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What changed in Andersons, Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Andersons, Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+191 added−205 removedSource: 10-K (2026-02-18) vs 10-K (2025-02-19)

Top changes in Andersons, Inc.'s 2025 10-K

191 paragraphs added · 205 removed · 133 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeThe program uses rewards and incentives to encourage participants to take the necessary steps to manage their health and wellness goals. The program offers a prediabetes program, personal e-coaching with a licensed health professional and financial wellness webinars. • Compensation and Benefits : The Company offers market competitive employee compensation and benefits programs.
Biggest changeThe Andersons, Inc. | 2025 Form 10-K | 3 Table of Contents • Health and Wellness : The Company partners with a wellness vendor to offer a comprehensive healthy lifestyles program to employees and their spouses. The program uses rewards and incentives to encourage participants to take the necessary steps to manage their health and wellness goals.
Sixty-seven of the Company’s locations included less than 10 employees. • Recruiting : The Company aims to attract the best talent to sustain our ongoing success and this is a key aspect of succession planning across the Company. Talent acquisition efforts target both internal and external candidates.
Sixty-three of the Company’s locations included less than 10 employees. • Recruiting : The Company aims to attract the best talent to sustain our ongoing success and this is a key aspect of succession planning across the Company. Talent acquisition efforts target both internal and external candidates.
Accordingly, the Company deconsolidated ELEMENT at that time and began accounting for the subsidiary as an equity method investment. Substantially all of the ELEMENT's assets were sold on January 31, 2024, see Note 19 of the Consolidated Financial Statements for more information.
Accordingly, the Company deconsolidated ELEMENT at that time and began accounting for the subsidiary as an equity method investment. Substantially all of the ELEMENT's assets were sold on January 31, 2024, see Note 17 of the Consolidated Financial Statements for more information.
The provisions of these various regulations could require modifications of certain of the Company's existing facilities and could restrict the expansion of future facilities or significantly increase the cost of operations. Compliance with environmental laws and regulations did not materially affect the Company's earnings or competitive position in 2024.
The provisions of these various regulations could require modifications of certain of the Company's existing facilities and could restrict the expansion of future facilities or significantly increase the cost of operations. Compliance with environmental laws and regulations did not materially affect the Company's earnings or competitive position in 2025.
Company leave policies include domestic and sexual violence leave, family and medical leave, parental leave and military leave. • Community Involvement : The Company believes strongly in sharing its time, talent and financial resources to help improve and sustain the quality of life in its communities.
Company leave policies include domestic and sexual violence leave, family and medical leave, parental leave and military leave. • Community Involvement : The Company, as expressed in its Statement of Principles, believes strongly in sharing its time, talent and financial resources to help improve and sustain the quality of life in its communities.
Available Information The Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are filed with the Securities and Exchange Commission (the “SEC”).
The Andersons, Inc. | 2025 Form 10-K | 4 Table of Contents Available Information The Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are filed with the Securities and Exchange Commission (the “SEC”).
Competition is based primarily on price, service and reliability. Because the Company often buys in smaller lots, its competition for the purchase of commodities is generally local or regional in scope, although there are some large national and international companies that maintain regional grain purchase and storage facilities.
Some of the Company's competitors are also its customers. Competition is based primarily on price, service and reliability. For agricultural commodities, the Company often buys in smaller lots, so its competition for the purchase of commodities is generally local or regional in scope, although there are some large national and international companies that maintain regional grain purchase and storage facilities.
Trade also operates grain elevators across the United States and Canada where income is earned on commodities bought and sold through the elevator, commodities that are purchased and conditioned for resale, and commodities that are held in inventory until a future period, earning an elevation margin.
In support of our commodity handling activities, Agribusiness also operates grain elevators across the United States and Canada where income is earned on commodities bought and sold through the elevator, commodities that are purchased and conditioned for resale, and commodities that are held in inventory until a future period, earning an elevation margin.
The Andersons, Inc. | 2024 Form 10-K | 3 Table of Contents Government Regulation The Company, like other companies engaged in similar businesses, is subject to a multitude of federal, state, foreign and local environmental protection laws and regulations including, but not limited to, laws and regulations relating to air quality, water quality, pesticides and hazardous materials.
Government Regulation The Company, like other companies engaged in similar businesses, is subject to a multitude of federal, state, foreign and local environmental protection laws and regulations including, but not limited to, laws and regulations relating to air quality, water quality, pesticides and hazardous materials.
It also offers a learning management system which houses numerous online courses, videos, audiobooks and podcasts that are available to all employees on demand and provides for thousands of continuing education credits for various professional certifications. • Health and Wellness : The Company partners with a wellness vendor to offer a comprehensive healthy lifestyles program to employees and their spouses.
It also offers a learning management system which houses numerous online courses, videos, audiobooks and podcasts that are available to all employees on demand and provides for thousands of continuing education credits for various professional certifications.
The business also offers a number of unique grain marketing, risk management and origination services to its customers and affiliated ethanol facilities for which it collects fees. The Company competes in the sale of commodities with other public and private grain brokers, elevator operators and farmer owned cooperative elevators. Some of the Company's competitors are also its customers.
The business also offers a number of unique grain marketing, risk management and origination services to its customers and ethanol plants within the Renewables segment for which it collects fees. The Company competes in the sale of commodities and nutrient inputs with other public and private grain brokers, farm retailers, elevator operators and farmer owned cooperatives.
Segment Descriptions The Company's operations are classified into three reportable business segments: Trade, Renewables, and Nutrient & Industrial. Each of these segments is organized based upon the nature of products and services offered and aligns with the management structure. See Note 12 to the Consolidated Financial Statements in Item 8 for information regarding business segments.
Both of these segments are organized based upon the nature of products and services offered and aligns with the management structure. See Note 10 to the Consolidated Financial Statements in Item 8 for information regarding business segments.
The Company fully consolidates TAMH's results in the Company's Consolidated Financial Statements. During the year ended December 31, 2023, the Company also owned 51% of ELEMENT, LLC ("ELEMENT") and ICM, Inc. ("ICM") owned the remaining 49% interest. ELEMENT is comprised of a 70 million-gallon-per-year bio-refinery in Kansas.
These plants have a combined nameplate capacity of 405 million gallons but have a history of outperforming the nameplate capacity. During the year ended December 31, 2023, the Company also owned 51% of ELEMENT, LLC ("ELEMENT") and ICM, Inc. ("ICM") owned the remaining 49% interest. ELEMENT was comprised of a 70 million-gallon-per-year bio-refinery in Kansas.
Item 1. Business Company Overview The Andersons, Inc. (the "Company") is a diversified company rooted in agriculture. Founded in Maumee, Ohio in 1947, the Company is a significant player in the North American agricultural supply chain and conducts its business in the trade, renewables, and nutrient & industrial sectors.
Item 1. Business Company Overview The Andersons, Inc. (the "Company") is a leading, nimble North American agriculture and renewable fuels company. Founded in Maumee, Ohio in 1947, the Company is a significant player in the North American agricultural and renewable fuels supply chains. Segment Descriptions The Company's operations are classified into two reportable business segments: Agribusiness and Renewables.
Benefits include health care benefits, dental and vision benefits, disability and life insurance coverages and other a la carte voluntary benefit offerings.
The program offers a prediabetes program, personal e-coaching with a licensed health professional and financial wellness webinars. • Compensation and Benefits : The Company offers market competitive employee compensation and benefits programs. Benefits include health care benefits, dental and vision benefits, disability and life insurance coverages and other a la carte voluntary benefit offerings.
The segment demonstrates an expertise in ethanol plant management, logistics and commercialization of ethanol and co-products with a focus on leading the industry in margins per bushel. The business leverages partnerships, which are discussed in further detail below, to expand market knowledge and shared technology across its plants.
With its four ethanol plants, the segment demonstrates an expertise in ethanol plant management, logistics and commercialization of ethanol and co-products with a focus on leading the industry in margins per bushel. The segment also operates a merchandising and trade portfolio of ethanol, ethanol co-products and other biofuels, such as renewable feedstocks.
This total was comprised of 969 salary, 1,255 hourly and 75 seasonal employees who conducted work at 120 locations across the United States, Canada, United Kingdom, Switzerland, Mexico, Romania and Singapore.
Human Capital Resources and Management As of December 31, 2025, the Company had a total of 2,137 employees across its Agribusiness and Renewables segments and Enterprise Service functions. This total was comprised of 898 salary, 1,130 hourly and 109 seasonal employees who conducted work at approximately 180 locations across the United States, Canada, United Kingdom, Switzerland, Mexico, Romania and Singapore.
Trade The Trade segment is a diversified business focusing on capturing profits through merchandising and managing logistics across a wide range of commodities. The segment specializes in the movement of physical commodities such as: whole grains, grain products, feed ingredients and domestic fuel products among other agricultural commodities.
The segment specializes in the movement of physical commodities such as: whole grains, grain products, feed ingredients and domestic fuel products among other agricultural commodities. The Company has a broad geographic footprint with a diversified portfolio of physical commodities, although the principal commodities sold by the Company are corn, wheat and soybeans.
On April 18, 2023, ELEMENT was placed into receivership and a receiver was appointed, which took possession and control of the rights and interests of ELEMENT. With this appointment, while retaining its investment in ELEMENT, the Company ceased to have a controlling financial interest and was no longer deemed to be the primary beneficiary in the subsidiary.
ELEMENT was concluded to be a variable interest entity ("VIE") and had been consolidated within the Company's Consolidated Financial Statements. On April 18, 2023, the Company ceased to have a controlling financial interest and was no longer deemed to be the primary beneficiary in the subsidiary.
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The Company has a broad geographic footprint with a diversified portfolio of physical commodities, although the principal commodities sold by the Company are corn, wheat and soybeans. Exported commodity sales are made both through intermediaries and direct shipments to foreign countries.
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Agribusiness The Agribusiness segment is a diversified business focusing on capturing profits through relationships with agricultural producers and end users as both a supplier and customer. This includes merchandising and managing logistics across a wide range of commodities as well as being a manufacturer, distributor, and retailer of agricultural and related plant nutrients.
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Significant portions of grain bushels purchased and sold are made using forward contracts. Renewables The Renewables segment produces, purchases and sells ethanol and co-products, offers facility operations, and provides risk management and marketing services to the ethanol plants it invests and operates in.
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Exported commodity sales are made both through intermediaries and direct shipments to foreign countries. We also handle bulk agricultural fertilizers, produce specialized high-value nutrient products, and service a variety of industrial and consumer markets with related products.
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The segment also operates a merchandising and trade portfolio of ethanol, ethanol co-products and other biofuels, such as renewable feedstocks. The Andersons, Inc. | 2024 Form 10-K | 1 Table of Contents The Company owns a 50.1% interest in The Andersons Marathon Holdings LLC ("TAMH") and MPC Investments, LLC ("Marathon") owns the remaining 49.9% interest.
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Significant portions of grain bushels purchased and sold are made using forward contracts. For many of our crop inputs, particularly fertilizer, we procure large volumes from a small number of suppliers and our purchasing power is important in our ability to deliver value to our customers.
Removed
TAMH is comprised of four ethanol plants located in Iowa, Indiana, Michigan, and Ohio. These plants have a combined nameplate capacity of 405 million gallons but have a history of outperforming the nameplate capacity. The Company operates these facilities under a management contract, provides corn origination, ethanol marketing, and risk management services.
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Sales of agricultural nutrients and turf related products are heaviest in the spring and fall. The Andersons, Inc. | 2025 Form 10-K | 2 Table of Contents Renewables The Renewables segment produces, purchases and sells ethanol and co-products.
Removed
The Company had acted as the manager of the facility, responsibilities which were assumed per the Management Services Agreement dated January 1, 2021, and ELEMENT was concluded to be a variable interest entity ("VIE") and had been consolidated within the Company's Consolidated Financial Statements.
Added
On July 31, 2025, the Company acquired the remaining 49.9% ownership interest in The Andersons Marathon Holdings LLC ("TAMH"). Upon completion of the transaction, TAMH was renamed The Andersons Renewables, LLC. The Andersons Renewables, LLC is comprised of four ethanol plants located in Iowa, Indiana, Michigan, and Ohio.
Removed
Nutrient & Industrial The Nutrient & Industrial segment is a manufacturer, distributor and retailer of agricultural and related plant nutrients, liquid industrial products, corncob-based products, pelleted lime and gypsum products, and various turf fertilizer, pesticide and herbicide products.
Removed
In its Nutrient & Industrial business, the Company competes with regional and local cooperatives, wholesalers and retailers, predominantly publicly owned manufacturers and privately-owned retailers, wholesalers and importers. Some of these competitors are also suppliers. Competition in the nutrient business is based largely on depth of product offering, price, location and service.
Removed
Sales of agricultural nutrients and turf related products are heaviest in the spring and fall. The segment is organized into the three divisions listed below: Ag Supply Chain - The Ag Supply Chain division provides wholesale nutrients and farm services. The wholesale nutrients business formulates, stores and distributes dry and liquid agricultural nutrients, pelleted lime, gypsum and soil amendments.
Removed
The major nutrient products are typically bought and sold as commodities. The farm centers offer a variety of essential crop nutrients, crop protection chemicals and seed products in addition to application and agronomic services to commercial and family farmers.
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Engineered Granules - The Engineered Granules division manufactures and distributes proprietary professional lawn care products that are primarily sold into the golf course and professional turf care markets, serving both U.S. and international customers. The Company also performs contract manufacturing services to formulated and packaged fertilizer and weed and pest control products to various markets.
Removed
It also manufactures value add soil amendments sold into agricultural and turf markets. Additionally, corncob-based products are manufactured for a variety of uses including laboratory animal bedding and private-label cat litter, as well as absorbents, blast cleaners, carriers and polishers. The principal sources for corncobs are seed corn producers. The products are distributed throughout the U.S. and international markets.
Removed
Specialty Liquids - The Specialty Liquids division manufactures and distributes a broad range of fertilizers, micronutrients, and soil amendments. The business has a diverse portfolio of specialty products that command higher margins. The division is also a manufacturer and distributor of industrial products throughout the U.S. and Puerto Rico including nitrogen reagents, calcium nitrate, deicers, and dust abatement products.
Removed
The Andersons, Inc. | 2024 Form 10-K | 2 Table of Contents Human Capital Resources and Management As of December 31, 2024, the Company had a total of 2,299 employees across its Trade, Renewables and Nutrient & Industrial segments and Corporate Services function.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeInternational trade disputes can adversely affect agricultural commodity and nutrient trade flows by limiting or disrupting trade between countries or regions. Trade disputes can lead to the implementing of tariffs on commodities in which we merchandise or otherwise use in our operations.
Biggest changeThe Andersons, Inc. | 2025 Form 10-K | 6 Table of Contents In addition, changes to environmental regulations may require us to modify our existing plant and processing facilities which could significantly increase the cost of those operations. International trade disputes can adversely affect agricultural commodity and nutrient trade flows by limiting or disrupting trade between countries or regions.
While we have substantial operations in certain of the regions where we operate, some of our competitors are significantly larger, compete in wider markets, have greater purchasing power, and have considerably larger financial resources. We also may enter into new markets where our brand is not recognized and in which we do not have an established customer base.
While we have substantial operations in certain regions where we operate, some of our competitors are significantly larger, compete in wider markets, have greater purchasing power, and have considerably larger financial resources. We also may enter into new markets where our brand is not recognized and in which we do not have an established customer base.
As a result, investors may reconsider their capital investments, and our reputation could be diminished leading to customers and suppliers choosing to refrain from engaging in business with us. The Company faces transition risks and physical risks related to climate change.
As a result, investors may reconsider their capital investments, and our reputation could be diminished leading to customers and suppliers choosing to refrain from engaging in business with us. The Company faces transition risks and physical risks related to climate change and electrification.
As a agricultural company, we assess the potential impacts of our business by environmental risks including climate change, greenhouse gas emissions and other environmental issues. The Company, through our Enterprise Risk Management ("ERM") program and other efforts, is actively focused on implementing responsible practices to reduce environmental risks while complying with evolving laws and regulations.
As an agricultural company, we assess the potential impacts of our business by environmental risks including climate change, greenhouse gas emissions and other environmental issues. The Company, through our Enterprise Risk Management ("ERM") program and other efforts, is actively focused on implementing responsible practices to reduce environmental risks while complying with evolving laws and regulations.
We face significant competition and pricing pressure from other companies in our industries. If we are unable to compete effectively with these companies, our sales and profit margins would decrease, and our earnings and cash flows would be adversely affected. The markets for our products in each of our business segments are highly competitive.
We face significant competition and pricing pressure from other companies in our industries. If we are unable to compete effectively with these companies, our sales and profit margins would decrease, and our earnings and cash flows would be adversely affected. The markets for our products in both of our business segments are highly competitive.
Non-performance by the counterparties to those contracts could adversely affect our future results of operations and financial position. A significant number of purchases and sales within the Trade and Renewables segments are made through forward contracting, much of which includes a natural back-to-back hedging relationship.
Non-performance by the counterparties to those contracts could adversely affect our future results of operations and financial position. A significant number of purchases and sales within the Agribusiness and Renewables segments are made through forward contracting, much of which includes a natural back-to-back hedging relationship.
As with all companies, these security measures are subject to third-party security breaches, employee error, malfeasance, faulty password management, or other irregularities. Cybersecurity risks rapidly evolve and are complex, so the Company must continually adapt and enhance processes and controls.
As with all companies, these security measures are subject to third-party security breaches, employee error, malfeasance, faulty password management, or other irregularities from time to time. Cybersecurity risks rapidly evolve and are complex, so the Company must continually adapt and enhance processes and controls.
Competitive pressures in all of our businesses could affect the price of, and customer demand for, our products, thereby negatively impacting our profit margins and resulting in a loss of market share. Our Trade and Renewables businesses use derivative contracts to reduce the impact of volatility in the commodity markets.
Competitive pressures in all of our businesses could affect the price of, and customer demand for, our products, thereby negatively impacting our profit margins and resulting in a loss of market share. Our Agribusiness and Renewables businesses use derivative contracts to reduce the impact of volatility in the commodity markets.
Trade and Renewables - In our Trade and Renewables businesses, agricultural production and trade flows can be affected by government programs and legislation.
In our Agribusiness and Renewables businesses, agricultural production and trade flows can be affected by government programs and legislation.
If any significant judgment or claim is not fully insured or indemnified against, it could have a material adverse impact on our business, financial condition and results of operations. The Andersons, Inc. | 2024 Form 10-K | 12 Table of Contents Item 1B. Unresolved Staff Comments The Company has no unresolved staff comments.
If any significant judgment or claim is not fully insured or indemnified against, it could have a material adverse impact on our business, financial condition and results of operations. The Andersons, Inc. | 2025 Form 10-K | 13 Table of Contents Item 1B. Unresolved Staff Comments The Company has no unresolved staff comments.
Our future results of operations and financial position may be adversely affected if gasoline and oil demand or prices decline substantially. Potash, phosphate and nitrogen - Raw materials used by the Nutrient & Industrial business include potash, phosphate and nitrogen, for which prices can be volatile and are driven by global and local supply and demand factors.
Our future results of operations and financial position may be adversely affected if gasoline and oil demand or prices decline substantially. Potash, phosphate and nitrogen - Raw materials used by nutrient business within the Agribusiness segment include potash, phosphate and nitrogen, for which prices can be volatile and are driven by global and local supply and demand factors.
In our Nutrient & Industrial business, changes in the supply and demand of these commodities can also affect the value of inventories that we hold, as well as the price of raw materials as we are unable to effectively hedge these commodities. Increased inventory and raw material costs would decrease our profit margins and adversely affect our results of operations.
In our Agribusiness segment, changes in the supply and demand of these commodities can also affect the value of inventories that we hold, as well as the price of raw materials as we are unable to effectively hedge these commodities. Increased inventory and raw material costs would decrease our profit margins and adversely affect our results of operations.
Because a portion of our commodity sales are to exporters, the imposition of export restrictions and other foreign countries' regulations could limit our sales opportunities and create additional credit risk associated with export brokers if shipments are rejected at their destination. Nutrient & Industrial - Our Nutrient & Industrial business manufactures certain agricultural nutrients and uses potentially hazardous materials.
Because a portion of our commodity sales are to exporters, the imposition of export restrictions and other foreign countries' regulations could limit our sales opportunities and create additional credit risk associated with export brokers if shipments are rejected at their destination. Our Agribusiness segment also manufactures certain agricultural nutrients and uses potentially hazardous materials.
Other examples of government policies that can have an impact on our business include the Inflation Reduction Act, tariffs, taxes, duties, subsidies, import and export restrictions, outright embargoes and price controls on agricultural commodities.
Other examples of government policies that can have an impact on our business include the Inflation Reduction Act, tariffs, taxes, duties, subsidies, import and export restrictions, outright embargoes, Low Carbon Fuel Standard programs, and price controls on agricultural commodities.
Our Trade, Renewables and Nutrient & Industrial businesses buy, sell and hold inventories of agricultural input and output commodities, some of which are readily traded on commodity futures exchanges.
Our Agribusiness and Renewables businesses buy, sell and hold inventories of agricultural input and output commodities, some of which are readily traded on commodity futures exchanges.
However, these policies are subject to deductibles and certain limits. Although we believe we have appropriate levels of insurance to cover material losses, if we continue to experience insurable claims, our annual insurance premiums could increase, and some insurance carriers may cease to cover us. Obtaining adequate insurance at that point could have additional costs and lesser coverage.
Although we believe we have appropriate levels of insurance to cover material losses, if we continue to experience insurable claims, our annual insurance premiums could increase, and some insurance carriers may cease to cover us. Obtaining adequate insurance at that point could have additional costs and lesser coverage.
Commodities - While we manage the risk associated with agricultural commodity price changes for our commodity inventory positions with derivative instruments, including purchase and sale contracts, we are unable to offset 100% of the price risk of each transaction due to timing, availability of futures and options contracts, and third-party non-performance risk.
The Andersons, Inc. | 2025 Form 10-K | 5 Table of Contents Commodities - While we manage the risk associated with agricultural commodity price changes for our commodity inventory positions with derivative instruments, including purchase and sale contracts, we are unable to offset 100% of the price risk of each transaction due to timing, availability of futures and options contracts, and third-party non-performance risk.
General Risk Factors We rely on a limited number of suppliers for certain of our raw materials and other products and the loss of one or several of these suppliers could increase our costs and have a material adverse effect on any one of our business segments.
The Andersons, Inc. | 2025 Form 10-K | 9 Table of Contents General Risk Factors We rely on a limited number of suppliers for certain of our raw materials and other products and the loss of one or several of these suppliers could increase our costs and have a material adverse effect on any one of our business segments.
Significant increases in the price of these commodities may result in lower customer demand and higher than optimal inventory levels. In contrast, reductions in the price of these commodities may create lower of cost or net realizable value adjustments to inventories.
Significant increases in the price of these commodities may result in lower customer demand and higher than optimal inventory levels. In contrast, reductions in the price of these commodities may create lower of cost or net realizable value adjustments to inventories. Some of our business segments operate in highly regulated industries.
The Andersons, Inc. | 2024 Form 10-K | 7 Table of Contents We face exposure to country risk in countries that face financial, political, and economic unrest through unsecured credit, inventory, forward contract risk or payment origination that could adversely affect our future results of operations, financial position, and cash flows.
We face exposure to country risk in countries that face financial, political, and economic unrest through unsecured credit, inventory, forward contract risk or payment origination that could adversely affect our future results of operations, financial position, and cash flows.
We are in the process of reviewing our systems roadmap, to help standardize processes and support growth initiatives. This will likely result in potential system implementations as part of our ongoing information technology transformation strategy, and we plan to implement these systems throughout relevant parts of our business.
The Andersons, Inc. | 2025 Form 10-K | 11 Table of Contents We are in the process of reviewing our systems roadmap, to help standardize processes and support growth initiatives. This will result in system implementations as part of our ongoing information technology transformation strategy, and we plan to implement these systems throughout relevant parts of our business.
We cannot predict what impact, if any, changes in federal policy, including tax policies, will have on our industry or whether any specific legislation will be enacted or the terms of any such legislation.
We cannot predict what impact, if any, changes in federal policy, including tax policies, will have on our industry or whether any specific legislation will be enacted or the terms The Andersons, Inc. | 2025 Form 10-K | 12 Table of Contents of any such legislation.
The Andersons, Inc. | 2024 Form 10-K | 4 Table of Contents Risks Related to our Business and Industry Our business is affected by the supply and demand of commodities and is sensitive to factors outside of our control. Adverse price movements could negatively affect our profitability and results of operations.
Risks Related to our Business and Industry Our business is affected by the supply and demand of commodities and is sensitive to factors outside of our control. Adverse price movements could negatively affect our profitability and results of operations.
Under the new U.S. administration, there may be a heightened risk of new or increased tariffs and trade disputes and there is currently significant uncertainty about how it may impact our business and industry.
Under the current U.S. administration, there has been a heightened risk of new or increased tariffs and trade disputes and there is currently significant uncertainty about the extent of increased tariffs and their enforceability and how they may impact our business and industry.
A significant portion of the Company's assets are exposed to conditions in the Eastern Grain Belt. In this region, adverse weather during the fertilizer application, planting, and harvest seasons can have negative impacts on our Trade, Renewables, and Nutrient & Industrial businesses.
While the Company continues to expand its geographic footprint, a significant portion of the Company's assets are still exposed to conditions in the Eastern Grain Belt. In this region, adverse weather during the fertilizer application, planting, and harvest seasons can have negative impacts on our Agribusiness and Renewables businesses.
The Andersons, Inc. | 2024 Form 10-K | 9 Table of Contents Our business depends on our ability to successfully manage productivity improvements and ongoing organizational change, including our ability to attract and retain talented employees. Our financial projections assume certain ongoing productivity improvements and cost savings, including staffing adjustments as well as employee departures.
Our business depends on our ability to successfully manage productivity improvements and ongoing organizational change, including our ability to attract and retain talented employees. Our financial projections assume certain ongoing productivity improvements and cost savings, including staffing adjustments as well as employee departures.
Higher basis levels or adverse crop conditions in the Eastern Grain Belt can increase the input costs or lower the market value of our products relative to other market participants that do not have the same geographic concentration.
Higher basis levels or adverse crop conditions in the Eastern Grain Belt can increase the input costs or lower the market value of our products relative to other market participants that do not have the same geographic concentration. Additionally, the potential physical impacts of climate change are uncertain and may vary by region.
This can lead to significant volatility in commodity prices, disruptions in historical trade flows and shifts in planting patterns in the Company's geographic footprint, which would present challenges and uncertainties for our business.
Trade disputes can lead to the implementing of tariffs on commodities in which we merchandise or otherwise use in our operations. This can lead to significant volatility in commodity prices, disruptions in historical trade flows and shifts in planting patterns in the Company's geographic footprint, which would present challenges and uncertainties for our business.
Many of our business segments are subject to government regulation and regulation by certain private sector associations, compliance with which can impose significant costs on our business.
Changes in government regulations or trade association policies could adversely affect our results of operations. Many of our business segments are subject to government regulation and regulation by certain private sector associations, compliance with which can impose significant costs on our business.
These factors may adversely impact our business, results of operations, and financial condition, as well as our competitive position. The Andersons, Inc. | 2024 Form 10-K | 11 Table of Contents We are at risk of cyber-incidents or other security breaches that could undermine our ability to operate effectively.
These factors may adversely impact our business, results of operations, and financial condition, as well as our competitive position. We are at risk of cyber-incidents or other security breaches that could undermine our ability to operate effectively. Our security measures may be breached due to employee error, malfeasance, or otherwise.
With our international merchandising business we have additional country risk through trade flows around the globe with direct exposure to the counterparty, via contract mark-to-market exposure, unsecured accounts receivable or inventory in the country.
With our international merchandising business we have additional country risk through trade flows around the globe with direct exposure to the counterparty, via contract mark-to-market exposure, unsecured accounts receivable or inventory in the country. In certain areas in which we trade (both origination and destination), country risk may be more prevalent given the country’s political and/or economic situations.
We also have an increased focus on safety and training employees to be able to identify potential safety and asset integrity issues. We also are undergoing capital spending allocations to ensure that proper maintenance can occur timely. To help mitigate losses in the event of a claim, we are insured under inventory, property, liability and business interruption policies.
We also have an increased focus on safety and training employees to be able to identify potential safety and asset integrity issues. We also are undergoing capital spending allocations to ensure that proper maintenance can occur timely.
The decrease in corn demand for ethanol production would mean a greater supply of corn for human and livestock consumption, driving down food costs and could lower overall grain prices.
In addition, a decrease in corn demand for ethanol production could also impact our Agribusiness segment if it resulted in a greater supply of corn for human and livestock consumption, driving down food costs and potentially overall grain prices.
For example, within our Trade and Renewables businesses, there is the risk that the quality of our inventory could deteriorate due to damage, moisture, insects, disease, or foreign material. If the quality of our inventory were to deteriorate below an acceptable level, the value of our inventory could decrease significantly.
We are exposed to the risk of a decrease in the value of our inventories due to a variety of circumstances in all of our businesses. For example, within both Agribusiness and Renewables, there is the risk that the quality of our inventory could deteriorate due to damage, moisture, insects, disease, or foreign material.
We are also exposed to residual risk because some of the facilities and land which we have acquired may have environmental liabilities arising from their prior use. In addition, changes to environmental regulations may require us to modify our existing plant and processing facilities which could significantly increase the cost of those operations.
We are also exposed to residual risk because some of the facilities and land which we have acquired may have environmental liabilities arising from their prior use.
If a substantial portion of our inventory becomes damaged or obsolete, its value would decrease, and have an adverse impact on the Company's financial results. We are exposed to the risk of a decrease in the value of our inventories due to a variety of circumstances in all of our businesses.
The Andersons, Inc. | 2025 Form 10-K | 7 Table of Contents We are required to carry significant amounts of inventory across all our businesses. If a substantial portion of our inventory becomes damaged or obsolete, its value would decrease, and have an adverse impact on the Company's financial results.
Consequently, changes in existing and future government or trade association polices may restrict our ability to do business and have an adverse impact on the Company's financial results. The Andersons, Inc. | 2024 Form 10-K | 6 Table of Contents We are required to carry significant amounts of inventory across all of our businesses.
Consequently, changes in existing and future government or trade association polices may restrict our ability to do business and have an adverse impact on the Company's financial results.
Factors that may affect our ability to attract and retain sufficient numbers of qualified employees include employee morale, our reputation, competition from other employers and availability of qualified individuals. Compliance with evolving regulations regarding disclosure of emissions and metrics and/or climate change may impact our reputation, increase our operating costs, and reduce the value of our assets and products.
Factors that may affect our ability to attract and retain sufficient numbers of qualified employees include employee morale, our reputation, competition from other employers and availability of qualified individuals.
The Company's information technology systems, some of which are dependent on services provided by third parties, provide critical data connectivity, information and services for internal and external users.
If our strategies prove ineffective, our business could be adversely affected. The Company's information technology systems may impose limitations or failures which may affect the Company's ability to conduct its business. The Company's information technology systems, some of which are dependent on services provided by third parties, provide critical data connectivity, information and services for internal and external users.
In our Nutrient & Industrial business, planted acreage, and consequently the volume of fertilizer and crop protection products applied, is partially dependent upon government programs and the producer's perception of demand.
If the quality of our inventory were to deteriorate below an acceptable level, the value of our inventory could decrease significantly. Planted acreage, and consequently the volume of fertilizer and crop protection products applied, is partially dependent upon government programs and the producer's perception of demand.
A decrease in demand for biofuels as a result of regulatory or market changes would result in ethanol plants being underutilized along with a lower demand for corn to be used in ethanol production.
A decrease in demand for biofuels as a result of regulatory or market changes would result in ethanol plants being underutilized and would adversely impact the results of our Renewables segment.
Additionally, there could be a rapid increase in interest rates making it difficult for our counterparties to access U.S. dollars to allow us to collect on accounts receivable timely. We have engaged third parties to provide assessments of country risk and business ratings driven by economic indicators. We also have established counterparty credit limits and various monitoring agreements.
With the purchases and sales of grain in vessel sized quantities within the international merchandising business increases the size and potential severity of our country risk. Additionally, there could be a rapid increase in interest rates making it difficult for our counterparties to access U.S. dollars to allow us to collect on accounts receivable timely.
Additionally, we have a diverse customer base and have the ability to divert cargo in transit to another counterparty, country, or region to limit the exposure of a material financial loss. Our business involves considerable safety risks. Significant unexpected costs and liabilities would have an adverse effect on our profitability and overall financial position.
We have engaged third parties to provide assessments of country risk and business ratings driven by economic indicators. We also have established counterparty credit limits and various monitoring agreements. Additionally, we have a diverse customer base and have the ability to divert cargo in transit to another counterparty, country, or region to limit the exposure of a material financial loss.
Removed
The Andersons, Inc. | 2024 Form 10-K | 5 Table of Contents Some of our business segments operate in highly regulated industries. Changes in government regulations or trade association policies could adversely affect our results of operations.
Added
The Company is subject to uncertainty regarding eligibility and monetization of Section 45Z Tax Credits Section 45Z of the Internal Revenue Code provides a per‑gallon tax credit for domestically produced transportation fuels, including ethanol, based on the carbon intensity of the fuel produced and sold.
Removed
In certain areas in which we trade (both origination and destination) country risk is more prevalent given the country’s political and/or economic situations like Russia’s invasion of Ukraine. With the purchases and sales of grain in vessel sized quantities within the international merchandising business increases the size and potential severity of our country risk.
Added
The credit applies to qualifying fuel produced after December 31, 2024, and sold through December 31, 2029.
Removed
The Andersons, Inc. | 2024 Form 10-K | 8 Table of Contents Additionally, the potential physical impacts of climate change are uncertain and may vary by region.
Added
Treasury and the IRS have issued proposed regulations and other guidance interpreting statutory requirements for determining eligibility and credit amounts and IRS registration (generally through Form 637) at the time of production, with IRS guidance indicating a signed registration letter dated on or before January 1, 2025 is required to claim the credit for production beginning January 1, 2025.
Removed
If our strategies prove ineffective, our business could be adversely affected. The Andersons, Inc. | 2024 Form 10-K | 10 Table of Contents The Company's information technology systems may impose limitations or failures which may affect the Company's ability to conduct its business.
Added
Our ability to qualify depends on consistently achieving certain lifecycle emissions and meeting prevailing wage and apprenticeship standards needed to receive the enhanced rate; otherwise, the credit amount is reduced to one‑fifth of the higher value. Changes to lifecycle modeling assumptions and/or emissions tables could reduce or eliminate the benefits we expect.
Removed
Our security measures may be breached due to employee error, malfeasance, or otherwise.
Added
Even if we generate eligible credits, the economic value we ultimately realize remains uncertain. Section 45Z tax credits are transferable, but the transfer market is still developing, typically resulting in discounts to face value, and may require buyer diligence and insurance protections that could affect pricing and liquidity.
Added
Further, Section 45Z imposes extensive substantiation, certification, and recordkeeping requirements, and evolving IRS and Treasury guidance such as revisions to 45ZCF‑GREET, emissions tables, or qualified‑sale rules, may alter eligibility or reduce credit amounts.
Added
If we are unable to meet lifecycle emissions thresholds, prevailing wage or apprenticeship requirements or changing regulatory standards, we may be unable to qualify for or monetize Section 45Z tax credits in the amounts anticipated, which could adversely affect our results of operations and cash flows.
Added
The Andersons, Inc. | 2025 Form 10-K | 8 Table of Contents Our business involves considerable safety risks. Significant unexpected costs and liabilities would have an adverse effect on our profitability and overall financial position.
Added
To help mitigate losses in the event of a claim, we are insured under several policies, including but not limited to inventory, property, liability and business interruption coverage. However, these policies are subject to deductibles and certain limits.
Added
The Andersons, Inc. | 2025 Form 10-K | 10 Table of Contents Compliance with evolving regulations regarding disclosure of emissions and metrics and/or climate change may impact our reputation, increase our operating costs, and reduce the value of our assets and products.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeWe also require employees in certain roles to complete additional role-based, specialized cybersecurity trainings. The internal business owners of hosted applications are required to document user access reviews at least annually and receive a System and Organization Controls ("SOC") 1 or SOC 2 report from the vendor.
Biggest changeThe internal business owners of hosted applications are required to document user access reviews at least annually and receive a System and Organization Controls ("SOC") 1 or SOC 2 report from the vendor. If a third-party vendor is not able to provide a SOC 1 or SOC 2 report, management will take additional steps to assess the vendor’s cybersecurity preparedness.
Employees outside of the cybersecurity team also have a role in our cybersecurity defenses and they are engaged in a culture supportive of security protocols, which management believes improves the Company’s cybersecurity. All employees are required to complete cybersecurity trainings annually and have access to more frequent cybersecurity trainings through online trainings.
Employees outside of the cybersecurity team also have a role in our cybersecurity defenses and they are engaged in a culture supportive of security protocols, which management believes improves the Company’s cybersecurity. All employees are required to complete cybersecurity trainings annually and have access to more frequent cybersecurity trainings through online trainings and newsletters.
The controls in the Company’s cybersecurity program include but are not limited to, endpoint threat detection and response, privileged access management, logging and monitoring, multi-factor authentication, firewalls and intrusion detection and prevention, vulnerability, and patch management.
The controls in the Company’s cybersecurity program include but are not limited to, endpoint threat detection and response, identity and access management, logging and monitoring, multi-factor authentication, firewalls and intrusion detection and prevention, vulnerability, and patch management.
The Andersons, Inc. | 2024 Form 10-K | 13 Table of Contents Assessing, identifying, and managing cybersecurity related risks are integrated into the Company-wide ERM process. On an annual basis, management assesses the top risks facing the enterprise through the Company’s ERM process.
The Andersons, Inc. | 2025 Form 10-K | 14 Table of Contents Assessing, identifying, and managing cybersecurity related risks are integrated into the Company-wide ERM process. On an annual basis, management assesses the top risks facing the enterprise through the Company’s ERM process.
The Company’s Director of Information Security ("CISO"), reporting to the Chief Information Officer ("CIO"), is the leader of the Company’s cybersecurity team. The CISO is responsible for assessing and managing the Company’s cybersecurity program, informs the CIO and other senior management as appropriate regarding the prevention, detection, mitigation, and remediation of cybersecurity incidents and supervises such efforts.
The CISO is responsible for assessing and managing the Company’s cybersecurity program, informs the CIO and other senior management as appropriate regarding the prevention, detection, mitigation, and remediation of cybersecurity incidents and supervises such efforts.
Management regularly assesses the Company’s cybersecurity capabilities and has implemented policies, processes, and technology that it considers appropriate to reduce the likelihood or impact of a breach. Third parties also play a role in the Company’s cybersecurity.
Management regularly assesses the Company’s cybersecurity capabilities and has implemented policies, processes, and technology that it considers appropriate to reduce the likelihood or impact of a breach. The Company maintains an incident response plan that is tested through tabletop exercises throughout the year. Third parties also play a role in the Company’s cybersecurity.
Our CISO and CIO have decades of collective experience managing information technology and cybersecurity functions, both at the Company and in prior positions at large, Fortune 500 global businesses. Management also periodically evaluates the experience of the Company’s entire cybersecurity team to ensure adequate coverage across all eight key knowledge domains identified by the Certified Information Systems Security Professional certification.
Management also periodically evaluates the experience of the Company’s entire cybersecurity team to ensure adequate coverage across all eight key knowledge domains identified by the Certified Information Systems Security Professional ("CISSP") certification.
If a third-party vendor is not able to provide a SOC 1 or SOC 2 report, management will take additional steps to assess the vendor’s cybersecurity preparedness. The Audit Committee of the Board of Directors oversees the Company’s cybersecurity program and the steps taken by management to monitor and mitigate cybersecurity risks.
The Audit Committee of the Board of Directors oversees the Company’s cybersecurity program and the steps taken by management to monitor and mitigate cybersecurity risks.
Added
The Company’s Senior Director of Cyber Security and Enterprise Operations ("CISO"), reporting to the Chief Information Officer ("CIO"), is the leader of the Company’s cybersecurity team.
Added
Our CISO and CIO have decades of collective experience managing information technology and cybersecurity functions, both at the Company and in prior positions at large, Fortune 500 global businesses.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeTrade Renewables Nutrient & Industrial (in thousands) Grain Storage Nameplate Capacity Dry Fertilizer Storage Liquid Fertilizer Storage Location (bushels) (gallons) (tons) (tons) Canada 21,715 — — — Idaho 18,840 — — — Indiana 16,800 110,000 135 134 Iowa — 55,000 — 68 Kansas 78,068 — 35 36 Louisiana 23,276 — — — Michigan 25,459 130,000 75 46 Nebraska 10,716 — — 40 Ohio 43,578 110,000 166 78 Texas 35,267 — 3 16 Wisconsin — — 25 80 Other 17,521 — 57 65 291,240 405,000 496 563 The Trade facilities are mostly concrete and steel tanks, with some flat storage buildings.
Biggest changeAgribusiness Renewables (in thousands) Grain Storage Dry Fertilizer Storage Liquid Fertilizer Storage Nameplate Capacity Location (bushels) (tons) (tons) (gallons) Canada 21,166 — — — Idaho 16,837 — — — Indiana 16,800 134 135 110,000 Iowa — 68 — 55,000 Kansas 74,178 11 23 — Louisiana 23,276 — — — Michigan 27,209 47 75 130,000 Nebraska 12,416 40 — — Ohio 38,578 78 152 110,000 Texas 23,901 16 3 — Wisconsin — 80 25 — Other 16,424 65 56 — 270,785 539 469 405,000 The Agribusiness grain storage facilities are mostly concrete and steel tanks, with some flat storage buildings.
The Company also owns grain inspection buildings and dryers, maintenance buildings and truck scales and dumps. Approximately 73% of the total storage capacity noted above, which includes temporary pile storage, is owned, while the remaining capacity is leased from third parties.
The Company also owns grain inspection buildings and dryers, maintenance buildings and truck scales and dumps. Approximately 73% of the total grain storage capacity noted above, which includes temporary pile storage, is owned, while the remaining capacity is leased from third parties.
Item 2. Properties The Company's principal agriculture and other properties are described below. The Company believes that its properties are adequate for its business, well maintained and utilized, suitable for their intended uses and adequately insured.
Item 2. Properties The Company's principal agriculture and other properties as of December 31, 2025 are described below. The Company believes that its properties are adequate for its business, well maintained and utilized, suitable for their intended uses and adequately insured.
The Andersons, Inc. | 2024 Form 10-K | 14 Table of Contents The Nutrient & Industrial properties consist mainly of fertilizer warehouse and formulation and packaging facilities for dry and liquid fertilizers. The Company owns substantially all of the facilities noted above.
The Agribusiness dry and liquid fertilizer properties consist mainly of fertilizer warehouse and formulation packaging facilities for dry and liquid fertilizers. The Company owns substantially all of these facilities noted above.
The Renewables properties are four ethanol plants owned under the TAMH investment that is consolidated in the Company's Consolidated Financial Statements. These plants include grain storage tanks with a storage capacity of 14 million bushels that are predominantly used for the storage of corn as a raw material for the ethanol production process.
The Andersons, Inc. | 2025 Form 10-K | 15 Table of Contents The Renewables properties consist of four ethanol plants which include grain storage tanks with a storage capacity of 14 million bushels that are predominantly used for the storage of corn as a raw material for the ethanol production process.
Removed
On November 1, 2024, the Company entered into a definitive purchase agreement for a 65% ownership interest in Skyland Grain, LLC ("Skyland") for $85.0 million, which resulted in the consolidation of Skyland’s results in the Company's Consolidated Financial Statements in both the Trade and Nutrient & Industrial segments.
Added
The combined nameplate capacity of the plants is 405 million gallons, yet actual production is consistently well in excess of this amount.
Removed
Skyland operates grain storage and handling facilities in Kansas, Colorado, Oklahoma, and Texas. This transaction is the main driver behind the increase in the Company's grain and fertilizer storage capacity from the prior year.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeThe Company believes it is unlikely that the results of its current legal proceedings, even if unfavorable, will result in material liabilities beyond what it currently has accrued.
Biggest changeThe Company believes it is unlikely that the results of its current legal proceedings, other than those disclosed in Note 12 of the Consolidated Financial Statements in Item 8, even if unfavorable, will result in material liabilities beyond what it currently has accrued.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeDividends paid from January 2023 to January 2025 are as follows: Payment Date Amount January 20, 2023 $0.185 April 24, 2023 $0.185 July 24, 2023 $0.185 October 20, 2023 $0.185 January 22, 2024 $0.190 April 22, 2024 $0.190 July 22, 2024 $0.190 October 22, 2024 $0.190 January 23, 2025 $0.195 Purchases of Equity Securities by the Issuer and Affiliated Purchasers Period Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) October 2024 73 $ 49.25 — $ 100,000,000 November 2024 — — — 100,000,000 December 2024 57,636 39.81 57,636 97,705,231 Total 57,709 $ 39.83 57,636 $ 97,705,231 (1) During the three months ended December 31, 2024, the Company acquired shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations along with common stock repurchased as a part of the Company's Repurchase Plan.
Biggest changeDividends paid from January 2024 to January 2026 are as follows: Payment Date Amount January 22, 2024 $0.190 April 22, 2024 $0.190 July 22, 2024 $0.190 October 22, 2024 $0.190 January 23, 2025 $0.195 April 22, 2025 $0.195 July 22, 2025 $0.195 October 22, 2025 $0.195 January 23, 2026 $0.200 Purchases of Equity Securities by the Issuer and Affiliated Purchasers Period Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) October 2025 — $ — — $ 82,339,037 November 2025 666 49.84 — 82,339,037 December 2025 — — — 82,339,037 Total 666 $ 49.84 — $ 82,339,037 (1) During the three months ended December 31, 2025, the Company acquired shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations along with common stock repurchased as a part of the Company's Repurchase Plan.
(2) As of August 15, 2024, the Company was authorized to purchase up to $100 million of the Company's common stock (the "Repurchase Plan") on or before August 15, 2027. As of December 31, 2024, approximately $2.3 million of the $100 million available to repurchase shares had been utilized.
(2) As of August 15, 2024, the Company was authorized to purchase up to $100 million of the Company's common stock (the "Repurchase Plan") on or before August 15, 2027. As of December 31, 2025, approximately $17.7 million of the $100 million available to repurchase shares had been utilized.
The Andersons, Inc. | 2024 Form 10-K | 16 Table of Contents Performance Graph The graph below compares the total shareholder return on the Company's Common Shares to the cumulative total return for the Russell 3000 Index and a Peer Group Index.
The Andersons, Inc. | 2025 Form 10-K | 17 Table of Contents Performance Graph The graph below compares the total shareholder return on the Company's Common Shares to the cumulative total return for the Russell 3000 Index and a Peer Group Index.
The Repurchase Plan does not obligate the Company to acquire any specific number of shares. Under the Repurchase Plan, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.
The Repurchase Plan does not obligate the Company to acquire any specific number of shares. Under the Repurchase Plan, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act. No shares were repurchased under the Repurchase Plan during the fourth quarter of 2025.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The Common Shares of The Andersons, Inc. trade on the Nasdaq Global Select Market under the symbol “ANDE”. Shareholders At February 7, 2025, there were 417 shareholders of record and approximately 29,574 shareholders for whom security firms acted as nominees.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The Common Shares of The Andersons, Inc. trade on the Nasdaq Global Select Market under the symbol “ANDE”. Shareholders At February 6, 2026, there were 390 shareholders of record and approximately 30,209 shareholders for whom security firms acted as nominees.
Common Shares on December 31, 2019, and also assumes investments of $100 in the Russell 3000 Index and Peer Group Index, respectively, on December 31 of the first year of the graph. The value of these investments as of the following calendar year-ends is shown in the table below the graph.
Darling Ingredient Rex American RS The graph assumes a $100 investment in The Andersons, Inc. Common Shares on December 31, 2020, and also assumes investments of $100 in the Russell 3000 Index and Peer Group Index, respectively, on December 31 of the first year of the graph.
Removed
Darling Ingredient Rex American RS The prior peer group consists of Archer-Daniels-Midland Co., Alto Ingredients, Inc., Bunge Global SA, Green Plains Inc., Ingredion Incorporated and Nutrien Ltd. In 2024, the peer group was reassessed to maintain a group that closely aligns with our core business structure and product lines. The graph assumes a $100 investment in The Andersons, Inc.
Added
The value of these investments as of the following calendar year-ends is shown in the table below the graph.
Removed
Base Period Cumulative Returns 2019 2020 2021 2022 2023 2024 The Andersons, Inc. $ 100.00 $ 100.74 $ 162.73 $ 150.06 $ 250.55 $ 178.37 Russell 3000 Index $ 100.00 $ 120.89 $ 151.91 $ 122.73 $ 154.59 $ 191.39 Peer Group Index $ 100.00 $ 115.75 $ 171.37 $ 194.61 $ 162.10 $ 122.13 Prior Peer Group $ 100.00 $ 108.31 $ 159.50 $ 184.58 $ 156.85 $ 126.77 The Andersons, Inc. | 2024 Form 10-K | 17 Table of Contents Item 6.
Added
Base Period Cumulative Returns 2020 2021 2022 2023 2024 2025 The Andersons, Inc. $ 100.00 $ 161.53 $ 148.95 $ 248.70 $ 177.05 $ 236.83 Russell 3000 Index $ 100.00 $ 125.66 $ 101.53 $ 127.88 $ 158.32 $ 185.47 Peer Group Index $ 100.00 $ 148.05 $ 168.13 $ 140.04 $ 105.51 $ 130.48 The Andersons, Inc. | 2025 Form 10-K | 18 Table of Contents Item 6.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeYear Ended December 31, 2024 (in thousands) Trade Renewables Nutrient & Industrial Other Total Sales and merchandising revenues $ 7,622,077 $ 2,802,330 $ 833,141 $ — $ 11,257,548 Cost of sales and merchandising revenues 7,218,395 2,633,179 712,048 — 10,563,622 Gross profit 403,682 169,151 121,093 — 693,926 Operating, administrative and general expenses 316,390 35,493 103,238 48,499 503,620 Interest expense (income) 24,587 2,841 6,311 (1,979) 31,760 Other income (expense), net 28,728 8,678 6,444 (1,639) 42,211 Income (loss) before income taxes from continuing operations 91,433 139,495 17,988 (48,159) 200,757 Income (loss) before income taxes attributable to the noncontrolling interests 1,018 56,615 (945) — 56,688 Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations $ 90,415 $ 82,880 $ 18,933 $ (48,159) $ 144,069 Year Ended December 31, 2023 (in thousands) Trade Renewables Nutrient & Industrial Other Total Sales and merchandising revenues $ 10,426,083 $ 3,380,632 $ 943,397 $ — $ 14,750,112 Cost of sales and merchandising revenues 10,016,133 3,178,235 810,381 — 14,004,749 Gross profit 409,950 202,397 133,016 — 745,363 Operating, administrative and general expenses 308,470 32,737 103,342 47,711 492,260 Asset impairment — 87,156 — — 87,156 Interest expense (income) 35,234 6,385 7,016 (1,768) 46,867 Other income, net 29,988 15,056 2,391 3,048 50,483 Income (loss) before income taxes from continuing operations 96,234 91,175 25,049 (42,895) 169,563 Income before income taxes attributable to the noncontrolling interests — 31,339 — — 31,339 Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations $ 96,234 $ 59,836 $ 25,049 $ (42,895) $ 138,224 The Company uses Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations, a non-GAAP financial measure as defined by the Securities and Exchange Commission, to evaluate the Company’s financial performance.
Biggest changeYear Ended December 31, 2025 (in thousands) Agribusiness Renewables Other Total Sales and merchandising revenues $ 8,260,004 $ 2,748,924 $ — $ 11,008,928 Cost of sales and merchandising revenues 7,703,097 2,592,180 — 10,295,277 Gross profit 556,907 156,744 — 713,651 Operating, administrative and general expenses 486,935 42,680 55,619 585,234 Asset impairment 14,777 3,352 — 18,129 Interest expense (income) 43,482 5,681 (2,004) 47,159 Other income (expense), net 44,874 35,071 (1,605) 78,340 Income (loss) before income taxes 56,587 140,102 (55,220) 141,469 Income (loss) before income taxes attributable to the noncontrolling interests (275) 23,863 — 23,588 Non-GAAP Income (loss) before income taxes attributable to the Company $ 56,862 $ 116,239 $ (55,220) $ 117,881 The Andersons, Inc. | 2025 Form 10-K | 20 Table of Contents Year Ended December 31, 2024 (in thousands) Agribusiness Renewables Other Total Sales and merchandising revenues $ 8,456,381 $ 2,801,167 $ — $ 11,257,548 Cost of sales and merchandising revenues 7,933,389 2,630,233 — 10,563,622 Gross profit 522,992 170,934 — 693,926 Operating, administrative and general expenses 418,110 37,011 48,499 503,620 Interest expense (income) 30,911 2,828 (1,979) 31,760 Other income, net 35,185 8,665 (1,639) 42,211 Income (loss) before income taxes 109,156 139,760 (48,159) 200,757 Income before income taxes attributable to the noncontrolling interests 73 56,615 — 56,688 Non-GAAP Income (loss) before income taxes attributable to the Company $ 109,083 $ 83,145 $ (48,159) $ 144,069 The Company uses Non-GAAP Income (loss) before income taxes attributable to the Company, a non-GAAP financial measure as defined by the Securities and Exchange Commission, to evaluate the Company’s financial performance.
Management believes that Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations is a useful measure of the Company’s performance as it provides investors additional information about the Company's operations allowing better evaluation of underlying business performance and better period-to-period comparability.
Management believes that Non-GAAP Income (loss) before income taxes attributable to the Company is a useful measure of the Company’s performance as it provides investors additional information about the Company's operations allowing better evaluation of underlying business performance and better period-to-period comparability.
The Company is in compliance with all covenants as of December 31, 2024. In addition, certain of our long-term borrowings are collateralized by first mortgages on various facilities. The Company is typically in a net short-term borrowing position in the first two quarters of the year.
The Company is in compliance with all covenants as of December 31, 2025. In addition, certain of our long-term borrowings are collateralized by first mortgages on various facilities. The Company is typically in a net short-term borrowing position in the first two quarters of the year.
The resolution of these examinations could change our unrecognized tax benefits and favorably impact income tax expense by a range of $3.3 million to $14.2 million. On December 20, 2021, the Organization for Economic Co-operation and Development ("OECD") issued Pillar Two model rules introducing a global minimum tax of 15% on large corporations.
The resolution of these examinations could change our unrecognized tax benefits and favorably impact income tax expense by a range of zero to $2.8 million. On December 20, 2021, the Organization for Economic Co-operation and Development ("OECD") issued Pillar Two model rules introducing a global minimum tax of 15% on large corporations.
Obligations under the retiree healthcare programs are not fixed commitments and will vary depending on multiple factors, including the level of participant utilization and inflation. Our estimates of postretirement payments have considered recent payment trends and actuarial assumptions. As of December 31, 2024, the Company had outstanding benefit obligations of $15.9 million, with $1.3 million payable within 12 months.
Obligations under the retiree healthcare programs are not fixed commitments and will vary depending on multiple factors, including the level of participant utilization and inflation. Our estimates of postretirement payments have considered recent payment trends and actuarial assumptions. As of December 31, 2025, the Company had outstanding benefit obligations of $16.1 million, with $1.3 million payable within 12 months.
Impairment of Long-Lived Assets and Goodwill The Company's business segments are each highly capital intensive and require significant investment. Long-lived assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. This is done by evaluating the recoverability based on undiscounted projected cash flows, excluding interest.
Impairment of Long-Lived Assets and Goodwill The Company's segments are each highly capital intensive and require significant investment. Long-lived assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset groups may not be recoverable. This is done by evaluating the recoverability based on undiscounted projected cash flows.
The Andersons, Inc. | 2024 Form 10-K | 26 Table of Contents Readily Marketable Inventories and Derivative Contracts Readily Marketable Inventories ("RMI") are stated at their net realizable value, which approximates fair value based on their commodity characteristics, widely available markets, and pricing mechanisms.
The Andersons, Inc. | 2025 Form 10-K | 25 Table of Contents Readily Marketable Inventories and Derivative Contracts Readily Marketable Inventories ("RMI") are stated at their net realizable value, which approximates fair value based on their commodity characteristics, widely available markets, and pricing mechanisms.
The difference between the 15.0% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to the tax impact of non-controlling interest and U.S. federal tax credits offset by state and local income taxes, tax impacts of foreign operations, and nondeductible compensation.
The difference between the 15.0% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to the tax impact of noncontrolling interest and U.S. federal tax credits partially offset by state and local income taxes, tax impacts of foreign operations, and nondeductible compensation.
On December 12, 2024, the Company declared a cash dividend of $0.195 per common share, payable on January 23, 2025, to shareholders of record on January 2, 2025. Certain of our long-term borrowings include covenants that, among other things, impose minimum levels of working capital and various debt leverage ratios.
On December 11, 2025, the Company declared a cash dividend of $0.20 per common share, payable on January 23, 2026, to shareholders of record on January 2, 2026. Certain of our long-term borrowings include covenants that, among other things, impose minimum levels of working capital and various debt leverage ratios.
The Company's highest levels of borrowing typically occur in the late winter and early spring due to seasonal inventory requirements in the fertilizer and grain businesses. At December 31, 2024, the Company had total available liquidity of $2,553.0 million comprised of cash and cash equivalents and unused lines of credit.
The Company's highest levels of borrowing typically occur in the late winter and early spring due to seasonal inventory requirements in the fertilizer and grain businesses. At December 31, 2025, the Company had total available liquidity of $1,900.9 million comprised of cash and cash equivalents and unused lines of credit.
Contractual Obligations Long-term Debt As of December 31, 2024, the Company had total outstanding long-term debt with both floating and fixed rates of varying maturities for an aggregate principal amount outstanding of $646.8 million, of which, $36.1 million of the outstanding principal of the long-term debt is payable within 12 months.
Contractual Obligations Long-term Debt As of December 31, 2025, the Company had total outstanding long-term debt with both floating and fixed rates of varying maturities for an aggregate principal amount outstanding of $625.4 million, of which $63.4 million of the outstanding principal of the long-term debt is payable within 12 months.
The Andersons, Inc. | 2024 Form 10-K | 20 Table of Contents Operating Results The following discussion focuses on the operating results as shown in the Consolidated Statements of Operations with a separate discussion by segment. Additional segment information is included in Note 12 to the Company's Consolidated Financial Statements in Item 8.
Operating Results The following discussion focuses on the operating results as shown in the Consolidated Statements of Operations with a separate discussion by segment. Additional segment information is included in Note 10 to the Company's Consolidated Financial Statements in Item 8.
Although the U.S. has not yet adopted the Pillar Two model rules, several foreign countries enacted legislation in 2023 which closely follow OECD’s Pillar Two guidance to be effective January 1, 2024. The impact of Pillar Two legislation in our relevant jurisdictions is immaterial to the Company's 2024 effective tax rate.
Although the U.S. has not adopted the Pillar Two model rules, several foreign countries have enacted legislation which closely follows OECD’s Pillar Two guidance. The impact of Pillar Two legislation in our relevant jurisdictions is immaterial to the Company's 2025 effective tax rate.
The Company paid $26.3 million in dividends in 2024 compared to $25.4 million in 2023. The Company paid $0.190 per common share for the dividends paid in January, April, July and October 2024, and $0.185 per common share for the dividends paid in January, April, July and October 2023.
The Company paid $26.8 million in dividends in 2025 compared to $26.3 million in 2024. The Company paid $0.195 per common share for the dividends paid in January, April, July and October 2025, and $0.190 per common share for the dividends paid in January, April, July and October 2024.
The Repurchase Plan, approved on August 15, 2024, authorized $100 million of common share repurchases to be made on or before August 15, 2027. As of December 31, 2024, approximately $2.3 million of the Repurchase Plan had been utilized.
The Company commenced another common share repurchase plan on August 15, 2024, which authorized $100 million of common share repurchases to be made on or before August 15, 2027. As of December 31, 2025, approximately $17.7 million of the Repurchase Plan had been utilized.
The Andersons, Inc. | 2024 Form 10-K | 23 Table of Contents Liquidity and Capital Resources Working Capital At December 31, 2024, the Company had working capital of $1,119.1 million, a decrease of $51.5 million from the prior year.
The Andersons, Inc. | 2025 Form 10-K | 22 Table of Contents Liquidity and Capital Resources Working Capital At December 31, 2025, the Company had working capital of $690.0 million, a decrease of $429.1 million from the prior year.
As of December 31, 2024, the Company was party to borrowing arrangements with a syndicate of banks that provide a total borrowing capacity of $2,161.7 million. There was $1,991.3 million available for borrowing at December 31, 2024.
As of December 31, 2025, the Company was party to borrowing arrangements with a syndicate of banks that provide a total borrowing capacity of $2,054.8 million. There was $1,802.6 million available for borrowing at December 31, 2025.
The Company and its subsidiary partnership returns are under federal tax examination by the Internal Revenue Service ("IRS") for tax years 2018 through 2021. The Company’s subsidiary is under federal tax examination by the Mexican tax authorities for tax year 2015. The IRS and Mexican tax authorities’ examinations could potentially be resolved within the next 12 months.
The Company’s subsidiary partnership returns are under U.S. federal and certain state tax examinations for tax years 2018 through 2022. The Company’s subsidiary is under federal tax examination by the Mexican tax authorities for tax year 2015. The U.S. federal, state, and Mexican tax authorities’ examinations could potentially be resolved within the next 12 months.
At December 31, 2024, the Company had standby letters of credit outstanding of $3.8 million. Critical Accounting Estimates The process of preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Management evaluates these estimates and assumptions on an ongoing basis.
Critical Accounting Estimates The process of preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Management evaluates these estimates and assumptions on an ongoing basis.
The Andersons, Inc. | 2024 Form 10-K | 27 Table of Contents
The Andersons, Inc. | 2025 Form 10-K | 26 Table of Contents
Volumes shipped were as follows: Year Ended December 31, (in thousands) 2024 2023 Ethanol (gallons shipped) 793,554 774,550 E-85 (gallons shipped) 47,073 42,270 Vegetable oils (pounds shipped) (a) 1,634,213 1,263,924 Dried distillers grains (tons shipped) (b) 2,451 2,052 (a) Includes corn oil, soybean oil, and other fats, oils, and greases.
Volumes shipped were as follows: Year Ended December 31, (in thousands) 2025 2024 Ethanol (gallons shipped) 789,242 793,554 E-85 (gallons shipped) 43,438 47,073 Renewable feedstocks (pounds shipped) (a) 1,446,092 1,634,213 Dried distillers grains (tons shipped) (b) 2,130 2,451 (a) Includes corn oil, soybean oil, and other fats, oils, and greases.
The market based approach uses an analysis of valuation metrics based upon results of public companies that reflect economic conditions and risks that are similar to the Company applied to the reporting unit's estimated future results to calculate an estimated enterprise value.
The market-based approach uses an analysis of valuation metrics based upon results of publicly traded companies that reflect economic conditions and risks that are similar to the reporting unit to determine a market multiple to be applied to the reporting unit's past operating performance and estimated future results to calculate a fair value.
Other The Company's “Other” activities include corporate income and expense and cost for functions that provide support and services to the operating segments. The results include expenses and benefits not allocated to the operating segments and other elimination and consolidation adjustments.
(b) Dried distillers grains ("DDG") tons shipped converts wet tons to a dry ton equivalent amount. Other The Company's “Other” activities include corporate income and expense and cost for functions that provide support and services to the operating segments. The results include expenses and benefits not allocated to the operating segments and other elimination and consolidation adjustments.
As of December 31, 2024, the Company had forward purchase contracts of $2,638.8 million, with $2,568.2 million payable within 12 months. See Note 5 to the Consolidated Financial Statements for additional information. Postretirement Healthcare Program The Company has a postretirement health care benefit plan that covers substantially all of its full-time employees hired prior to January 1, 2003.
See Note 5 to the Consolidated Financial Statements for additional information. Postretirement Healthcare Program The Company has a postretirement health care benefit plan that covers substantially all of its full-time employees hired prior to January 1, 2003.
Management considers several factors to be significant when estimating fair value including expected financial outlook of the business, changes in the Company's stock price, the impact of changing market conditions on financial performance and expected future cash flows, the geopolitical environment and other factors.
These factors are discussed in more detail in Note 14 to the Consolidated Financial Statements. Management considers several factors to be significant when estimating fair value including expected financial outlook of the reporting unit, the impact of changing market conditions on financial performance and expected future cash flows, the geopolitical environment and other factors.
See Note 4 to the Consolidated Financial Statements for additional information. The Andersons, Inc. | 2024 Form 10-K | 25 Table of Contents Future interest payments associated with the long-term debt total $162.2 million, with $36.3 million payable within 12 months. See Note 4 to the Consolidated Financial Statements for additional information.
See Note 4 to the Consolidated Financial Statements for additional information. Future interest payments associated with the long-term debt total $120.3 million, with $31.2 million payable within 12 months. See Note 4 to the Consolidated Financial Statements for additional information.
The Company's effective rate for 2024 was 15.0% on Income before income taxes from continuing operations of $200.8 million.
In 2024, the Company recorded income tax expense of $30.1 million. The Company’s effective rate for 2024 was 15.0% on Income before income taxes of $200.8 million.
Sources and Uses of Cash in 2024 Compared to 2023 Year Ended (in thousands) December 31, 2024 December 31, 2023 Net cash provided by operating activities $ 331,506 $ 946,750 Net cash used in investing activities (163,074) (153,879) Net cash used in financing activities (250,359) (263,993) Operating Activities and Liquidity Operating activities provided cash of $331.5 million in 2024 compared to $946.8 million in 2023.
Sources and Uses of Cash in 2025 Compared to 2024 Year Ended (in thousands) December 31, 2025 December 31, 2024 Net cash provided by operating activities $ 176,998 $ 331,506 Net cash used in investing activities (195,315) (163,074) Net cash used in financing activities (447,148) (250,359) Operating Activities Operating activities provided cash of $177.0 million in 2025 compared to $331.5 million in 2024.
Our estimates of future cash flows are based upon a number of assumptions including: operating costs, life of the assets, potential disposition proceeds, budgets and long-range plans.
Our estimates of future cash flows are based upon a number of assumptions including: gross margins, operating costs, budgets, capital expenditures, working capital needs, and long-range plans.
This measure is not intended to replace or be an alternative to Income (loss) before income taxes from continuing operations, the most directly comparable amount reported under GAAP, which is also presented in the table above.
This measure is not intended to replace or be an alternative to Income (loss) before income taxes, the most directly comparable amount reported under GAAP, which is also presented in the table above. Comparison of 2025 with 2024 Agribusiness Operating results for the Agribusiness segment decreased by $52.2 million from the prior year results.
See Note 6 to the Consolidated Financial Statements for additional information. Off-Balance Sheet Transactions During the periods presented we did not have, nor do we currently have, any off-balance sheet transactions as defined under SEC rules, with the exception of standby letters of credit through banking institutions.
Off-Balance Sheet Transactions During the periods presented we did not have, nor do we currently have, any off-balance sheet transactions as defined under SEC rules, with the exception of standby letters of credit through banking institutions. At December 31, 2025, the Company had standby letters of credit outstanding of $2.8 million.
During the year ended December 31, 2024, the Company evaluated goodwill for impairment using a quantitative assessment in two reporting units and a qualitative assessment in one reporting unit. The quantitative review for impairment takes into account an income approach using estimates of future cash flows, as well as a market based approach.
The quantitative review for impairment takes into account an income approach using estimates of future cash flows, as well as a market-based approach.
Operating Leases The Company has lease arrangements for certain equipment and facilities, including grain facilities, fertilizer facilities and equipment. As of December 31, 2024, the Company had fixed operating lease payment obligations of $138.6 million, with $29.9 million payable within 12 months. See Note 13 to the Consolidated Financial Statements for additional information.
The Andersons, Inc. | 2025 Form 10-K | 24 Table of Contents Operating Leases The Company has lease arrangements for certain equipment and facilities, including grain facilities, fertilizer facilities and equipment. As of December 31, 2025, the Company had fixed operating lease payment obligations of $144.9 million, with $32.3 million payable within 12 months.
The difference between the 21.8% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to state and local income taxes and changes in unrecognized tax benefits offset by the effect of non-controlling interest and foreign tax credits.
The difference between the 15.7% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to the tax impact of noncontrolling interest, nontaxable clean fuel production credits and the reversal of certain unrecognized tax benefits, partially offset by state and local taxes, nondeductible compensation, and valuation allowances on losses in foreign tax jurisdictions.
Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 21, 2024.
For a discussion of the year ended December 31, 2024, compared to the year ended December 31, 2023, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024, filed on February 19, 2025.
Commodity Purchase Obligations The Company enters into forward purchase contracts of commodities with producers through the normal course of business. These forward purchase contracts are largely offset by forward sales contracts of commodities and the net of these forward contracts are offset by exchange-traded futures and options contracts or over-the-counter contracts.
These forward purchase contracts are largely offset by forward sales contracts of commodities and the net of these forward contracts are offset by exchange-traded futures and options contracts or over-the-counter contracts. As of December 31, 2025, the Company had forward purchase contracts of $2,126.0 million, with $2,025.5 million payable within 12 months.
This decrease was attributable to changes in the following components of current assets and current liabilities: (in thousands) December 31, 2024 December 31, 2023 Variance Current Assets Cash and cash equivalents $ 561,771 $ 643,854 $ (82,083) Accounts receivable, net 764,550 762,549 2,001 Inventories 1,286,811 1,166,700 120,111 Commodity derivative assets – current 148,801 178,083 (29,282) Other current assets 88,344 55,777 32,567 Total current assets 2,850,277 2,806,963 43,314 Current Liabilities Short-term debt 166,614 43,106 123,508 Trade and other payables 1,047,436 1,055,473 (8,037) Customer prepayments and deferred revenue 194,025 187,054 6,971 Commodity derivative liabilities – current 59,766 90,849 (31,083) Current maturities of long-term debt 36,139 27,561 8,578 Accrued expenses and other current liabilities 227,192 232,288 (5,096) Total current liabilities 1,731,172 1,636,331 94,841 Working Capital $ 1,119,105 $ 1,170,632 $ (51,527) Current assets increased $43.3 million in comparison to prior year.
This decrease was attributable to changes in the following components of current assets and current liabilities: (in thousands) December 31, 2025 December 31, 2024 Variance Current Assets Cash and cash equivalents $ 98,283 $ 561,771 $ (463,488) Accounts receivable, net 652,472 764,550 (112,078) Inventories 1,365,121 1,286,811 78,310 Commodity derivative assets – current 135,466 148,801 (13,335) Other current assets 125,067 88,344 36,723 Total current assets 2,376,409 2,850,277 (473,868) Current Liabilities Short-term debt 249,420 166,614 82,806 Trade and other payables 918,691 1,047,436 (128,745) Customer prepayments and deferred revenue 195,331 194,025 1,306 Commodity derivative liabilities – current 51,153 59,766 (8,613) Current maturities of long-term debt 63,375 36,139 27,236 Accrued expenses and other current liabilities 208,427 227,192 (18,765) Total current liabilities 1,686,397 1,731,172 (44,775) Working Capital $ 690,012 $ 1,119,105 $ (429,093) Current assets decreased $473.9 million in comparison to prior year.
We expect to invest approximately $175 million to $200 million in property, plant and equipment in 2025; less than 50% of which will be reinvested back into our current facilities. Financing Activities Net cash used in financing activities was $250.4 million in 2024, compared to $264.0 million used in 2023.
We expect to invest between $200 to $225 million in property, plant and equipment in 2026; roughly split 50% between growth and maintenance capital. Financing Activities Net cash used in financing activities was $447.1 million in 2025, compared to $250.4 million used in 2024.
Total Trade storage space capacity at company owned or leased facilities, including temporary pile storage, was approximately 291 million bushels at December 31, 2024, and 168 million bushels at December 31, 2023. The additional agricultural inventories on hand and storage capacity in the current year are both directly related to the investment in Skyland in the fourth quarter of 2024.
Total Agribusiness grain storage space capacity at company-owned or leased grain facilities, including temporary pile storage, was approximately 271 million and 291 million bushels at December 31, 2025, and 2024, respectively.
The vast majority of the decrease in cash provided by operating activities was due to favorable changes in operating assets and liabilities that occurred in the prior year as commodity prices dropped significantly.
The majority of the decrease in cash provided by operating activities was due to unfavorable changes in operating assets and liabilities that resulted in $109.4 million additional cash used. Although cash generation remains strong, earnings fell behind the prior year results leading to the remainder of the decrease in cash provided by operating activities.
The Andersons, Inc. | 2024 Form 10-K | 24 Table of Contents Net income taxes of $31.5 million and $45.7 million were paid in the years ended December 31, 2024, and 2023, respectively. The decrease in the current year is generally driven by considerably less U.S. research and development related expenses capitalized for tax purposes than in prior years.
Net income taxes paid were $16.2 million and $31.5 million in the years ended December 31, 2025, and 2024, respectively. The decrease in the current year is generally driven by U.S. Federal and state net operating losses incurred in 2025.
The Company will begin reporting our results under this new structure and recast prior periods to align with this presentation starting in the first quarter of 2025. The agricultural commodity-based business is one in which changes in selling prices generally move in relationship to changes in purchase prices.
The agricultural commodity-based business is one in which changes in selling prices generally move in relationship to changes in purchase prices.
The Andersons, Inc. | 2024 Form 10-K | 21 Table of Contents Comparison of 2024 with 2023 Trade Operating results for the Trade segment were generally consistent with the prior year results. Sales and merchandising revenues decreased $2,804.0 million and cost of sales and merchandising revenues decreased by $2,797.7 million resulting in a decrease in gross profit of $6.3 million.
The Andersons, Inc. | 2025 Form 10-K | 21 Table of Contents Renewables Operating results for the Renewables segment were consistent with the prior year before consideration of the noncontrolling interest share.
Capital expenditures of $149.2 million for 2024 on property, plant and equipment and capitalized software includes: Trade - $59.2 million; Renewables - $49.8 million; Nutrient & Industrial - $36.1 million; and $4.0 million in Other.
This was partially offset by additional insurance proceeds received in the current year and the impact of a business acquisition that occurred in the prior year. Capital expenditures of $233.1 million for 2025 on property, plant and equipment and capitalized software includes: Agribusiness - $176.9 million; Renewables - $49.2 million; and $7.1 million in Other.
Operating, administrative and general expenses increased $7.9 million compared to prior year results. The increase from the prior year is primarily related to $12.8 million of additional costs related to two months of Skyland operating cost which was partially offset by a $6.7 million decrease in incentives.
Operating, administrative and general expenses increased by $5.7 million, primarily due to $5.9 million in costs associated with the acquisition of the remaining equity interests in TAMH in 2025. Asset impairment charges increased by $3.4 million from the prior year due to a charge related to equipment used in corn oil refinement.
Removed
Management's Discussion and Analysis of Financial Condition and Results of Operations Forward Looking Statements The following “Management's Discussion and Analysis of Financial Condition and Results of Operations” contains forward-looking statements which relate to future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements.
Added
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of the Company.
Removed
Without limitation, these risks include economic, weather and regulatory conditions, competition, geopolitical risk, and those listed under Item 1.A, "Risk Factors." The reader is urged to carefully consider these risks and factors. In some cases, the reader can identify forward-looking statements by terminology such as “may”, “anticipates”, “believes”, “estimates”, “predicts”, or the negative of these terms or other comparable terminology.
Added
MD&A is provided as a supplement to, and should be read in conjunction with, our Consolidated Financial Statements and the accompanying Notes to Financial Statements (Part II, Item 8 of this Form 10-K). This section generally discusses the results of our operations for the year ended December 31, 2025, compared to the year ended December 31, 2024.
Removed
These statements are only predictions. Actual events or results may differ materially. These forward-looking statements relate only to events as of the date on which the statements are made and the Company undertakes no obligation, other than any imposed by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Added
Executive Overview Effective January 1, 2025, the Company realigned its organizational structure to better reflect updates in management reporting resulting in a change in reportable segments.
Removed
Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Executive Overview Our operations are organized, managed and classified into three reportable business segments: Trade, Renewables, and Nutrient & Industrial.
Added
As a result, the former Trade segment was combined with the former Nutrient & Industrial segment in the newly formed Agribusiness segment along with several smaller business lines being moved between the Agribusiness and Renewables segments. All prior period segment information has been recast to conform to the current year presentation.
Removed
Each of these segments is generally based on the nature of products and services offered and aligns with the management structure. In early December, the Company announced a change in the organization, and the intent to shift to two operating and reporting segments.
Added
Agribusiness The Agribusiness segment's operating results declined from the prior year as the segment faced difficult market conditions, including an oversupplied market, low commodity prices, and muted volatility through much of the year. These conditions kept commercial activity more short-term in nature, creating margin pressure in our merchandising business.
Removed
The move was designed to streamline operational efficiency, enhance cross-functional collaboration, and further align the businesses to achieve growth. This structure will support the Company's focus on unlocking value across the Trade and Nutrient businesses in a new Agribusiness segment. The Renewables segment will continue to operate substantially as currently reported with an enhanced focus on growth.
Added
We saw improvement through the record fall corn harvest, as our western footprint was able to accumulate good volumes at favorable values. In addition, our eastern footprint was able to recognize good elevation margins on corn from strong export and ethanol demand in the last part of the year.
Removed
The Company has considered the potential impact of the book value of the Company’s total shareholders’ equity briefly exceeding the Company’s market capitalization during the quarter for impairment indicators. Management ultimately concluded that an impairment triggering event had not occurred.
Added
The premium ingredient business continued its steady performance, leveraging recent investments into this space. The fertilizer business benefited a large spring application season with the highest corn plantings in recent history.
Removed
The Company believes that the share price is not an accurate reflection of its current value as conditions are currently strong in the agriculture space with a positive long-term outlook. Management believes that the market’s impact on the Company’s equity value does not actually reflect the impact of these external factors on the Company.
Added
Our complementary asset footprint should provide some uplift in 2026, with more traditional basis appreciation opportunities in the west, while continued export demand would benefit elevation margins for the eastern assets. Sorghum exports remained strong into early 2026 which we expect will benefit our Skyland Grain, LLC ("Skyland") and Houston port export assets.
Removed
As a result of prior period tests, reviews of current operating results and other relevant market factors, the Company concluded that no impairment trigger existed as of December 31, 2024. Trade The Trade segment's operating results were consistent with the prior year and the segment showed its resilience in shifting ag markets with global grain supply outpacing demand.
Added
As on-farm grain volumes come to market, merchandising opportunities may arise. Domestic premium ingredient demand is also expected to stay solid and should continue to support recent capital growth investments. Expected corn plantings are higher than historical average, which may drive demand for nitrogen products, but volumes will be dependent on farmer economics.
Removed
Carries returned to the market, which benefit the asset-based business through strong elevation margins and good space income. The merchandising business could not repeat its strong prior year performance with limited market volatility. The premium ingredients business delivered improved results as recent acquisitions and growth investments were accretive to results.
Added
The decrease in grain storage capacity from the same period of the prior year was due to a current year incident at a grain terminal in Sunray, Texas, as well as the closing of several smaller underperforming grain locations.
Removed
The Andersons, Inc. | 2024 Form 10-K | 18 Table of Contents The portfolio mix of assets, ingredients, and merchandising businesses provides a solid foundation to benefit from large crops and carry markets, as well as tight, demand-driven markets.
Added
The storage capacity at our nutrient facilities was evenly split between dry and liquid storage with a total capacity of approximately one million tons at December 31, 2025, and 2024, respectively.
Removed
With a lower-than-expected corn carryout at the end of the year, an inverse has returned to the corn markets, which could result in an increase in corn acres planted and increased volatility in 2025. Domestic premium ingredient demand is also expected to stay solid and should continue to support recent capital growth investments.
Added
The Andersons, Inc. | 2025 Form 10-K | 19 Table of Contents Renewables The Renewables segment had another solid performance in 2025 led by strong operations at the Company's ethanol plants. Our plants had another outstanding production year, once again setting a record for gallons produced.
Removed
Agricultural inventories on hand were 174.2 million and 127.6 million bushels at December 31, 2024, and December 31, 2023, respectively. These bushels consist of inventory held at company-owned or leased facilities, transload inventory, in-transit inventory, and third-party held inventory.
Added
Ethanol board crush improved $0.02 per gallon over 2024, which was more than offset by higher corn basis in the east and higher natural gas cost.
Removed
Renewables The Renewables segment had another solid year in 2024 led by strong operations at the Company's ethanol plants. The plants continue to run efficiently with high ethanol yields and favorable corn basis. Co-product values were lower, with feed ingredients following the overall price reduction of corn despite improved demand.
Added
We acquired 100% of our ethanol plants at the end of July, which generated nearly $40 million of incremental plant income before income taxes attributable to the company in the back half of the year.
Removed
While the segment's results increased from the prior period, the prior year includes an $87.2 million impairment charge related to the ELEMENT ethanol plant. Without that charge in the prior year, the segment’s results would have decreased.
Added
Finally, with our focus on running efficient ethanol plants, we were able to qualify for and realize $35 million of Section 45Z clean fuel production tax credits in 2025. Favorable biofuels policies, continuing elevated export demand, upcoming planned industry maintenance, and the summer gasoline demand should all support ethanol fundamentals this year.
Removed
While spot ethanol crush margins are generally seasonally soft in the first quarter, a portion of first quarter volumes have been hedged at favorable levels. While there remains regulatory uncertainty, elevated export demand, upcoming planned maintenance in the industry, and the spring driving rebound should all support improved plant economics.
Added
Renewable feedstocks merchandising should also benefit this year with the proposed robust Renewable Volume Obligations establishing the volume of renewable fuels that must be blended into transportation fuels.
Removed
Co-product values may also see improvement as there has been a recent rebound in corn values.
Added
Sales and merchandising revenues decreased $196.4 million and cost of sales and merchandising revenues decreased by $230.3 million resulting in a $33.9 million increase in gross profit. The decrease in sales and merchandising revenues and cost of sales and merchandising revenues can be attributed to both reduced commodity prices and volumes in the Company's legacy footprint.
Removed
(b) Dried distillers grains ("DDG") tons shipped converts wet tons to a dry ton equivalent amount. Nutrient & Industrial The Nutrient & Industrial segment's current year operating results decreased from prior year. The core agriculture product lines were down year-over-year after a late and wet spring.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

6 edited+2 added−1 removed7 unchanged
Biggest changeAdditionally, the Company may enter into interest rate swaps to manage our mix of fixed and variable interest rate debt effectively which may decrease the market risk noted above. As of December 31, 2024, the majority of the Company's long-term debt is hedged with interest rate swaps, limiting interest rate volatility.
Biggest changeAdditionally, the Company enters into interest rate swaps to manage our mix of fixed and variable interest rate debt effectively which decrease the impact of the market risk noted above.
The Company has established controls to manage and limit risk exposure, which consists of a daily review of position limits and effects of potential market price moves on those positions. A sensitivity analysis has been prepared to estimate the Company's exposure to market risk of its net commodity futures position.
The Company has established controls to manage and limit risk exposure, which consists of a daily review of position limits and effects of potential market price moves on those positions. A sensitivity analysis has been prepared to estimate the Company's exposure to market risk of its net agricultural commodity futures position.
The estimated fair value and market risk will vary from year to year depending on the total amount of long-term debt and the mix of variable and fixed rate debt. The Company is also party to short-term debt borrowing arrangements with a capacity of approximately $2.2 billion.
The estimated fair value and market risk will vary from year to year depending on the total amount of long-term debt and the mix of variable and fixed rate debt. The Company is also party to short-term debt borrowing arrangements with a capacity of approximately $2.1 billion.
Commodity Prices The Company's daily net commodity position consists of inventories, related purchase and sale contracts, exchange-traded futures, and over-the-counter contracts. The fair value of the position is a summation of the fair values calculated for each commodity by valuing each net position at quoted futures market prices.
Agricultural Commodity Prices The Company's daily net commodity position consists of inventories, related purchase and sale contracts, exchange-traded futures, and over-the-counter contracts. The fair value of the position is a summation of the fair values calculated for each agricultural commodity by valuing each net position at quoted futures market prices.
The result of this analysis, which may differ from actual results, is as follows: December 31, (in thousands) 2024 2023 Net long (short) commodity position $ 5,076 $ 6,508 Market risk 508 651 Foreign Currency The Company has subsidiaries located outside the United States where the local currency is the functional currency.
The result of this analysis, which may differ from actual results, is as follows: December 31, (in thousands) 2025 2024 Net long (short) agricultural commodity position $ 10,400 $ 5,076 Market risk 1,040 508 Foreign Currency The Company has subsidiaries located outside the United States where the local currency is the functional currency.
Market risk, which is estimated as the potential increase in fair value resulting from a hypothetical one-half percent decrease in interest rates, is summarized below: December 31, (in thousands) 2024 2023 Fair value of long-term debt, including current maturities $ 635,387 $ 585,137 Carrying value in excess of fair value 11,454 8,495 Market risk 3,657 4,237 Actual results may differ.
Market risk, which is estimated as the potential increase in fair value resulting from a hypothetical one-half percent decrease in interest rates, before consideration of interest rate swaps, is summarized below: December 31, (in thousands) 2025 2024 Fair value of long-term debt, including current maturities $ 618,704 $ 635,387 Carrying value in excess of fair value 6,679 11,454 Market risk 3,220 3,657 Actual results may differ.
Removed
See Note 5 to the Consolidated Financial Statements for further discussion on the impact of these hedging instruments. The Andersons, Inc. | 2024 Form 10-K | 28 Table of Contents
Added
As of December 31, 2025, 89% of the Company's long-term debt is either at a fixed interest rate, or variable rate debt fixed in place using interest rate swaps, limiting interest rate volatility. See Note 5 to the Consolidated Financial Statements for further discussion on the impact of these hedging instruments.
Added
The Andersons, Inc. | 2025 Form 10-K | 27 Table of Contents

Other ANDE 10-K year-over-year comparisons