprehensive income:

Net income (loss) — — — 23,905 — ( 43 ) 23,862

Other comprehensive income — — — — 534 — 534

Dividends declared (a)

— — — ( 2,666 ) — — — ( 2,666 )

Share-based compensation — — 742 — — — — 742

Stock shares awarded, forfeited, or vested — — ( 59 ) — — 59 — —

Stock shares repurchased — — — — — ( 2,500 ) — ( 2,500 )

Balance, September 30, 2024

$ 4 $ 6,715 $ 330,396 $ 608,504 $ ( 19 ) $ ( 31,128 ) $ ( 1,587 ) $ 912,885

(a) Dividends and dividend equivalents were $ 0.12 per common share and per restricted stock unit for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024.

See accompanying notes to unaudited condensed consolidated financial statements

16 unchanged sentences

All significant intercompany balances and transactions have been eliminated in consolidation.

These unaudited condensed consolidated financial statements as of and for the quarter and year to date ended June 30, 2025, should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”).

These unaudited condensed consolidated financial statements as of and for the quarter and year to date ended September 30, 2025, should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”).

The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

6 unchanged sentences

The financial reporting policies of the Company conform to GAAP.

The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.

The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period.

The application of certain of these policies places demands on management’s judgment, with financial reporting results relying on estimation about the effects of matters that are inherently uncertain.

7 unchanged sentences

Inventory consists of the following:

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Finished goods $ 47,740 $ 43,952

37 unchanged sentences

Basic EPS amounts are computed by dividing net income attributable to common shareholders by the weighted average shares outstanding during each period.

Diluted EPS is computed using the if-converted method by dividing the net income attributable to common shareholders by the weighted average shares outstanding, inclusive of the impact of the Convertible Senior Notes, except for where the result would be anti-dilutive as of the balance sheet date.

Diluted EPS is computed using the if-converted method by dividing the net income attributable to common shareholders by the weighted average shares outstanding, inclusive of the impact of potentially dilutive items such as the Convertible Senior Notes or stock options, except for where the result would be anti-dilutive as of the balance sheet date.

Translation of Foreign Currencies.

Assets and liabilities of Niche Drinks Co., Ltd.

(“Niche”), a wholly-owned subsidiary of the Company whose functional currency is the British pound sterling, are translated to U.S.

Assets and liabilities of Niche Drinks Co Ltd (“Niche”), a wholly-owned subsidiary of the Company whose functional currency is the British pound sterling, are translated to U.S.

dollars using the exchange rate in effect at the condensed consolidated balance sheet date.

8 unchanged sentences

The Company separately evaluates indefinite-lived intangible assets for impairment.

As of June 30, 2025, Company determined that goodwill and indefinite-lived intangible assets were not impaired.

During 2025, the Company experienced a decrease in stock price and market capitalization.

The Company assessed whether this decrease constituted a triggering event for its Branded Spirits reporting unit.

The Company concluded that there was no triggering event because it believes the decline in the Company’s market capitalization results from the financial performance of all three reporting units, in particular, the recent declines experienced for Distilling Solutions and Ingredient Solutions.

As of September 30, 2025, the Company determined that goodwill relating to the Branded Spirits reporting unit was not impaired.

Also, despite recent declines in performance of certain brands within the mid and value price tiers, as of September 30, 2025, the Company determined that indefinite-lived intangible assets relating to the Branded Spirits reporting unit were not impaired.

The Company will continue to evaluate its goodwill and indefinite-lived intangible assets in future quarters.

Any significant decline in the Company’s market capitalization or changes in discount rates, even if due to macroeconomic factors, could put pressure on the carrying value of its goodwill.

In addition, if future revenues and contributions to the Company’s operating results for any of its indefinite-lived intangible assets or Branded Spirits reporting unit perform at levels below its current projections, the Company may be required to record additional impairment charges to certain intangible assets.

Independent of the expected future operating performance of the Branded Spirits reporting unit, any further significant decline in the Company’s market capitalization or changes in discount rates, even if due to macroeconomic factors, could put pressure on the carrying value of its goodwill.

In addition, if future revenues and contributions to the Company’s operating results for any of its indefinite-lived intangible assets or the Branded Spirits reporting unit perform at levels below its current projections, the Company may be required to record impairment charges to certain intangible assets or the goodwill related to the Branded Spirits reporting unit.

A determination that a portion or all of the Company’s goodwill or indefinite-lived intangible assets are impaired could have a material adverse effect on its business, consolidated financial condition, and results of operations.

12 unchanged sentences

The fair value of the Company’s debt is estimated based on current market interest rates for debt with similar maturities and credit quality.

Excluding the impact of the conversion feature of the Convertible Senior Notes, the fair value of the Company’s debt was $ 227,906 and $ 249,672 at June 30, 2025 and December 31, 2024, respectively.

The financial statement carrying value of total debt (net of unamortized loan fees) was $ 297,086 and $ 323,541 at June 30, 2025 and December 31, 2024, respectively.

Excluding the impact of the conversion feature of the Convertible Senior Notes, the fair value of the Company’s debt was $ 204,021 and $ 249,672 at September 30, 2025 and December 31, 2024, respectively.

The financial statement carrying value of total debt (net of unamortized loan fees) was $ 268,723 and $ 323,541 at September 30, 2025 and December 31, 2024, respectively.

These fair values are considered Level 2 under the fair value hierarchy.

4 unchanged sentences

The changes in fair value of the obligation resulted from changes in the key assumptions between measurement dates, such as actual net sales, projected net sales, discount rates, and volatility rates.

During the quarters ended June 30, 2025 and 2024, there were $ 8,000 and $ 5,400 , respectively, in adjustments to the fair value measurement of the contingent consideration obligation.

During the years to date ended June 30, 2025 and 2024, there were $ 22,700 and $ 9,500 , respectively, in adjustments to the fair value measurement of the contingent consideration obligation.

During the quarters ended September 30, 2025 and 2024, there were $ 2,800 and $ 6,400 , respectively, in adjustments to the fair value measurement of the contingent consideration obligation.

During the years to date ended September 30, 2025 and 2024, there were $ 25,500 and $ 15,900 , respectively, in adjustments to the fair value measurement of the contingent consideration obligation.

These adjustments were included in the change in fair value of contingent consideration on the Condensed Consolidated Statements of Income.

The fair value of the Company’s contingent consideration liability was $ 108,000 and $ 85,300 at June 30, 2025 and December 31, 2024, respectively.

The fair value of the Company’s contingent consideration liability was $ 110,800 and $ 85,300 at September 30, 2025 and December 31, 2024, respectively.

The amount payable is based upon achievement of certain net sales targets between the acquisition date and December 31, 2025.

The possible payments range from zero to a maximum payout of $ 110,800 .

The Company achieved the maximum net sales target as defined in the Penelope acquisition agreement during the third quarter 2025, and in accordance with the terms of the agreement, the Company will pay out the full contingent consideration of $ 110,800 during the first half of 2026.

Fair value disclosure for deferred compensation plan investments is included in Note 8, Employee and Non-Employee Benefit Plans.

3 unchanged sentences

(“Agricola” and together with DGL, “LMX”), which are accounted for as equity method investments and are considered affiliates of the Company.

The investment in LMX, which is recorded in investment in joint venture on the Condensed Consolidated Balance Sheets, was $ 7,519 and $ 7,024 at June 30, 2025 and December 31, 2024, respectively.

During the quarter and year to date ended June 30, 2025, the Company recorded income of $ 237 and $ 494 , respectively, from its equity method investment.

During the quarter and year to date ended June 30, 2024, the Company recorded income of $ 910 and $ 614 , respectively, from its equity method investments.

Income from the equity method investment is recorded in other income (expense), net on the Condensed Consolidated Statements of Income.

During the quarters ended June 30, 2025 and 2024, the Company purchased $ 6,524 and $ 6,906 , respectively, of finished goods from LMX and bulk beverage alcohol from the other 50 percent owner of DGL.

During the year to date ended June 30, 2025 and 2024, the Company purchased $ 10,566 and $ 14,998 , respectively, of finished goods from LMX and bulk beverage alcohol from the other 50 percent owner of DGL.

The investment in LMX, which is recorded in investment in joint venture on the Condensed Consolidated Balance Sheets, was $ 7,894 and $ 7,024 at September 30, 2025 and December 31, 2024, respectively.

During the quarter and year to date ended September 30, 2025, the Company recorded income of $ 375 and $ 869 , respectively, from its equity method investment.

During the quarter and year to date ended September 30, 2024, the Company recorded income of $ 832 and $ 1,446 , respectively, from its equity method investments.

Income from the equity method investment is recorded in other income, net on the Condensed Consolidated Statements of Income.

During the quarters ended September 30, 2025 and 2024, the Company purchased $ 5,753 and $ 7,606 , respectively, of finished goods from LMX and bulk beverage alcohol from the other 50 percent owner of DGL.

During the year to date ended September 30, 2025 and 2024, the Company purchased $ 16,319 and $ 22,604 , respectively, of finished goods from LMX and bulk beverage alcohol from the other 50 percent owner of DGL.

Recently Adopted Accounting Standard Updates.

The Company did not adopt any new Accounting Standard Updates (“ASUs”) during the quarter ended June 30, 2025.

The Company did not adopt any new Accounting Standard Updates (“ASUs”) during the quarter ended September 30, 2025.

Recently Issued Accounting Pronouncements.

4 unchanged sentences

The guidance is required to be applied on a prospective basis with the option to apply retrospectively to all prior periods presented in the financial statements.

The Company plans to adopt this standard when the guidance becomes effective and it expects this standard to impact the note disclosures with no material impacts to the consolidated financial statements.

The Company plans to adopt this ASU when it becomes effective, and the Company expects this ASU will impact the Company’s note disclosures with no material impacts to the Company’s consolidated financial statements.

ASU 2024-03, Disaggregation of Income Statement Expenses , requires disaggregated disclosures in the notes to the consolidated financial statements of certain categories of expenses that are included in expense line items on the Consolidated Statement of Income.

1 unchanged sentence

The guidance is required to be applied on a prospective basis with the option to apply retrospectively to all prior periods presented in the consolidated financial statements.

The Company is currently evaluating the impact to the Company’s consolidated financial statements.

The Company is currently evaluating the impact of this ASU to the Company’s consolidated financial statements.

ASU 2024-04, Induced Conversions of Convertible Debt Instruments , clarifies the requirement for determining whether certain settlements of convertible debt instruments should be accounted for as induced conversions or extinguishments.

effective for annual periods beginning after December 15, 2025.

This ASU is effective for annual periods beginning after December 15, 2025.

Early adoption is permitted and can be applied either on a prospective basis or retrospective basis.

The Company is currently evaluating the impact of this ASU to the Company’s consolidated financial statements, however the Company does not anticipate this guidance having a material impact to the consolidated financial statements.

The Company is currently evaluating the impact of this ASU to the Company’s consolidated financial statements, however the Company does not anticipate this ASU having a material impact to its consolidated financial statements.

ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, amends certain aspects of the accounting for software costs, including removing software development project stages and requiring companies to capitalize software costs when both of the following occur:

(1) management authorizes or commits to funding a software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended.

This ASU is effective for annual periods beginning after December 15, 2027 and interim periods within those fiscal years.

Early adoption is permitted and can be applied prospectively, retrospectively, or utilizing a modified transition approach.

The Company is currently evaluating the impact of this ASU to its consolidated financial statements.

The Company generates revenue from the Branded Spirits segment by the sale of products and by providing contract bottling services.

5 unchanged sentences

The following table presents the Company’s sales disaggregated by segment and major products and services:

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2025 2024 2025 2024

16 unchanged sentences

Commodity wheat proteins 993 383 2,383 420

Biofuel and other 103 — 103 —

Total Ingredient Solutions 29,283 26,918 90,740 95,859

5 unchanged sentences

The distributor relationships have a useful life of 20 years.

The amortization expense for the quarters ended June 30, 2025 and 2024 was $ 814 .

The amortization expense for years to date ended June 30, 2025 and 2024 was $ 1,627 .

As of June 30, 2025, the expected future amortization expense related to definite-lived intangible assets is as follows:

The amortization expense for the quarters ended September 30, 2025 and 2024 was $ 814 .

The amortization expense for years to date ended September 30, 2025 and 2024 was $ 2,441 .

As of September 30, 2025, the expected future amortization expense related to definite-lived intangible assets is as follows:

Remainder of 2025 $ 814

3 unchanged sentences

The Company records goodwill and indefinite-lived intangible assets in connection with various acquisitions of businesses and allocates the goodwill and indefinite-lived intangible assets to its respective reporting units.

The carrying amount of goodwill, which relates to the Branded Spirits segment, was $ 247,789 at both June 30, 2025 and December 31, 2024.

The carrying amount of trade name indefinite-lived intangible assets, which relates to the Branded Spirits segment, was $ 212,990 at both June 30, 2025 and December 31, 2024.

The carrying amount of goodwill, which relates to the Branded Spirits segment, was $ 247,789 at both September 30, 2025 and December 31, 2024.

The carrying amount of trade name indefinite-lived intangible assets, which relates to the Branded Spirits segment, was $ 212,990 at both September 30, 2025 and December 31, 2024.

Corporate Borrowings

1 unchanged sentence

Description (a)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Credit Agreement - Revolver, 5.26 % (variable rate) due 2030

12 unchanged sentences

Long-term debt $ 262,323 $ 317,141

(a) Interest rates are as of June 30, 2025.

(a) Interest rates are as of September 30, 2025.

(b) Loan fees are being amortized over the life of the debt agreements.

4 unchanged sentences

The A&R Credit Agreement increases the size of the revolving credit facility to $ 500,000 and permits the Company to increase the amount of the revolving credit facility by up to an additional $ 200,000 , subject to certain conditions and at the discretion of the lenders.

The Company incurred $ 2,712 of loan fees related to the A&R Credit Agreement during the quarter ended June 30, 2025.

The A&R Credit Agreement includes certain requirements and covenants with which the Company was in compliance at June 30, 2025.

As of June 30, 2025, the Company had $ 84,000 outstanding borrowings under the A&R Credit Agreement, leaving $ 416,000 available.

The Company incurred $ 2,712 of loan fees related to the A&R Credit Agreement during the year to date ended September 30, 2025.

The A&R Credit Agreement includes certain requirements and covenants with which the Company was in compliance at September 30, 2025.

As of September 30, 2025, the Company had $ 57,000 of outstanding borrowings under the A&R Credit Agreement, leaving $ 443,000 available.

Convertible Senior Notes.

2 unchanged sentences

Bank National Association, as trustee.

The 2041 Notes are senior, unsecured obligations of the Company and interest is payable semi-annually in arrears at a fixed interest rate of 1.88 % on May 15 and

November 15 of each year.

The 2041 Notes are senior, unsecured obligations of the Company and interest is payable semi-annually in arrears at a fixed interest rate of 1.88 % on May 15 and November 15 of each year.

The 2041 Notes mature on November 15, 2041 unless earlier repurchased, redeemed, or converted, per the terms of the Indenture.

7 unchanged sentences

During 2019, the Company issued $ 20,000 of additional Senior Secured Notes with a maturity date of April 30, 2029.

The Note Purchase Agreement includes certain requirements and covenants with which the Company was in compliance at June 30, 2025 .

As of June 30, 2025, the Company had $ 7,200 of Series A Senior Secured Notes and $ 12,800 of additional Senior Secured Notes outstanding under the Note Purchase Agreement, leaving $ 230,000 available under the Note Purchase Agreement.

The Note Purchase Agreement includes certain requirements and covenants with which the Company was in compliance at September 30, 2025 .

As of September 30, 2025, the Company had $ 6,400 of Series A Senior Secured Notes and $ 12,000 of additional Senior

Secured Notes outstanding under the Note Purchase Agreement, leaving $ 231,600 available under the Note Purchase Agreement.

The Company’s tax provision for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter.

1 unchanged sentence

The Company’s quarterly effective tax rate can be subject to significant change due to the effect of discrete items arising in a given quarter.

On July 4, 2025, President Donald Trump signed the “One Big Beautiful Bill Act” into law.

Under GAAP, the impact of changes in tax law are recognized as a component of the income tax provision related to continuing operations, with the entire impact recognized as a discrete item in the quarter of enactment.

The bill had no impact to the Company’s income tax provision during the quarter ended June 30, 2025, and the Company is currently evaluating the impact the bill may have on the condensed consolidated financial statements in future quarters.

Income tax expense for the quarter and year to date ended June 30, 2025 was $ 4,308 and $ 4,979 , respectively, for an effective tax rate of 23.0 percent and 30.5 percent, respectively.

The effective tax rate for the quarter and year to date ended June 30, 2025 differed from the 21 percent U.S.

On July 4, 2025, the “One Big Beautiful Bill Act” (“OB3 Act”) was signed into law.

Among other changes, the OB3 Act includes key provisions that make 100% bonus depreciation permanent, allow for the expensing of domestic research costs, and modify the business interest expense limitation calculation.

The applicable changes were incorporated into the Company’s income tax provision for the quarter and year to date ended September 30, 2025, resulting in an increase in the Company’s deferred tax expense, offset by a corresponding decrease in the Company’s current tax expense.

The OB3 Act had an immaterial impact to the Company’s effective tax rate for the quarter and year to date ended September 30, 2025, and the Company does not expect the OB3 Act to have a material impact on the Company’s effective tax rate for 2025.

Income tax expense for the quarter and year to date ended September 30, 2025 was $ 4,276 and $ 9,255 , respectively, for an effective tax rate of 21.7 percent and 25.7 percent, respectively.

The effective tax rate for the quarter and year to date ended September 30, 2025 differed from the 21 percent U.S.

federal statutory rate on pretax income primarily due to state income tax and income tax on foreign subsidiaries, partially offset by federal and state tax credits.

In addition, for the year to date ended June 30, 2025, the effective tax rate differed from the U.S.

In addition, for the year to date ended September 30, 2025, the effective tax rate differed from the U.S.

federal statutory rate on pretax income due to the discrete tax impact related to the vesting of share based awards.

Income tax expense for the quarter and year to date ended June 30, 2024 was $ 10,108 and $ 16,370 , respectively, for an effective tax rate of 24.0 percent and 23.7 percent, respectively.

The effective tax rate for the quarter and year to date ended June 30, 2024 differed from the 21 percent U.S.

Income tax expense for the quarter and year to date ended September 30, 2024 was $ 7,554 and $ 23,924 , respectively, for an effective tax rate of 24.0 percent and 23.8 percent, respectively.

The effective tax rate for the quarter and year to date ended September 30, 2024 differed from the 21 percent U.S.

federal statutory rate on pretax income primarily due to state income taxes and income taxes on foreign subsidiaries, partially offset by U.S.

2 unchanged sentences

The following table presents computations of basic and diluted EPS:

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2025 2024 2025 2024

13 unchanged sentences

(a) Net income attributable to all stockholders.

(b) Participating securities included 222,462 and 243,243 unvested restricted stock units (“RSUs”) at June 30, 2025 and 2024, respectively.

(b) Participating securities included 240,820 and 243,243 unvested restricted stock units (“RSUs”) at September 30, 2025 and 2024, respectively.

(d) The impacts of the Convertible Senior Notes were included in the diluted weighted average common shares if the inclusion was dilutive.

(d) The impacts of the Convertible Senior Notes and stock options were included in the diluted weighted average common shares if the inclusion was dilutive.

The Convertible Senior Notes would only have a dilutive impact if the average market price per share during the quarter and year to date period exceeds the conversion price of $ 96.24 per share.

3 unchanged sentences

The repurchase program has no expiration date and may be modified, suspended, or discontinued at any time by the Company without prior notice.

During the quarter and year to date ended June 30, 2025, the Company repurchased no shares under the share repurchase program.

During the quarter and year to date ended June 30, 2024, the Company repurchased approximately 33,363 and 92,447 shares, respectively, of Company Stock for approximately $ 2,500 and $ 7,500 , respectively.

As of June 30, 2025, there was approximately $ 53,412 remaining under the share repurchase program.

During the quarter and year to date ended September 30, 2025, the Company repurchased no shares under the share repurchase program.

During the quarter and year to date ended September 30, 2024, the Company repurchased approximately 35,913 and 128,360 shares, respectively, of Company Stock for approximately $ 2,500 and $ 10,000 , respectively.

As of September 30, 2025, there was approximately $ 53,412 remaining under the share repurchase program.

Common Stock Share Activity.

9 unchanged sentences

Balance, June 30, 2025 437 21,291,442

Issuance of Common Stock — 1,294

Repurchase of Common Stock — —

Balance, September 30, 2025 437 21,292,736

Shares Outstanding

7 unchanged sentences

Balance, June 30, 2024 437 21,987,685

(a) 59,084 and 33,363 shares that were repurchased during the quarters ended March 31, 2024 and June 30, 2024, respectively, pursuant to the Company’s share repurchase program.

Issuance of Common Stock — 809

Repurchase of Common Stock (a)

Balance, September 30, 2024 437 21,952,581

(a) 59,084 , 33,363 , and 35,913 shares that were repurchased during the quarters ended March 31, 2024, June 30, 2024, and September 30, 2024, respectively, pursuant to the Company’s share repurchase program.

The remaining shares repurchased were related to the tax withholding on equity-based compensation.

5 unchanged sentences

MGP Ingredients, Inc.

et al., was filed in the United States District Court for the Southern District of New York against the Company, two of its former Chief Executive Officers and its current Interim Chief Executive Officer and Chief Financial Officer (the “Operating Engineers Action”).

et al., was filed in the United States District Court for the Southern District of New York against the Company, two of its former Chief Executive Officers and its current Chief Financial Officer (the “Operating Engineers Action”).

The Operating Engineers Action was brought on behalf of a putative class who acquired publicly traded MGP common stock between May 4, 2023 and October 30, 2024.

1 unchanged sentence

MGP Ingredients, Inc.

et al., was filed in the United States District Court for the Southern District of New York against the same defendants (the “Bronstein Action”).

et al., was filed in the United States District Court for the Southern

District of New York against the same defendants (the “Bronstein Action”).

The Bronstein Action was brought on behalf of a putative class who acquired publicly traded MGP securities between May 4, 2023 and October 30, 2024.

6 unchanged sentences

Colo, et al., Case No.

2:25-cv-02034, was filed in the United States District Court for the District of Kansas against two of the Company’s former Chief Executive Officers, its current Interim Chief Executive Officer and Chief Financial Officer, and the members of its Board of Directors (the “Sebald Action”).

2:25-cv-02034, was filed in the United States District Court for the District of Kansas against two of the Company’s former Chief Executive Officers, its current Chief Financial Officer, and the members of its Board of Directors (the “Sebald Action”).

On March 17, 2025, a second putative derivative lawsuit captioned Reid v.

4 unchanged sentences

Bratcher, et al., Case No.

2:25-cv-02262, was filed in

the United States District Court for the District of Kansas against the same defendants as in the Consolidated Action.

2:25-cv-02262, was filed in the United States District Court for the District of Kansas against the same defendants as in the Consolidated Action.

The Company is a “Nominal Defendant” in the lawsuits, which reflects the fact that the lawsuits are maintained by the respective named plaintiffs on behalf of the Company and that the plaintiffs seek damages on the Company’s behalf.

3 unchanged sentences

On July 24, 2025 and July 28, 2025, the Court entered orders staying the Consolidated Action and Kruitwagen, respectively, pending an outcome on the motion to dismiss filed in the putative securities class action.

The Company believes there are substantial defenses to the claims asserted and intends to defend the lawsuits vigorously.

The defendants believe there are substantial defenses to the claims asserted and intend to defend the lawsuits vigorously.

Employee and Non-Employee Benefit Plans

2 unchanged sentences

The 2024 Plan provides for the awarding of stock options, stock appreciation rights, shares of restricted stock, RSUs, performance stock units (“PSUs”), and other stock-based awards for executive officers and other employees, as well as non-employee directors and certain consultants and advisors.

As of June 30, 2025, 1,128,247 shares remain available for issuance under the 2024 Plan, with PSUs counted at the target level established on the award’s grant date.

As of September 30, 2025, 908,619 shares remain available for issuance under the 2024 Plan, with PSUs counted at the target level established on the award’s grant date.

Deferred Compensation Plan.

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Realized and unrealized gains (losses) on deferred compensation plan investments were included as a component of other income (expense), net on the Company’s Condensed Consolidated Statements of Income.

For the quarter and year to date ended June 30, 2025, the Company had a gain on deferred compensation plan investments of $ 92 and $ 48 , respectively, and for the quarter and year to date ended June 30, 2024, the Company had a gain on deferred compensation plan investments of $ 34 and $ 286 , respectively.

For the quarter and year to date ended September 30, 2025, the Company had a gain on deferred compensation plan investments of $ 73 and $ 121 , respectively, and for the quarter and year to date ended September 30, 2024, the Company had a gain on deferred compensation plan investments of $ 196 and $ 482 , respectively.

EDC Plan investments are classified as Level 1 in the fair value hierarchy since the investments trade with sufficient frequency and volume to enable the Company to obtain pricing information on an ongoing basis.

At June 30, 2025 and December 31, 2024, the EDC Plan investments were $ 2,150 and $ 3,653 , respectively, which were recorded in other assets on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan current liabilities were $ 661 and $ 1,520 at June 30, 2025 and December 31, 2024, respectively, which were included in accrued expenses and other on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan non-current liabilities were $ 1,489 and $ 2,132 at June 30, 2025 and December 31, 2024, respectively, and were included in other noncurrent liabilities on the Company’s Condensed Consolidated Balance Sheets.

At September 30, 2025 and December 31, 2024, the EDC Plan investments were $ 2,223 and $ 3,653 , respectively, which were recorded in other assets on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan current liabilities were $ 661 and $ 1,520 at September 30, 2025 and December 31, 2024, respectively, which were included in accrued expenses and other on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan non-current liabilities were $ 1,562 and $ 2,132 at September 30, 2025 and December 31, 2024, respectively, and were included in other noncurrent liabilities on the Company’s Condensed Consolidated Balance Sheets.

Operating Segments

At June 30, 2025, the Company had three segments:

At September 30, 2025, the Company had three segments:

Branded Spirits, Distilling Solutions, and Ingredient Solutions.

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The following tables present summarized financial information for each segment:

Quarter Ended June 30, 2025

Quarter Ended September 30, 2025

Branded Spirits Distilling Solutions Ingredient Solutions Corporate Total

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Depreciation and amortization $ 2,157 $ 2,041 $ 1,635 $ 353 $ 6,186

Quarter Ended June 30, 2024

Quarter Ended September 30, 2024

Branded Spirits Distilling Solutions Ingredient Solutions Corporate Total

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SG&A expense 9,951 618 1,038 5,597 17,204

Impairment of long-lived assets and other — 21 — — 21

Change in fair value of contingent consideration 6,400 — — — 6,400

1 unchanged sentence

Depreciation and amortization $ 2,192 $ 1,975 $ 1,178 $ 335 $ 5,680

Year to Date Ended June 30, 2025

Year to Date Ended September 30, 2025

Branded Spirits Distilling Solutions Ingredient Solutions Corporate Total

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Depreciation and amortization $ 6,442 $ 6,121 $ 4,213 $ 1,048 $ 17,824

Year to Date Ended June 30, 2024

Year to Date Ended September 30, 2024

Branded Spirits Distilling Solutions Ingredient Solutions Corporate Total

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The following table allocates assets to each segment as of:

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Identifiable Assets

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Subsequent Events

On July 31, 2025, the Company announced a quarterly dividend payable to stockholders of record of the Company’s common stock, resulting in dividend equivalents payable to certain RSU holders, of $ 0.12 per share and per RSU.

The dividend and dividend equivalents are payable on August 29, 2025 to stockholders of record and certain RSU holders as of August 15, 2025.

On October 29, 2025, the Company announced a quarterly dividend payable to stockholders of record of the Company’s common stock, resulting in dividend equivalents payable to certain RSU holders, of $ 0.12 per share and per RSU.

The dividend and dividend equivalents are payable on November 28, 2025 to stockholders of record and certain RSU holders as of November 14, 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements