UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20509
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
In a letter dated November 1, 2024, Director Geoffrey L. Stack informed the Board of Directors that he will retire as a director of Tejon Ranch Co. (“Company”) effective upon the adjournment of the December 11, 2024 regular meeting of the Board of Directors.
Mr. Stack has served the Company as a director for 26 years, since 1998. He serves the Company as the lead director on the Real Estate Committee and also serves on the Audit Committee and Compensation Committee. Mr. Stack’s extensive experience in the real estate industry, his business acumen, and active contribution to the Company will be missed by the Board and the Company, as he has been a tremendous resource during his tenure.
| Item 9.01 | Financial Statements and Exhibits. |
For the exhibits that are filed herewith, see the Index to Exhibits immediately following.
INDEX TO EXHIBITS
| (99.1) | ||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 4, 2024 | TEJON RANCH CO. | |||||
| By: | /S/ ALLEN E. LYDA | |||||
| Name: | Allen E. Lyda | |||||
| Title: | Executive Vice President, Chief Operating Officer | |||||
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Exhibit 99.1
November 1, 2024
Mr. Norman Metcalfe
Chair, Board of Directors
Tejon Ranch Co.
4436 Lebec Road
Tejon Ranch, CA 93243
Dear Norm,
For the past 26 years, it has been my honor to serve on the Board of Directors of Tejon Ranch Co., alongside you and the other individuals who have brought their collective expertise to bear in leading the company. During that time, I enjoyed working with you, the other Directors, and management to attain levels of outstanding progress and accomplishment for the company and its shareholders.
It is, therefore, with mixed feelings that I inform you that I will be retiring as a Director of Tejon Ranch Co., effective upon the adjournment of the December 11, 2024 regular meeting of the Board of Directors.
I will miss being part of the Board. However, I retire with tremendous confidence in the company’s management and direction.
I wish you, the other Board members, and company management continued success. I will continue to follow the company with great interest.
Sincerely,
| /s/ Geoffrey L. Stack |
| Geoffrey L. Stack |
| cc: | Michael R.W. Houston, Senior Vice President, General Counsel & Secretary |
| Gregory S. Bielli, President and Chief Executive Officer |
| Michael H. Winer, Chair, Nominating and Corporate Governance Committee |