Form 8-K

8-K — REX AMERICAN RESOURCES Corp

Accession: 0000930413-26-002809

Filed: 2026-09-02

Period: 2026-09-02

CIK: 0000744187

SIC: 2860 (INDUSTRIAL ORGANIC CHEMICALS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — c117594_8k-ixbrl.htm (Primary)

EX-99 (c117594_ex99.htm)

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8-K

8-K (Primary)

Filename: c117594_8k-ixbrl.htm · Sequence: 1

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934

Date of Report (Date of earliest event reported):

September 2, 2026

REX AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its

charter)

Delaware 001-09097 31-1095548

(State or other jurisdiction (Commission File No.) (IRS Employer Identification No.)

of incorporation)

7720 Paragon Road Dayton, Ohio 45459

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area

code: (937) 276-3931

Check the appropriate box below if the Form 8-K filing is intended

to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol Name of each exchange on which registered

Commons stock, $0.01 par value REX New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant

has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided

pursuant to Section 13(a) of the Exchange Act. ☐

Item

2.02. Results of Operations and Financial Condition

On September 2, 2026, REX American Resources

Corporation issued a press release announcing financial results for the three- and six-month periods ended July 31, 2026. The press

release is furnished as Exhibit 99 to this report.

Item

9.01. Financial Statements and Exhibits

(c)

Exhibits. The following exhibits are furnished with this report:

99 Press Release dated September 2, 2026*

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Furnished herewith

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REX AMERICAN RESOURCES CORPORATION

Date: September 2, 2026

By:

/s/ DOUGLAS L. BRUGGEMAN

Name: Douglas L. Bruggeman

Title: Vice President - Finance, Chief Financial Officer and Treasurer

0000744187

false

REX AMERICAN RESOURCES CORPORATION

0000744187

2026-09-02

EX-99

Filename: c117594_ex99.htm · Sequence: 2

Exhibit 99

REX American Resources Reports Record Fiscal Second

Quarter 2026

Net Income Per Share Attributable to REX Common Shareholders of $1.06 vs. $0.22 in

Fiscal Second Quarter 2025

Company receives Class VI injection well draft permit

from U.S. EPA

▪ Generated $1.06 of net

income per share in Fiscal Q2 ’26 vs. $0.22 of net income per share in Fiscal Q2 ’25

▪ Reported gross profit

of $53.3 million for Fiscal Q2 ’26 vs. $14.3 million in Fiscal Q2 ’25

▪ Reported Net Income to

REX shareholders of $34.9 million in Fiscal Q2 ’26 vs. $7.1 million in Fiscal Q2 ’25

Dayton, OH - Wednesday, September 2, 2026 - REX American Resources

Corporation (“REX” or the “Company”) (NYSE: REX), a leading ethanol production company, today announced financial

and operational results for the Company’s fiscal second quarter 2026.

REX American Resources’ fiscal second quarter 2026 results principally

reflect its interests in six ethanol production facilities. The One Earth Energy, LLC (“One Earth”) and NuGen

Energy, LLC (“NuGen”) ethanol production facilities are consolidated, while the four other ethanol plants are reported

as equity in income of unconsolidated affiliates. Investors can view REX’s updated investor presentation by visiting https://investors.rexamerican.com/news-events/events-presentations.

Second Quarter 2026 Results

REX reported Q2 ’26 net sales and revenue

of $168.5 million, compared to Q2 ’25 net sales and revenue of $158.6 million, primarily reflecting improved pricing. The Company

reported production tax credit income of $18.4 million net of estimated monetization expenses in the second quarter of 2026. Second quarter

2026 gross profit for the Company was $53.3 million, compared with $14.3 million in Q2 ’25 reflecting improved crush

margins and the benefits of the production tax credits. The Company reported interest and other income of $3.2 million in Q2 ’26,

compared to $3.1 million in Q2 ’25. This led to Q2 ’26 income before income taxes and noncontrolling interests of $48.1

million, compared with $12.1 million in Q2 ’25.

Net income attributable to REX shareholders in

Q2 ’26 was $34.9 million, compared to $7.1 million in Q2 ’25. Second quarter ’26 diluted net income per

share attributable to REX common shareholders was $1.06, compared to $0.22 per share in Q2 ’25. Per share results for Q2 ’26

and Q2 ’25 are based on 33,090,000 and 33,010,000 diluted weighted average shares outstanding, respectively.

The following table summarizes select operating

data for our consolidated entities:

Three Months Ended

July 31,

Six Months Ended

July 31,

2026

2025

2026

2025

Avg. selling price per gallon of ethanol (net of hedging)

$1.78

$1.75

$1.72

$1.75

Gallons of ethanol sold (in millions)

70.6

141.7

141.5

Avg. selling price per ton of dried distillers grains

$166.55

$143.63

$161.03

$144.66

Tons of dried distillers grains sold

145,081

148,017

300,113

301,027

Avg. selling price per pound of distillers corn oil

$0.72

$0.54

$0.63

$0.50

Pounds of distillers corn oil sold (in millions)

24.3

23.1

48.2

44.5

Update on One Earth Energy Ethanol Production Expansion and Carbon Capture

Projects

REX is on-track to complete the construction phase of the expansion of ethanol

production at the One Earth facility. The Company expects testing and commissioning to begin upon completion, with the expansion becoming

operational during fiscal 2026.

On August 17, 2026, the Company’s carbon capture and sequestration

project received draft permits from the U.S. Environmental Protection Agency (EPA) for three Class VI injection wells. The EPA is currently

accepting public comments on the draft permits.

Capital expenditures to-date related to the One Earth Energy carbon capture

and sequestration project and related expansion of ethanol production capacity at the Gibson City location totaled $191.2 million.

Balance Sheet

As of July 31, 2026, REX had $379.5 million of cash, cash equivalents, and

short-term investments available and no bank debt.

Management Commentary

“During the second quarter of 2026 REX achieved several important

milestones that further support and advance our long-term growth strategy,” said Zafar Rizvi, Chief Executive Officer of REX. “We

continued to benefit from the Section 45Z tax credit program in the second quarter, which contributed $18.4 million directly to gross

profit. Excluding the impact from 45Z tax credits, our quarterly gross profit from our core operations increased 144% over the same period

in the prior year. In addition, we received notice from the U.S. EPA that our One Earth carbon capture and sequestration project had been

issued draft permits on August 17th for three Class VI injection wells. We are pleased to have reached this important regulatory

milestone and look forward to advancing the project in coordination with the EPA and Illinois regulators. The second quarter marked REX’s

24th consecutive profitable quarter and represented a record second quarter on an earnings-per-share basis for the company. REX’s

long-term prospects remain strong, supported by the continued dedication, hard work, and execution of our team across all of our operations.”

Conference Call Information

REX will host a conference call at 11:00

a.m. ET today to discuss the Company’s fiscal second quarter results and will also host

a question and answer session. To access the conference call, interested parties may dial (877) 269-7751 (US) or (201) 389-0908

(international). Participants can also view an updated presentation, as well as listen to a live webcast of the call by going to the

Investors section on the REX website at www.rexamerican.com. A replay will be available

shortly after the live conference call and can be accessed by dialing (844) 512-2921 (US) or (412) 317-6671 (international). The passcode

for the replay is 13762348. The replay will be available for 30 days after the call.

About REX American Resources Corporation

REX American Resources Corporation has interests in six ethanol production facilities, which in aggregate have production capacity

totaling approximately 730 million gallons per year. REX’s effective ownership of annual volumes is approximately 300 million gallons. Further

information about REX is available at www.rexamerican.com.

Forward-Looking Statements

This press release contains or may contain forward-looking statements as

defined in the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology

such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue”

or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties

that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks

and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange

Commission and include among other things: the impact of legislative and regulatory changes, the price volatility and availability of

corn, distillers grains, ethanol, distillers corn oil, gasoline and natural gas, commodity market risk, ethanol plants operating efficiently

and according to forecasts and projections, logistical interruptions, success in permitting and developing the planned carbon sequestration

facility near the One Earth Energy ethanol plant, changes in the international, national or regional economies, the impact of inflation,

the ability to attract employees, weather, results of income tax audits, changes in income tax laws or regulations, the impact of U.S.

foreign trade policy and tariffs, changes in foreign currency exchange rates, the effects of terrorism or acts of war and the effect of

pandemics on the Company’s business operations, including impacts on supplies, demand, personnel and other factors. The Company

does not intend to update publicly any forward-looking statements except as required by law.

Investor Contacts

Douglas Bruggeman

Chief Financial Officer

Caldwell Bailey

ICR, Inc.

rexamerican@icrinc.com

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations

(in thousands, except per share amounts)

Unaudited

Three Months Ended

July 31,

Six Months Ended

July 31,

2026

2025

2026

2025

Net sales and revenue

$ 168,493

$ 158,563

$ 324,992

$ 316,903

Production tax credit income

18,410

25,959

Cost of sales

133,603

144,244

268,580

288,242

Gross profit

53,300

14,319

82,371

28,661

Selling, general and administrative expenses

(15,622)

(6,201)

(25,350)

(12,145)

Equity in income of unconsolidated affiliates

7,195

891

10,761

1,897

Interest and other income, net

3,245

3,088

6,451

7,310

Income before income taxes

48,118

12,097

74,233

25,723

Provision for income taxes

(7,472)

(2,769)

(11,909)

(5,723)

Net income

40,646

9,328

62,324

20,000

Net income attributable to noncontrolling interests

(5,702)

(2,217)

(8,928)

(4,211)

Net income attributable to REX common shareholders

$ 34,944

$ 7,111

$ 53,396

$ 15,789

Weighted average shares outstanding – basic and diluted

33,090

33,010

33,019

33,388

Basic and diluted net income per share attributable to REX common shareholders

$ 1.06

$ 0.22

$ 1.62

$ 0.47

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated

Balance Sheets

(in thousands)

Unaudited

July 31,

2026

January 31,

2026

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

$ 91,328

$ 188,734

Short-term investments

288,186

187,048

Accounts receivable

23,479

14,682

Inventory

28,980

28,422

Refundable income taxes

8,602

12,374

Prepaid expenses and other

17,502

16,568

Total current assets

458,077

447,828

Property and equipment, net

293,962

272,029

Operating lease right-of-use assets

14,095

17,594

Finance lease right-of-use assets

16,609

17,558

Other assets

27,218

4,963

Equity method investment

46,515

37,759

TOTAL ASSETS

$ 856,476

$ 797,731

LIABILITIES AND EQUITY

CURRENT LIABILITIES:

Accounts payable – trade

$ 36,687

$ 38,400

Current operating lease liabilities

7,014

6,921

Current finance lease liabilities

469

Accrued expenses and other current liabilities

22,368

29,587

Total current liabilities

66,538

75,377

LONG-TERM LIABILITIES:

Deferred taxes

7,443

4,065

Long-term operating lease liabilities

7,730

11,148

Long-term finance lease liabilities

2,606

2,731

Other long-term liabilities

545

2,405

Total long-term liabilities

18,324

20,349

EQUITY:

REX shareholders’ equity:

Common stock

332

329

Paid-in capital

11,157

Retained earnings

663,713

610,317

Treasury stock

(1,581)

Total REX shareholders’ equity

673,621

610,712

Noncontrolling interests

97,993

91,293

Total equity

771,614

702,005

TOTAL LIABILITIES AND EQUITY

$ 856,476

$ 797,731

REX AMERICAN RESOURCES CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

Six Months Ended

July 31,

2026

July 31,

2025

CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income

$ 62,324

$ 20,000

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation

8,902

7,101

Noncash operating lease expense

3,499

3,197

Amortization of finance lease right-of-use assets

949

475

Stock-based compensation expense

6,005

1,022

Income from equity method investments

(10,761)

(1,897)

Dividends received from equity method investments

2,005

2,506

Interest income from investments

(4,338)

(2,999)

Loss on disposal of property and equipment – net

131

172

Deferred income taxes

7,362

4,293

Changes in assets and liabilities:

Accounts receivable

(8,797)

(3,317)

Inventory

(558)

Prepaid expenses and other assets

(27,269)

(583)

Refundable income taxes

3,771

(2,022)

Accounts payable – trade

(1,278)

(9,896)

Long-term taxes payable

226

Accrued expenses and other liabilities

(3,924)

(5,514)

Net cash provided by operating activities

38,023

12,808

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures

(34,977)

(28,924)

Purchases of short-term investments

(320,800)

(90,671)

Maturities of short-term investments

224,000

187,000

Proceeds from disposal of real estate and property and equipment

299

Deposits

(17)

128

Net cash (used in) provided by investing activities:

(131,495)

67,533

CASH FLOWS FROM FINANCING ACTIVITIES:

Treasury stock acquired

(1,581)

(33,382)

Noncontrolling interests distributions

(2,228)

(2,252)

Principal paid on finance lease liabilities

(125)

Net cash used in financing activities

(3,934)

(35,634)

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS

(97,406)

44,707

CASH AND CASH EQUIVALENTS – Beginning of period

188,734

196,255

CASH AND CASH EQUIVALENTS – End of period

$ 91,328

$ 240,962

Non-cash investing activities – Accrued capital expenditures

$ 4,923

$ 694

Non-cash investing activities – Capital additions transferred from prepaid expenses

$ 123

$ 536

Non-cash financing activities – Stock awards accrued

$ 1,958

$ 559

Non-cash financing activities – Stock awards issued

$ 7,044

$ 2,036

Non-cash financing activities – Excise tax on stock repurchases accrued

$ -

$ 258

Operating right-of-use assets acquired and liabilities incurred upon lease commencement

$ -

$ 3,007

Finance right-of-use assets acquired and liabilities incurred upon lease commencement

$ -

$ 3,381

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v3.26.1

Document And Entity Information

Sep. 02, 2026

Document Information Line Items

Entity Registrant Name

REX AMERICAN RESOURCES CORPORATION

Entity Central Index Key

0000744187

Document Type

8-K

Document Period End Date

Sep. 02, 2026

Entity Incorporation, State or Country Code

Entity File Number

001-09097

Entity Tax Identification Number

31-1095548

Entity Address, Address Line One

7720 Paragon Road

Entity Address, City or Town

Dayton

Entity Address, State or Province

Entity Address, Postal Zip Code

45459

City Area Code

937

Local Phone Number

276-3931

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