Entry into a Material Definitive Agreement. On July 27, 2026, Fenner Gap Mutual Water Company (“Fenner Gap”), the mutual water company formed by Cadiz in 2010 to manage and operate the Mojave Groundwater Bank, entered into a CMAR agreement with W.M. Lyles Co. (the “Lyles Agreement”). The Lyles Agreement establishes a GMP of approximately $218.9 million for the pump-station facilities required for operation of the Northern Pipeline. The GMP includes 15% of project contingency and requires Lyle…

Chief Financial Officer — Stanley E. Speer: Mr. Stanley E. Speer is retiring as the Chief Financial Officer, and Jacinto J. Hernandez has been appointed to succeed him.

Other Events. On July 14, 2026, Cadiz Inc. (the “Company”) received from the U.S. Department of the Interior, Bureau of Land Management (“BLM”) an effective Right-of-Way Grant (the “Grant”) issued pursuant to Title V of the Federal Land Policy and Management Act (“FLPMA”). The Grant authorizes the conversion of the Company’s Northern Pipeline to water conveyance including construction, operation and maintenance of facilities located on BLM-administered lands crossed by the 220-mile pipeline.…

Regulation FD Disclosure. On May 20, 2026, the Chairman and Chief Executive Officer of Cadiz Inc. (the "Company") posted on the Company’s website at www.cadizinc.com a letter to shareholders providing certain updates regarding the Company’s business and business plans. The shareholder letter is attached to this Current Report on Form 8-K as Exhibit 99.1. The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purpos…

Director — Dave O’Hara: Dave O'Hara was appointed as a new member of the Board, bringing extensive finance and leadership experience.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information included in

Entry into a Material Definitive Agreement. On October 27, 2025 (the "Effective Date"), Cadiz Inc. (the “Company”) entered into a definitive agreement (the “Agreement”) with Lytton Rancheria of California, a federally recognized Native American tribe (“Lytton”), pursuant to which Lytton will provide the first tranche of capital (the “Tribal Investment”) for construction of the Mojave Groundwater Bank project, the Company’s water supply and groundwater banking project in the eastern Mojave Des…

Other Events. In connection with the filing of the Prospectus Supplement, the Company is filing a legal opinion of its counsel, Norton Rose Fulbright US LLP, relating to the validity of the issuance and sale of the Commitment Fee Shares and Funding Fee Shares (each as defined in

Other Events. On September 25, 2025, the U.S. Bureau of Reclamation (“USBR”), Fenner Valley Water Authority, and Fenner Gap Mutual Water Company, a mutual water company managed by Cadiz Inc. (the “Company”), entered into a Memorandum of Understanding (the “MOU”) to develop data on potential opportunities for water augmentation of the Colorado River through the Company’s proposed Mojave Groundwater Bank project (“MGB”) in San Bernardino County, California. The MOU establishes a framework for c…

Other Events. On August 1, 2025, Cadiz Inc. (“Cadiz”) entered into a Memorandum of Understanding (“MOU”) with EPCOR NR Holdings Inc. (“EPCOR”) to jointly pursue development of Cadiz’s groundwater conservation, storage, and conveyance project, the Mojave Groundwater Bank, to provide long-term water supply for the benefit of Arizona off-takers. Under the terms of the MOU, Cadiz and EPCOR contemplate entering into an exclusive marketing agreement wherein Cadiz will grant EPCOR exclusive rights t…

Other Events. On June 17, 2025, Cadiz entered into a non-binding MOU with UK-based Hoku Energy Limited and its affiliates, a clean energy infrastructure developer, to develop an integrated clean energy infrastructure and digital infrastructure project within Cadiz’s 35,000-acre property in California’s Mojave Desert, a development that could exceed 10,000 acres. The MOU provides Hoku Energy with a three-year exclusive option to develop the project, which will include zero carbon renewable pow…

Other Events. In connection with the filing of the Prospectus Supplement, the Company is filing a legal opinion of its counsel, Norton Rose Fulbright US LLP, relating to the validity of the issuance and sale of the Shares in the offering, which opinion is attached as Exhibit 5.1 to this Current Report on Form 8-K.

Entry into a Material Definitive Agreement. On March 7, 2025, Cadiz Inc. (the “Company”) entered into a placement agent agreement (the “Placement Agent Agreement”) with Roth Capital Partners, LLC, as exclusive placement agent (the “Placement Agent”), in connection with the Company’s offer and sale of 5,715,000 shares of its common stock, par value $0.01 per share (the “Shares”), to certain institutional investors in a registered direct offering. The Shares will be sold at a purchase price of…

and the exhibits hereto contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements related to the Company’s intended use of proceeds, the expected completion of…

Other Events. On March 3, 2025, Cadiz entered into a Letter of Agreement (“LOA”) with a lead investor to invest up to $175 million in the Mojave Groundwater Storage Company, LLC (“MGSC”), a new entity established by Cadiz for purposes of construction, ownership, and operation of Cadiz’s groundwater banking project in the Mojave Desert (the “Mojave Groundwater Bank”) and related projects. Under the terms of the LOA, a publicly traded company focused on investing in water infrastructure project…

Other Events. On November 21, 2024, Cadiz entered into a letter of intent (the “LOI”) with Lytton Rancheria of California, a federally recognized Native American Tribe in California (“Lytton”) that outlines a prospective investment by Lytton of up to $50 million in a new corporate entity, to be established by Cadiz, to support construction, joint ownership and operation of Cadiz’s groundwater banking project in the Mojave Desert (the “Mojave Groundwater Bank”). The new corporate entity, which…

Entry into a Material Definitive Agreement. On November 10, 2024, Cadiz Inc. (the “Company”) entered into an agreement for the purchase of 180 miles of steel pipe previously intended for use in construction of the now terminated Keystone XL Pipeline Project. The Company intends to utilize the steel pipe for the development of the Company’s water supply and groundwater banking project in the Mojave Desert (the “Mojave Groundwater Bank”). In connection with the transaction, the Company entered…

Entry into a Material Definitive Agreement. On November 4, 2024, Cadiz Inc. (the “Company”) entered into a placement agent agreement (the “Placement Agent Agreement”) with B. Riley Securities, Inc., as placement agent (the “Placement Agent”), in connection with the Company’s offer and sale of 7,000,000 shares of its common stock, par value $0.01 per share (the “Shares”), to certain institutional investors in a registered direct offering. The Company’s largest equity shareholder, Heerema Inter…

Other Events. In connection with the filing of the Prospectus Supplement, the Company is filing a legal opinion of its counsel, Norton Rose Fulbright US LLP, relating to the validity of the issuance and sale of the Shares in the offering, which opinion is attached as Exhibit 5.1 to this Current Report on Form 8-K. In connection with this offering, the Company expects to enter into an Amendment No. 4 to Registration Rights Agreement with Heerema (the “Registration Rights Amendment”). The Regis…

and the exhibits hereto contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements related to the Company’s expectations with respect to future events or future…

Other Events. On October 30, 2024, Cadiz Inc. (“Cadiz”) entered into a letter of intent (the “LOI”) with a non-profit investment fund dedicated to financing sustainable infrastructure projects (the “Fund”). The Fund is a beneficiary of a federal grant award. The LOI outlines a prospective investment by the Fund of up to $150 million to support the establishment of a new entity, which is anticipated to be a limited partnership or limited liability company (“Newco”). Newco is expected to be est…

Chief Operating Officer — Cathryn R. Rivera: Ms. Cathryn R. Rivera was appointed as the Chief Operating Officer of Cadiz Inc.

Entry into a Material Definitive Agreement. On August 13, 2024, Cadiz Inc. (the “Company” or “Cadiz”), Cadiz Real Estate, LLC, a wholly-owned subsidiary of Cadiz, and Fenner Gap Mutual Water Company (“FGMWC”), the nonprofit mutual benefit corporation established by Cadiz to deliver water to public water agencies, entered into a water supply agreement with Cucamonga Valley Water District (“CVWD”), a retail water provider serving communities in San Bernardino County, California including the Ci…

Entry into a Material Definitive Agreement. On April 18, 2024, Cadiz Inc. (the “Company” or “Cadiz”) and Fenner Gap Mutual Water Company entered into a water supply agreement with Solstra Communities California LLC (“Solstra”), a California limited liability company and the owner of private land in southern California pursuing the development of up to 4,000 workforce housing units and ancillary commercial infrastructure (“Solomon Hills”) that would serve the Vandenburg Air Force Base communit…

Chair of the Board and Chief Executive Officer (CEO) — Ms. Susan P. Kennedy: The duties and responsibilities of Ms. Kennedy were expanded, leading to an amended employment agreement.