# Lindsay Corporation (LNN) 10-Q SEC filing - Q1 FY2026 - Filed: Jan 8, 2026, 4:10 PM EST - Fiscal quarter: Q1 FY2026 - Calendar quarter: Q4 2025 - Accession: 0001193125-26-007695 - OpenCapital page: https://www.opencapital.sh/filings/0001193125-26-007695 - Markdown URL: https://www.opencapital.sh/filings/0001193125-26-007695.md - Official SEC filing index: https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/0001193125-26-007695-index.htm ## Filing documents - [10-Q (lnn-20251130.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-20251130.htm) - [EX-10.2 (lnn-ex10_2.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_2.htm) - [EX-10.3 (lnn-ex10_3.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_3.htm) - [EX-10.4 (lnn-ex10_4.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_4.htm) - [EX-10.5 (lnn-ex10_5.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_5.htm) - [EX-31.1 (lnn-ex31_1.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex31_1.htm) - [EX-31.2 (lnn-ex31_2.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex31_2.htm) - [EX-32.1 (lnn-ex32_1.htm)](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex32_1.htm) --- ## 10-Q SEC source: [lnn-20251130.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-20251130.htm) ### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ### FORM 10-Q ### (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2025 ### OR ### ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-13419 ### Lindsay Corporation (Exact name of registrant as specified in its charter) | | | | --- | --- | | Delaware | 47-0554096 | | (State or other jurisdiction ofincorporation or organization) | (I.R.S. EmployerIdentification No.) | | 18135 Burke Street, Suite 100, Omaha, Nebraska | 68022 | | (Address of principal executive offices) | (Zip Code) | 402‑829-6800 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $1.00 par value LNN New York Stock Exchange, Inc. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large accelerated filer ☒ Accelerated filer ☐ Non‑accelerated filer ☐ Smaller reporting company ☐ 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. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of January 5, 2026, 10,454,669 shares of the registrant’s common stock were outstanding. Lindsay Corporation INDEX FORM 10-Q | | | Page | | --- | --- | --- | | [Part I – FINANCIAL INFORMATION](#part_i_financial_information) | | 3 | | | [ITEM 1 – Financial Statements](#item_1_financial_statements) | 3 | | | [Condensed Consolidated Statements of Earnings for the three months ended November 30, 2025 and November 30, 2024](#condensed_consolidated_statements_earnin) | 3 | | | [Condensed Consolidated Statements of Comprehensive Income for the three months ended November 30, 2025 and November 30, 2024](#condensed_consolidated_statements_compre) | 4 | | | [Condensed Consolidated Balance Sheets as of November 30, 2025, November 30, 2024, and August 31, 2025](#condensed_consolidated_balance_sheets) | 5 | | | [Condensed Consolidated Statements of Shareholders’ Equity for the three months ended November 30, 2025 and November 30, 2024](#condensed_consolidated_statements_shareh) | 6 | | | [Condensed Consolidated Statements of Cash Flows for the three months ended November 30, 2025 and November 30, 2024](#condensed_consolidated_statements_cash_f) | 7 | | | [Notes to the Condensed Consolidated Financial Statements](#notes_to_condensed_consolidated_financia) | 8 | | | [ITEM 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations](#item_2_managements_discussion_analysis) | 16 | | | [ITEM 3 – Quantitative and Qualitative Disclosures about Market Risk](#item_3_quantitative_qualitative_disclosu) | 22 | | | [ITEM 4 – Controls and Procedures](#item_4_controls_procedures) | 22 | | [Part II – OTHER INFORMATION](#part_ii_or_information) | | 23 | | | [ITEM 1 – Legal Proceedings](#item_1_legal_proceedings) | 23 | | | [ITEM 1A – Risk Factors](#item_1a_risk_factors) | 23 | | | [ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds](#item_2_unregistered_sales_equity_securit) | 23 | | | [ITEM 3 – Defaults Upon Senior Securities](#item_3_defaults_upon_senior_securities) | 23 | | | [ITEM 4 – Mine Safety Disclosures](#item_4_mine_safety_disclosures) | 23 | | | [ITEM 5 – Other Information](#item_5_or_information) | 23 | | | [ITEM 6 – Exhibits](#item_6_exhibits) | 24 | | [SIGNATURES](#signatures) | | 25 | - 2 - Part I – FINANCIAL INFORMATION ## ITEM 1 - Financial Statements **LINDSAY CORPORATION AND SUBSIDIARIES** ### CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS _(Unaudited)_ | ($ and shares in thousands, except per share amounts) | Three months ended / November 30,2025 | Three months ended / November 30,2024 | | --- | --- | --- | | Operating revenues | $155,818 | $166,281 | | Cost of operating revenues | 105,716 | 116,315 | | Gross profit | 50,102 | 49,966 | | Operating expenses: | | | | Selling expense | 11,019 | 10,211 | | General and administrative expense | 14,838 | 15,008 | | Engineering and research expense | 4,640 | 3,864 | | Total operating expenses | 30,497 | 29,083 | | Operating income | 19,605 | 20,883 | | Other income: | | | | Interest income, net | 3,319 | 493 | | Other (expense) income, net | (1,038) | 658 | | Total other income | 2,281 | 1,151 | | Earnings before income taxes | 21,886 | 22,034 | | Income tax expense | 5,362 | 4,870 | | Net earnings | $16,524 | $17,164 | | Earnings per share: | | | | Basic | $1.55 | $1.58 | | Diluted | $1.54 | $1.57 | | Shares used in computing earnings per share: | | | | Basic | 10,673 | 10,853 | | Diluted | 10,699 | 10,903 | | Cash dividends declared per share | $0.37 | $0.36 | See accompanying notes to condensed consolidated financial statements. - 3 - **LINDSAY CORPORATION AND SUBSIDIARIES** ### CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME _(Unaudited)_ | ($ in thousands) | Three months ended / November 30,2025 | Three months ended / November 30,2024 | | --- | --- | --- | | Net earnings | $16,524 | $17,164 | | Other comprehensive income (loss): | | | | Defined benefit pension plan adjustment, net of tax | 25 | 37 | | Foreign currency translation adjustment, net of hedging activities and tax | 2,686 | (6,359) | | Total other comprehensive income (loss), net of tax expense of $390 and $608, respectively | 2,711 | (6,322) | | Total comprehensive income | $19,235 | $10,842 | See accompanying notes to condensed consolidated financial statements. - 4 - **LINDSAY CORPORATION AND SUBSIDIARIES** ### CONDENSED CONSOLIDATED BALANCE SHEETS _(Unaudited)_ | ($ and shares in thousands, except par values) | November 30,2025 | November 30,2024 | August 31,2025 | | --- | --- | --- | --- | | ASSETS | | | | | Current assets: | | | | | Cash and cash equivalents | $199,622 | $194,066 | $250,575 | | Receivables, net of allowance of $5,529, $5,046, and $6,089, respectively | 129,014 | 120,875 | 113,027 | | Inventories, net | 146,388 | 158,255 | 136,859 | | Other current assets | 31,974 | 28,948 | 32,303 | | Total current assets | 506,998 | 502,144 | 532,764 | | Property, plant, and equipment: | | | | | Cost | 330,455 | 286,670 | 315,060 | | Less accumulated depreciation | (175,317) | (168,688) | (172,753) | | Property, plant, and equipment, net | 155,138 | 117,982 | 142,307 | | Intangibles, net | 23,353 | 24,591 | 23,331 | | Goodwill | 84,421 | 83,941 | 84,459 | | Operating lease right-of-use assets | 17,566 | 15,009 | 18,096 | | Deferred income tax assets | 18,573 | 12,375 | 19,525 | | Equity method investment | 8,107 | — | 8,763 | | Other noncurrent assets | 14,244 | 14,959 | 11,591 | | Total assets | $828,400 | $771,001 | $840,836 | | LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | Current liabilities: | | | | | Accounts payable | $57,248 | $53,185 | $48,670 | | Current portion of long-term debt | 186 | 229 | 233 | | Other current liabilities | 90,991 | 76,435 | 94,689 | | Total current liabilities | 148,425 | 129,849 | 143,592 | | Pension benefits liabilities | 3,350 | 4,101 | 3,418 | | Long-term debt | 114,792 | 114,948 | 114,810 | | Operating lease liabilities | 16,722 | 14,824 | 17,354 | | Deferred income tax liabilities | 1,816 | 646 | 1,024 | | Other noncurrent liabilities | 25,133 | 18,174 | 27,788 | | Total liabilities | 310,238 | 282,542 | 307,986 | | Shareholders' equity: | | | | | Preferred stock of $1 par value - authorized 2,000 shares; no shares issued and outstanding | — | — | — | | Common stock of $1 par value - authorized 25,000 shares; 19,188, 19,145, and 19,167 shares issued, respectively | 19,188 | 19,145 | 19,167 | | Capital in excess of stated value | 113,268 | 104,995 | 113,042 | | Retained earnings | 758,003 | 700,345 | 745,397 | | Less treasury stock - at cost, 8,595, 8,277, and 8,363 shares, respectively | (341,476) | (299,703) | (311,224) | | Accumulated other comprehensive loss, net | (30,821) | (36,323) | (33,532) | | Total shareholders' equity | 518,162 | 488,459 | 532,850 | | Total liabilities and shareholders' equity | $828,400 | $771,001 | $840,836 | See accompanying notes to condensed consolidated financial statements. - 5 - **Lindsay Corporation and Subsidiaries** ### CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY _($ and shares in thousands, except per share amounts) · (Unaudited)_ | Line item | Shares ofcommonstock | Shares oftreasurystock | Commonstock | Capital inexcess ofstatedvalue | Retainedearnings | Treasurystock | Accumulatedothercomprehensiveloss,net | Totalshareholders’equity | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Balance at August 31, 2024 | 19,124 | 8,277 | $19,124 | $104,369 | $687,093 | $(299,692) | $(30,001) | $480,893 | | Comprehensive income: | | | | | | | | | | Net earnings | — | — | — | — | 17,164 | — | — | 17,164 | | Other comprehensive loss | — | — | — | — | — | — | (6,322) | (6,322) | | Total comprehensive income | | — | — | — | — | — | — | 10,842 | | Cash dividends ($0.36) per share | — | — | — | — | (3,912) | — | — | (3,912) | | Repurchase of common stock | — | — | — | — | — | (11) | — | (11) | | Issuance of common shares under share compensation plans, net | 21 | — | 21 | (1,351) | — | — | — | (1,330) | | Share-based compensation expense | — | — | — | 1,977 | — | — | — | 1,977 | | Balance at November 30, 2024 | 19,145 | 8,277 | $19,145 | $104,995 | $700,345 | $(299,703) | $(36,323) | $488,459 | | Balance at August 31, 2025 | 19,167 | 8,363 | $19,167 | $113,042 | $745,397 | $(311,224) | $(33,532) | $532,850 | | Comprehensive income: | | | | | | | | | | Net earnings | — | — | — | — | 16,524 | — | — | 16,524 | | Other comprehensive income | — | — | — | — | — | — | 2,711 | 2,711 | | Total comprehensive income | — | — | — | — | — | — | — | 19,235 | | Cash dividends ($0.37) per share | — | — | — | — | (3,918) | — | — | (3,918) | | Repurchase of common stock | — | 232 | — | — | — | (30,252) | — | (30,252) | | Issuance of common shares under share compensation plans, net | 21 | — | 21 | (1,144) | — | — | — | (1,123) | | Share-based compensation expense | — | — | — | 1,370 | — | — | — | 1,370 | | Balance at November 30, 2025 | 19,188 | 8,595 | $19,188 | $113,268 | $758,003 | $(341,476) | $(30,821) | $518,162 | | See accompanying notes to condensed consolidated financial statements. | | | | | | | | | - 6 - **LINDSAY CORPORATION AND SUBSIDIARIES** ### CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS _(Unaudited)_ | ($ in thousands) | Three months ended / November 30, 2025 | Three months ended / November 30, 2024 | | --- | --- | --- | | CASH FLOWS FROM OPERATING ACTIVITIES: | | | | Net earnings | $16,524 | $17,164 | | Adjustments to reconcile net earnings to net cash provided by operating activities: | | | | Depreciation and amortization | 5,312 | 5,412 | | Provision for uncollectible accounts receivable | (252) | 62 | | Deferred income taxes | 1,477 | 1,589 | | Share-based compensation expense | 1,370 | 1,977 | | Unrealized foreign currency transaction gain | (248) | (511) | | Other, net | 413 | (217) | | Changes in assets and liabilities: | | | | Receivables | (15,123) | (6,442) | | Inventories | (8,993) | (5,968) | | Other current assets | 303 | 1,251 | | Accounts payable | 5,251 | 16,656 | | Other current liabilities | (7,522) | (9,978) | | Other noncurrent assets and liabilities | 891 | 608 | | Net cash (used in) provided by operating activities | (597) | 21,603 | | CASH FLOWS FROM INVESTING ACTIVITIES: | | | | Purchases of property, plant, and equipment | (14,476) | (9,142) | | Proceeds from settlement of net investment hedge | — | 835 | | Payments for settlement of net investment hedge | — | (98) | | Other investing activities, net | (1,152) | (401) | | Net cash used in investing activities | (15,628) | (8,806) | | CASH FLOWS FROM FINANCING ACTIVITIES: | | | | Dividends paid | (3,918) | (3,912) | | Common stock withheld for payroll tax obligations | (1,253) | (1,450) | | Repurchase of common shares | (30,252) | — | | Other financing activities, net | 51 | 52 | | Net cash used in financing activities | (35,372) | (5,310) | | Effect of exchange rate changes on cash and cash equivalents | 644 | (4,300) | | Net change in cash and cash equivalents | (50,953) | 3,187 | | Cash and cash equivalents, beginning of period | 250,575 | 190,879 | | Cash and cash equivalents, end of period | $199,622 | $194,066 | See accompanying notes to condensed consolidated financial statements. - 7 - LINDSAY CORPORATION AND SUBSIDIARIES ### NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) ### Note 1 – Basis of Presentation The condensed consolidated financial statements are presented in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and do not include all of the disclosures normally required by U.S. generally accepted accounting principles (“U.S. GAAP”) as contained in Lindsay Corporation’s (the “Company”) Annual Report on Form 10-K. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K for the fiscal year ended August 31, 2025. In the opinion of management, the condensed consolidated financial statements of the Company reflect all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position and the results of operations and cash flows for the periods presented. The results for interim periods are not necessarily indicative of trends or results expected by the Company for a full year. The condensed consolidated financial statements were prepared using U.S. GAAP. These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results could differ from these estimates. Recent Accounting Guidance Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires entities to disclose more detailed information in their reconciliation of their statutory tax rate to their effective tax rate. The Company will adopt this ASU as part of its fiscal 2026 Annual Report on Form 10-K and does not expect any impact on its results of operations, as the changes primarily relate to enhanced disclosures. In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (DISE), which requires additional disclosure of the nature of expenses included in the income statement in response to longstanding requests from investors for more information about an entity’s expenses. The Company will adopt this ASU as part of its fiscal 2028 Annual Report on Form 10-K and does not expect any impact on its results of operations, as the changes primarily relate to enhanced disclosures. ### Note 2 – Revenue Recognition Disaggregation of Revenue A breakout by segment of revenue recognized over time versus at a point in time for the three months ended November 30, 2025 and 2024 is as follows: _November 30, 2025_ | ($ in thousands) | Three months ended / Irrigation | Three months ended / Infrastructure | Three months ended / Total | | --- | --- | --- | --- | | Point in time | $124,816 | $15,940 | $140,756 | | Over time | 8,621 | 1,301 | 9,922 | | Revenue from contracts with customers | 133,437 | 17,241 | 150,678 | | Lease revenue | — | 5,140 | 5,140 | | Total operating revenues | $133,437 | $22,381 | $155,818 | | | Three months ended | | | | | November 30, 2024 | | | | ($ in thousands) | Irrigation | Infrastructure | Total | | Point in time | $139,368 | $12,102 | $151,470 | | Over time | 7,719 | 1,358 | 9,077 | | Revenue from contracts with customers | 147,087 | 13,460 | 160,547 | | Lease revenue | — | 5,734 | 5,734 | | Total operating revenues | $147,087 | $19,194 | $166,281 | Further disaggregation of revenue is disclosed in Note 13 – Business Segments. - 8 - For contracts with an initial length longer than 12 months, the unsatisfied performance obligations were $78.8 million at November 30, 2025, almost all of which is expected to be satisfied within the next 12 to 18 months. Contract Balances Contract assets arise when recorded revenue for a contract exceeds the amounts billed under the terms of such contract. Contract liabilities arise when billed amounts exceed revenue recorded. Amounts are billable to customers upon various measures of performance, including achievement of certain milestones and completion of specified units of completion of the contract. At November 30, 2025, November 30, 2024, and August 31, 2025, contract assets amounted to $2.0 million, $3.1 million, and $1.1 million, respectively. These amounts are included within other current assets on the condensed consolidated balance sheets. Contract liabilities include advance payments from customers and billings in excess of delivery of performance obligations. At November 30, 2025, November 30, 2024, and August 31, 2025, contract liabilities amounted to $16.0 million, $18.6 million, and $14.2 million, respectively. Contract liabilities are included within other current liabilities and other noncurrent liabilities on the condensed consolidated balance sheets. During the Company’s three months ended November 30, 2025 and 2024, the Company recognized $4.8 million and $9.6 million of revenue that were included in the liabilities as of August 31, 2025 and 2024, respectively. The revenue recognized was due to applying advance payments received for the performance obligations completed during the quarter. ### Note 3 – Net Earnings per Share Basic earnings per share is calculated on the basis of weighted average outstanding common shares. Diluted earnings per share is calculated on the basis of basic weighted average outstanding common shares adjusted for the dilutive effect of stock options, restricted stock unit awards and other dilutive securities. The following table shows the computation of basic and diluted net earnings per share for the three months ended November 30, 2025 and 2024: | ($ and shares in thousands, except per share amounts) | Three months ended / November 30,2025 | Three months ended / November 30,2024 | | --- | --- | --- | | Numerator: | | | | Net earnings | $16,524 | $17,164 | | Denominator: | | | | Weighted average shares outstanding | 10,673 | 10,853 | | Diluted effect of stock awards | 26 | 50 | | Weighted average shares outstanding assuming dilution | 10,699 | 10,903 | | Basic net earnings per share | $1.55 | $1.58 | | Diluted net earnings per share | $1.54 | $1.57 | Certain stock options and restricted stock units were excluded from the computation of diluted net earnings per share because their effect would have been anti-dilutive. Performance stock units are excluded from the calculation of dilutive potential common shares until the threshold performance conditions have been satisfied. The number of securities excluded from the computation of earnings per share because their effect would have been anti-dilutive was not significant for the three months ended November 30, 2025 and 2024. ### Note 4 – Income Taxes The Company recorded income tax expense of $5.4 million and $4.9 million for the three months ended November 30, 2025 and 2024, respectively. It is the Company’s policy to report income tax expense for interim periods using an estimated annual effective income tax rate. The estimated annual effective income tax rate was 22.4 percent and 22.0 percent for the three months ended November 30, 2025 and 2024, respectively. The increase in the estimated annual effective income tax rate relates primarily to the change in earnings mix among foreign operations. - 9 - The tax effects of significant or unusual items are not considered in the estimated annual effective income tax rate. The tax effects of such discrete events are recognized in the interim period in which the events occur. The impact of discrete items amounted to additional expense of $0.5 million for the three months ended November 30, 2025 and was not significant for the three months ended November 30, 2024. ### Note 5 – Inventories Inventories consisted of the following as of November 30, 2025, November 30, 2024, and August 31, 2025: | ($ in thousands) | November 30,2025 | November 30,2024 | August 31,2025 | | --- | --- | --- | --- | | Raw materials and supplies | $68,850 | $87,861 | $70,510 | | Work in process | 9,786 | 12,369 | 7,186 | | Finished goods and purchased parts, net | 89,382 | 79,365 | 78,631 | | Total inventory value before LIFO adjustment | 168,018 | 179,595 | 156,327 | | Less adjustment to LIFO value | (21,630) | (21,340) | (19,468) | | Inventories, net | $146,388 | $158,255 | $136,859 | Of the $146.4 million, $158.3 million, and $136.9 million of net inventories at November 30, 2025, November 30, 2024, and August 31, 2025, respectively, $36.9 million, $40.8 million, and $35.0 million, respectively, was valued on the last-in, first-out ("LIFO") basis, and $109.5 million, $117.5 million, and $101.9 million, respectively, was valued on the first-in, first-out ("FIFO") or average cost methods. ### Note 6 – Long-Term Debt The following table sets forth the outstanding principal balances of the Company’s long-term debt as of the dates shown: | ($ in thousands) | November 30,2025 | November 30,2024 | August 31,2025 | | --- | --- | --- | --- | | Series A Senior Notes | $115,000 | $115,000 | $115,000 | | Elecsys Series 2006A Bonds | 186 | 434 | 263 | | Total debt | 115,186 | 115,434 | 115,263 | | Less current portion | (186) | (229) | (233) | | Less unamortized debt issuance costs | (208) | (257) | (220) | | Total long-term debt | $114,792 | $114,948 | $114,810 | Principal payments on the debt are due as follows: | Due within | $ in thousands | | --- | --- | | 1 year | $186 | | Thereafter | 115,000 | | Total debt | $115,186 | - 10 - ### Note 7 – Fair Value Measurements The following table presents the Company’s financial assets and liabilities measured at fair value, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of November 30, 2025, November 30, 2024, and August 31, 2025. There were no transfers between any levels for the periods presented. _November 30, 2025_ | ($ in thousands) | Level 1 | Level 2 | Level 3 | Total | | --- | --- | --- | --- | --- | | Cash and cash equivalents | $199,622 | — | — | $199,622 | | Derivative liabilities | — | (12,994) | — | (12,994) | | | November 30, 2024 | | | | | ($ in thousands) | Level 1 | Level 2 | Level 3 | Total | | Cash and cash equivalents | $194,066 | — | — | $194,066 | | Derivative assets | — | 1,897 | — | 1,897 | | Derivative liabilities | — | (156) | — | (156) | | | August 31, 2025 | | | | | ($ in thousands) | Level 1 | Level 2 | Level 3 | Total | | Cash and cash equivalents | $250,575 | — | — | $250,575 | | Derivative liabilities | — | (14,622) | — | (14,622) | The Company enters into derivative instrument agreements to manage risk in connection with changes in foreign currency. The Company only enters into derivative instrument agreements with counterparties who have highly rated credit and does not enter into derivative instrument agreements for trading or speculative purposes. The fair values are based on inputs other than quoted prices that are observable for the asset or liability and are determined by standard calculations and models that use readily observable market parameters. These inputs include foreign currency exchange rates and interest rates. Industry standard data providers are the primary source for forward and spot rate information for both interest rates and foreign currency exchange rates. The Company has entered into various cross currency swaps that mature between the third quarter of fiscal 2026 and the first quarter of fiscal 2028 with a total notional amount of $175.0 million, or €163.2 million. The Company elected the spot method for designating these swaps as net investment hedges. Changes in the fair value of these contracts are reported in accumulated other comprehensive loss, net on the condensed consolidated balance sheets and the fair value of these contracts is recorded within other current liabilities and other noncurrent liabilities on the condensed consolidated balance sheets. The fair value of these contracts as of November 30, 2025, is included in the table above as derivative liabilities. During the three months ended November 30, 2025 and 2024, the Company recognized translation gains of $1.2 million and $1.9 million, respectively, within other comprehensive income related to its net investment hedges. At November 30, 2025, the Company had an outstanding foreign currency forward contract to sell a notional amount of 95.5 million South African rand at fixed prices to settle during the next fiscal quarter. This foreign currency forward contract does not qualify as a hedge of a net investment in foreign operations. There were no required fair value adjustments for assets and liabilities measured at fair value on a non-recurring basis for the three months ended November 30, 2025 or 2024. ### Note 8 – Commitments and Contingencies In the ordinary course of its business operations, the Company enters into arrangements that obligate it to make future payments under contracts such as lease agreements. Additionally, the Company is involved, from time to time, in commercial litigation, employment disputes, administrative proceedings, business disputes and other legal proceedings. The Company has established accruals for certain proceedings based on an assessment of probability of loss. The Company believes that any such currently-pending proceedings are either covered by insurance or would not have a material effect on the business or its condensed consolidated financial statements if decided in a manner that is unfavorable to the Company. Such proceedings are exclusive of environmental remediation matters which are discussed separately below. #### Infrastructure Products Litigation The Company is currently defending a number of product liability lawsuits arising out of vehicle collisions with highway barriers incorporating the Company’s X-Lite® end terminal. Despite the September 2018 reversal of a sizable judgment against a - 11 - competitor and the October 2023 dismissal of the FCA Lawsuit (as defined below), the Company expects that the significant attention brought to the infrastructure products industry by the original judgment may lead to additional lawsuits being filed against the Company and others in the industry. Following the March 2019 filing of a qui tam lawsuit (as amended, the “FCA Lawsuit”) by an individual relator (the “Relator”) on behalf of the United States and 12 individual states, in the United States District Court for the Northern District of New York (the “U.S. District Court”), the Department of Justice, Civil Division and the U.S. Attorney's Office for the Northern District of New York (the “U.S. Attorney’s Office”) proceeded to initiate an investigation into the Relator’s allegations relating to the Company's X-Lite end terminal and potential violations of the False Claims Act. On September 28, 2023, the U.S. Attorney’s Office submitted a letter motion (the “Letter Motion”) informing the U.S. District Court that the United States had investigated the Relator’s allegations and now sought to move to dismiss the FCA Lawsuit as it had “determined that dismissal is commensurate with the public interest because the claims lack merit and the matter does not warrant the continued expenditure of resources to pursue or monitor the action.” The U.S. Attorney’s Office also noted that it had “been advised by counsel for the 12 states that the states [had] no objection to the U.S. District Court declining to exercise supplemental jurisdiction over the remaining state claims and to dismissing those claims without prejudice to the states.” On October 2, 2023, the U.S. District Court granted the Letter Motion and indicated that a motion to dismiss could be filed without further order or pre-motion conference. On October 12, 2023, after the Relator proceeded to file his own notice of voluntary dismissal, the U.S. Attorney’s Office filed its notice of consent to the Relator’s voluntary dismissal. On October 26, 2023, the U.S. District Court ordered the dismissal of the FCA Lawsuit without prejudice as to the Relator, the United States, and each of the 12 state plaintiffs. On November 27, 2023, following the dismissal of the Relator’s FCA Lawsuit, the Relator filed under seal subsequent qui tam lawsuits on behalf of each of the States of Tennessee and California against the Company, certain of its subsidiaries, and certain third parties which originally designed the X-Lite end terminal. The Tennessee lawsuit (the “Tennessee FATA Lawsuit”) was filed in the Circuit Court of Davidson County, Nashville, Tennessee (the “Tennessee Circuit Court”), and the California lawsuit (the “California FATA Lawsuit”) was filed in the Superior Court of California, Sacramento County (the “California Superior Court”). Both lawsuits make substantially similar allegations as those originally made in the FCA Lawsuit with respect to the Company’s X-Lite end terminal and potential violations of each state’s respective Fraud Against Taxpayers Act. The State of Tennessee filed under seal a notice of its election to decline to intervene on March 26, 2024, the Tennessee Circuit Court ordered the Tennessee FATA Lawsuit unsealed later in 2024, and the Company learned of the Tennessee FATA Lawsuit when it and its named subsidiaries were served in June 2024. The State of California similarly filed under seal a notice of its election to decline to intervene on September 13, 2024, the California Superior Court ordered the California FATA Lawsuit unsealed in 2025, and the Company learned of the California FATA Lawsuit when it and its named subsidiaries were served in June 2025. The Company, certain of its subsidiaries, and certain third parties which originally designed the X-Lite end terminal have also been named in a lawsuit filed on June 9, 2020 in the Circuit Court of Cole County, Missouri by Missouri Highways and Transportation Commission (“MHTC”). MHTC alleges, among other things, that the X-Lite end terminal was defectively designed and failed to perform as designed, intended, and advertised, leading to MHTC’s removal and replacement of X-Lite end terminals from Missouri’s roadways. MHTC alleges strict liability (defective design and failure to warn), negligence, breach of express warranties, breach of implied warranties (merchantability and fitness for a particular purpose), fraud, and public nuisance. MHTC seeks compensatory damages, interest, attorneys’ fees, and punitive damages. The Company believes it has meritorious factual and legal defenses to each of the lawsuits discussed above and is prepared to vigorously defend its interests. Based on the information currently available to the Company, the Company does not believe that a loss is probable in any of these lawsuits; therefore, no accrual has been included in the Company’s consolidated financial statements. While it is reasonably possible that a loss may be incurred, the Company is unable to estimate a range of potential loss due to the complexity and current status of these lawsuits. However, the Company maintains insurance coverage to mitigate the impact of adverse exposures in these lawsuits and does not expect that these lawsuits will have a material adverse effect on its business or its consolidated financial statements. #### Environmental Remediation In previous years, the Company committed to a plan to remediate environmental contamination of the groundwater at and adjacent to its Lindsay, Nebraska facility (the “site”). The current estimated aggregate accrued cost of $10.6 million is based on consideration of remediation options which the Company believes could be successful in meeting the long-term regulatory requirements of the site. The Company submitted a revised remedial alternatives evaluation report to the U.S. Environmental Protection Agency (“EPA”) and the Nebraska Department of Environment and Energy (the “NDEE”) in August 2020 to review remediation alternatives and proposed plans for the site. While the proposed remediation plan is preliminary and has not been approved by the EPA or the NDEE, they approved an in situ thermal remediation pilot study that was conducted by the Company at a specific location on the site. The Company completed the pilot program in the fourth quarter of fiscal 2023. A final report - 12 - was submitted to the EPA and NDEE for review in November 2023. The Company continues to work with the EPA and the NDEE on finalizing the proposed remediation plans for the site. Of the total liability as of November 30, 2025, $8.0 million was calculated on a discounted basis using a discount rate of 1.2 percent, which represents a risk-free rate. This discounted portion of the liability amounts to $9.1 million on an undiscounted basis at November 30, 2025. The Company accrues the anticipated cost of investigation and remediation when the obligation is probable and can be reasonably estimated. While the plan has not been formally approved by the EPA, the Company believes the current accrual is a good faith estimate of the long-term cost of remediation at this site; however, the estimate of costs and their timing could change as a result of a number of factors, including but not limited to (1) EPA input on the proposed remediation plan and any changes which the EPA may subsequently require, (2) refinement of cost estimates and length of time required to complete remediation and post-remediation operations and maintenance, (3) effectiveness of the technology chosen in remediation of the site as well as changes in technology that may be available in the future, and (4) unforeseen circumstances existing at the site. As a result of these factors, the actual amount of costs incurred by the Company in connection with the remediation of contamination of its Lindsay, Nebraska site could exceed the amounts accrued for this expense at this time. While any revisions could be material to the operating results of any fiscal quarter or fiscal year, the Company does not expect such additional expenses would have a material adverse effect on its liquidity or financial condition. The following table summarizes the environmental remediation liability classifications included in the condensed consolidated balance sheets as of November 30, 2025, November 30, 2024, and August 31, 2025: | ($ in thousands) | November 30,2025 | November 30,2024 | August 31,2025 | | --- | --- | --- | --- | | Other current liabilities | $509 | $509 | $509 | | Other noncurrent liabilities | 10,123 | 10,123 | 10,123 | | Total environmental remediation liabilities | $10,632 | $10,632 | $10,632 | ### Note 9 – Warranties The following table provides the changes in the Company’s product warranties: | ($ in thousands) | Three months ended / November 30,2025 | Three months ended / November 30,2024 | | --- | --- | --- | | Product warranty accrual balance, beginning of period | $14,158 | $14,180 | | Liabilities accrued for warranties during the period | 1,092 | 1,278 | | Warranty claims paid during the period | (1,637) | (1,997) | | Product warranty accrual balance, end of period | $13,613 | $13,461 | ### Note 10 – Share-Based Compensation The Company’s current share-based compensation plans, approved by the stockholders of the Company, provides for awards of stock options, restricted shares, restricted stock units (“RSUs”), stock appreciation rights, performance shares, and performance stock units (“PSUs”) to employees and non-employee directors of the Company. The Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. Share-based compensation expense was $1.5 million and $1.9 million for the three months ended November 30, 2025 and 2024, respectively. The following table illustrates the type and fair value of share-based compensation awards granted during the three months ended November 30, 2025 and 2024: | Line item | Three months ended / November 30, 2025 / Number ofunitsgranted | Three months ended / November 30, 2025 / Weighted averagegrant-date fair valueper award | Three months ended / November 30, 2024 / Number ofunitsgranted | Three months ended / November 30, 2024 / Weighted averagegrant-date fair valueper award | | --- | --- | --- | --- | --- | | Stock options | 51,883 | $35.07 | 43,011 | $42.19 | | RSUs | 32,557 | $110.21 | 31,525 | $117.11 | | PSUs | 30,045 | $109.85 | 28,280 | $133.30 | - 13 - The RSUs granted during the three months ended November 30, 2025 and 2024 included 2,868 and 3,516 units, respectively, that will be settled in cash. The weighted average stock price on the date of grant was $114.35 and $121.16 per award for the three months ended November 30, 2025 and 2024, respectively. Share issuances are presented net of shares withheld to cover payroll taxes of $1.3 million and $1.5 million for the three months ended November 30, 2025 and 2024, respectively. The following table provides the assumptions used in determining the fair value of the stock options awarded during the three months ended November 30, 2025 and 2024: | Line item | Three months ended November 30, 2025 | Three months ended November 30, 2024 | | --- | --- | --- | | Dividend yield | 1.3% | 1.2% | | Volatility | 32.7% | 36.8% | | Risk-free interest rate | 3.6% | 4.1% | | Expected life (years) | 5 | 5 | The PSUs granted during fiscal 2026 include performance goals based on a return on invested capital ("ROIC") and total shareholder return ("TSR") relative to the Company's peers during the performance period. The awards actually earned will range from zero to two hundred percent of the targeted number of PSUs and will be paid in shares of common stock. Shares earned will be distributed upon vesting on the first day of November following the end of the three-year performance period. For the ROIC portion of the award, the Company is accruing compensation expense based on the estimated number of shares expected to be issued utilizing the most current information available to the Company at the date of the condensed consolidated financial statements. For the TSR portion of the award, compensation expense is recorded ratably over the three-year term of the award based on the estimated grant date fair value. The fair value of the TSR portion of the awards granted during the three months ended November 30, 2025 and 2024 was estimated at the grant date using a Monte Carlo simulation model which included the following assumptions: | Line item | Three months ended November 30, 2025 | Three months ended November 30, 2024 | | --- | --- | --- | | Dividend yield | 1.3% | 1.2% | | Volatility | 33.2% | 35.2% | | Risk-free interest rate | 3.5% | 4.1% | | Expected term (years) | 3 | 3 | ### Note 11 – Other Current Liabilities | ($ in thousands) | November 30,2025 | November 30,2024 | August 31,2025 | | --- | --- | --- | --- | | Other current liabilities: | | | | | Compensation and benefits | $19,713 | $18,006 | $28,799 | | Warranties | 13,613 | 13,461 | 14,158 | | Contract liabilities | 12,192 | 16,660 | 13,474 | | Tax related liabilities | 11,277 | 5,454 | 7,617 | | Dealer related liabilities | 8,986 | 8,131 | 9,919 | | Operating lease liabilities | 4,174 | 3,589 | 4,113 | | Deferred revenue - lease | 3,035 | 1,045 | 4,465 | | Accrued insurance | 1,003 | 997 | 975 | | Accrued environmental liabilities | 509 | 509 | 509 | | Other | 16,489 | 8,583 | 10,660 | | Total other current liabilities | $90,991 | $76,435 | $94,689 | ### Note 12 – Share Repurchases The Company’s Board of Directors previously authorized a share repurchase program of up to $250.0 million of common stock with no expiration date. Under the program, shares may be repurchased in privately negotiated and/or open market transactions as well as under formalized trading plans in accordance with the guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The Company’s share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act. - 14 - During the three months ended November 30, 2025, the Company repurchased 232 thousand shares of its common stock under the program in open market transactions for $30.3 million, including excise taxes of $0.2 million. During the three months ended November 30, 2024, the amount of common stock repurchased by the Company under the program in open market transactions was not significant. The repurchases completed in the first quarter of fiscal 2026 fully depleted the previous share repurchase authorization. In November 2025, the Company's Board of Directors authorized a new share repurchase program of up to $150.0 million of the Company's outstanding common stock. As of November 30, 2025, the amount available under this repurchase program remained at $150.0 million. ### Note 13 – Business Segments The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM utilizes operating income to guide resource allocation across reportable segments as part of the Company’s strategic and annual planning efforts, and to assess segment performance by comparing planned results to actual outcomes. The CODM manages the Company's business activities in two reportable segments: Irrigation and Infrastructure. Irrigation – This reporting segment includes the manufacture and marketing of center pivot, lateral move, and hose reel irrigation systems and large diameter steel tubing, as well as various innovative technology solutions such as GPS positioning and guidance, variable rate irrigation, remote irrigation management and scheduling technology, and industrial internet of things, or "IIoT", solutions. The irrigation reporting segment consists of one operating segment. Infrastructure – This reporting segment includes the manufacture and marketing of moveable barriers, specialty barriers, crash cushions and end terminals, and road marking and road safety equipment. The infrastructure reporting segment consists of one operating segment. The Company had no single customer who represented 10 percent or more of its total revenues during the three months ended November 30, 2025 or 2024. _Three months ended November 30, 2025_ | ($ in thousands) | Irrigation | Infrastructure | Consolidated | | --- | --- | --- | --- | | Operating revenues | $133,437 | $22,381 | $155,818 | | Cost of operating revenues | 92,813 | 12,903 | 105,716 | | Gross profit | 40,624 | 9,478 | 50,102 | | Operating expenses | 17,670 | 4,984 | 22,654 | | Segment operating income | $22,954 | $4,494 | $27,448 | | Unallocated corporate expenses | | | 7,843 | | Operating income | | | $19,605 | | (1) includes North America revenues of $74,312 and international revenues of $59,125 | | | | | | Three months ended November 30, 2024 | | | | ($ in thousands) | Irrigation | Infrastructure | Consolidated | | Operating revenues | $147,087 | $19,194 | $166,281 | | Cost of operating revenues | 105,195 | 11,120 | 116,315 | | Gross profit | 41,892 | 8,074 | 49,966 | | Operating expenses | 17,156 | 3,950 | 21,106 | | Segment operating income | $24,736 | $4,124 | $28,860 | | Unallocated corporate expenses | | | 7,977 | | Operating income | | | $20,883 | | (1) includes North America revenues of $77,669 and international revenues of $69,418 | | | | - 15 - ## ITEM 2 ‑ Management's Discussion and Analysis of Financial Condition and Results of Operations ### Concerning Forward‑Looking Statements This Quarterly Report on Form 10-Q contains not only historical information, but also 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. Statements that are not historical are forward-looking and reflect information concerning possible or assumed future results of operations and planned financing of the Company. In addition, forward-looking statements may be made orally or in press releases, conferences, reports, on the Company's web site, or otherwise, in the future by or on behalf of the Company. When used by or on behalf of the Company, the words “expect,” “anticipate,” “estimate,” “believe,” “intend,” “will,” “plan,” “predict,” “project,” “outlook,” “could,” “may,” “should” or similar expressions generally identify forward-looking statements. The entire section entitled “Executive Overview and Outlook” should be considered forward-looking statements. For these statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve a number of risks and uncertainties, including but not limited to those discussed in the “Risk Factors” section in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2025. Readers should not place undue reliance on any forward-looking statement and should recognize that the statements are predictions of future results or conditions, which may not occur as anticipated. Actual results or conditions could differ materially from those anticipated in the forward-looking statements and from historical results, due to the risks and uncertainties described herein and in the Company’s other public filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended August 31, 2025, as well as other risks and uncertainties not now anticipated. The risks and uncertainties described herein and in the Company’s other public filings are not exclusive and further information concerning the Company and its businesses, including factors that potentially could materially affect the Company's financial results, may emerge from time to time. Except as required by law, the Company assumes no obligation to update forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements. ### Accounting Policies In preparing the Company’s condensed consolidated financial statements in conformity with U.S. GAAP, management must make a variety of decisions which impact the reported amounts and the related disclosures. These decisions include the selection of the appropriate accounting principles to be applied and the assumptions on which to base accounting estimates. In making these decisions, management applies its judgment based on its understanding and analysis of the relevant circumstances and the Company’s historical experience. The Company’s accounting policies that are most important to the presentation of its results of operations and financial condition, and which require the greatest use of judgments and estimates by management, are designated as its critical accounting policies. See discussion of the Company’s critical accounting policies under Item 7 in the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended August 31, 2025. Management periodically re-evaluates and adjusts its critical accounting policies as circumstances change. There were no significant changes in the Company’s critical accounting policies during the three months ended November 30, 2025. ### Recent Accounting Guidance See Note 1 – Basis of Presentation and the disclosure therein of recently adopted accounting guidance to the condensed consolidated financial statements set forth in Part I, Item 1 of this Quarterly Report on Form 10-Q. ### Executive Overview and Outlook Operating revenues for the three months ended November 30, 2025 were $155.8 million, a decrease of 6 percent compared to $166.3 million for the three months ended November 30, 2024. Irrigation segment revenues decreased 9 percent to $133.4 million and infrastructure segment revenues increased 17 percent to $22.4 million. Net earnings for the three months ended November 30, 2025 were $16.5 million, or $1.54 per diluted share, compared to net earnings of $17.2 million, or $1.57 per diluted share, for the three months ended November 30, 2024. Operating income was lower than the prior year primarily due to lower revenues. This decrease in earnings was partially offset by higher other income compared to the prior year, while the effective income tax rate was slightly higher than the prior year. - 16 - The primary drivers for the Company’s irrigation segment are the need for irrigated agricultural crop production, which is tied to population growth and the attendant need for expanded food production, and the need to use water resources efficiently. These drivers are affected by a number of factors, including the following: - Agricultural commodity prices – As of November 2025, U.S. corn prices have remained fairly consistent and U.S. soybean prices have increased approximately 14 percent when compared to price levels prevailing in November 2024. Agriculture commodity prices fluctuate based on supply factors such as global production and inventory levels and demand factors such as food and feed consumption, biofuel production and the level of China's demand for agricultural imports. - Net farm income – As of September 2025, the U.S. Department of Agriculture (the “USDA”) forecast for 2025 U.S. net farm income was projected to be $179.8 billion, an increase of 41 percent from the USDA's final 2024 U.S. net farm income of $127.8 billion. This projected increase is based mainly on an increase in government support payments from supplemental and ad hoc disaster support programs, while cash receipts from crops are expected to decrease 3 percent. - Weather conditions – Demand for irrigation equipment is often positively affected by storm damage and prolonged periods of drought conditions as producers look for ways to reduce the risk of low crop production and crop failures. Conversely, demand for irrigation equipment can be negatively affected during periods of more predictable or abundant natural precipitation. - Governmental policies – A number of governmental laws and regulations can affect the Company’s business, including: - In response to U.S. tariffs on imports from Canada, Mexico, China and other countries, the Company implemented a comprehensive action plan that included supplier negotiation, strategic inventory placement, and other supply chain initiatives to manage potential cost impacts. The impact of the tariffs has resulted in a marginal increase to the Company's cost of goods, which has been passed through to the market through an increase in the pricing of products. The potential impact of additional tariffs or retaliatory actions has been considered, and the Company plans to utilize its global footprint and supply chain to try to minimize the potential impact of these actions on its business and customers. On December 8, 2025, the Trump administration announced $12 billion in one-time payments to farmers, primarily those who grow corn and soybeans, in the wake of the recent tariff impact. These payments are expected to be made in February 2026 and, while helpful to overall farm income, are not expected to result in a meaningful increase in demand for irrigation equipment. - On July 4, 2025, the One Big Beautiful Bill Act (the "OBBBA") was enacted in the U.S. permanently extending many of the expiring provisions of the Tax Cuts and Jobs Act of 2017. In particular, the OBBBA restores Section 168 bonus depreciation, which is intended to encourage equipment purchases by allowing 100 percent of the cost of the equipment to be treated as an income tax deduction in the year of purchase rather than being amortized over its useful life. This new legislation has multiple effective dates, with certain provisions becoming effective in 2025 and others implemented through 2027. The enactment of the OBBBA did not have a significant impact on the Company's estimated annual effective income tax rate in fiscal 2026. - The Agriculture Improvement Act of 2018 (the “Farm Bill”) was signed into law in December 2018 and provides a degree of certainty to growers, including funding for the Environmental Quality Incentives Program, which provides financial assistance to farmers to implement conservation practices, and is frequently used to assist in the purchase of center pivot irrigation systems. The Farm Bill expired on September 30, 2025, however the OBBBA extended key commodity support programs under the Farm Bill and is projected to increase agricultural-focused spending by approximately $65.6 billion over the next decade (fiscal 2025 through fiscal 2034). Of that total, $59.0 billion is directed toward core farm safety net enhancements. In addition, on November 12, 2025, legislation was adopted that included a one-year extension of the remaining provisions of the Farm Bill the were not included in the OBBBA. - Biofuel production continues to be a major demand driver for irrigated corn, sugar cane and soybeans as these crops are used in high volumes to produce ethanol and biodiesel. The U.S. Environmental Protection Agency (the “EPA”) establishes biofuel volume requirements for the Renewable Fuels Standard ("RFS") program. In June 2025, the EPA proposed new volume requirements for 2026 and 2027 that represent increases of approximately 8 percent and 10 percent, respectively, over 2025 requirements. The new - 17 - requirements, along with other proposed regulatory changes, are intended to strengthen the RFS program and support the growth of domestically produced renewable fuels. - Many international markets are affected by government policies such as subsidies and other agriculturally related incentives. While these policies can have a significant effect on individual markets, they typically do not have a material effect on the consolidated results of the Company. - Currency – The value of the U.S. dollar fluctuates in relation to the value of currencies in a number of countries to which the Company exports products and in which the Company maintains local operations. The strengthening of the dollar increases the cost in the local currency of the products exported from the U.S. into these countries and, therefore, could negatively affect the Company’s international sales and margins. In addition, the U.S. dollar value of sales made in any affected foreign currencies will decline as the value of the dollar rises in relation to these other currencies. The USDA's forecasted increase in estimated 2025 net farm income is not expected to have a meaningful positive impact on demand for irrigation equipment as the increase results primarily from government support payments while income from crop receipts is expected to be slightly lower compared to the prior year. Favorable weather conditions in key U.S. markets during the growing season have resulted in higher crop production and increased inventories of crops in 2025 and has maintained downward pressure on commodity prices in the near term. The most significant opportunities for growth in irrigation sales over the next several years continue to be in international markets where irrigation use is less developed and demand is driven not only by commodity prices and net farm income, but also by food security, water scarcity and population growth. While international irrigation markets remain active with opportunities for further development and expansion, regional political and economic factors, including armed conflict, currency conditions and other factors can create a challenging environment. Additionally, international results are influenced by large project sales which tend to fluctuate and can be difficult to forecast accurately. In the fourth quarter of fiscal 2024, the Company began shipment under a multi-year supply agreement to provide irrigation systems and remote management and scheduling technology for a large project in the Middle East and North Africa (MENA) region. The project was valued at over $100 million in revenue, with equipment deliveries occurring throughout fiscal 2025 and completing in the first quarter of fiscal 2026. Additionally, in December 2025, the Company announced a new supply agreement to provide irrigation systems and remote management and scheduling technology for a new large project in the MENA region. The project, valued at more than $80 million in revenue, is expected to be recognized over the period beginning in the second quarter of fiscal 2026 with approximately $70 million of the total contract revenue anticipated to be recognized in the current fiscal year. The infrastructure business continues to be driven by the Company's transportation safety products, the demand for which largely depends on government spending for road construction and improvements. The enactment of the Infrastructure Investment and Jobs Act ("IIJA") in November 2021 introduced $110 billion in incremental federal funding for roads, bridges, and other transportation projects, which the Company anticipates may support higher demand for its transportation safety products as states utilize these funds in construction projects. The federal programs under IIJA run through September 2026. The backlog of unshipped orders at November 30, 2025 was $119.2 million compared with $168.2 million at November 30, 2024. Included in these backlogs are amounts of $8.5 million and $17.4 million, respectively, for orders that are not expected to be fulfilled within the subsequent 12 months. The backlog in both segments was lower compared to the prior year, with the decrease resulting primarily attributed to from deliveries related to the large irrigation project in the MENA region that was included in the backlog as of November 30, 2024. The Company’s backlog can fluctuate from period to period due to the seasonality, cyclicality, timing and execution of contracts. Backlog typically represents long-term projects as well as short lead-time orders, and therefore is generally not a good indication of the next fiscal quarter’s revenues. - 18 - ### Results of Operations For the Three Months ended November 30, 2025 compared to the Three Months ended November 30, 2024 The following section presents an analysis of the Company’s operating results displayed in the condensed consolidated statements of earnings for the three months ended November 30, 2025 and 2024. It should be read together with the industry segment information in Note 13 to the condensed consolidated financial statements: | ($ in thousands) | Three months ended / November 30,2025 | Three months ended / November 30,2024 | Percent Change | | --- | --- | --- | --- | | Consolidated | | | | | Operating revenues | $155,818 | $166,281 | (6%) | | Gross profit | $50,102 | $49,966 | 0% | | Gross margin | 32.2% | 30.0% | | | Operating expenses (1) | $30,497 | $29,083 | 5% | | Operating income | $19,605 | $20,883 | (6%) | | Operating margin | 12.6% | 12.6% | | | Total other income | $2,281 | $1,151 | 98% | | Income tax expense | $5,362 | $4,870 | 10% | | Effective income tax rate | 24.5% | 22.1% | | | Net earnings | $16,524 | $17,164 | (4%) | | Irrigation Segment | | | | | Operating revenues | $133,437 | $147,087 | (9%) | | Gross profit | $40,624 | $41,892 | (3%) | | Gross margin | 30.4% | 28.5% | | | Operating expenses | $17,670 | $17,156 | 3% | | Operating income | $22,954 | $24,736 | (7%) | | Operating margin | 17.2% | 16.8% | | | Infrastructure Segment | | | | | Operating revenues | $22,381 | $19,194 | 17% | | Gross profit | $9,478 | $8,074 | 17% | | Gross margin | 42.3% | 42.1% | | | Operating expenses | $4,984 | $3,950 | 26% | | Operating income | $4,494 | $4,124 | 9% | | Operating margin | 20.1% | 21.5% | | (1) Includes $7.8 million and $8.0 million of corporate operating expenses for the three months ended November 30, 2025 and 2024, respectively. Revenues Operating revenues for the three months ended November 30, 2025 decreased 6 percent to $155.8 million from $166.3 million for the three months ended November 30, 2024, as irrigation revenues decreased $13.7 million and infrastructure revenues increased $3.2 million. The irrigation segment provided 86 percent of the Company’s revenue during the three months ended November 30, 2025 as compared to 88 percent for the three months ended November 30, 2024. North America irrigation revenues for the three months ended November 30, 2025 of $74.3 million decreased $3.4 million, or 4 percent, from $77.7 million for the three months ended November 30, 2024. The decrease resulted primarily from lower unit sales volume and was partially offset by slightly higher average selling prices compared to the prior year. Unfavorable market conditions continue to weigh on farmer sentiment and temper demand for irrigation equipment in North America. International irrigation revenues for the three months ended November 30, 2025 of $59.1 million decreased $10.3 million, or 15 percent, from $69.4 million for the three months ended November 30, 2024. The decrease resulted primarily from lower sales in Brazil and Western Europe, along with lower project revenues in the MENA region. Elevated interest rates and credit constraints continue to be headwinds to capital investment by farmers in Brazil. The current year includes a favorable impact of foreign currency translation of $1.5 million compared to the prior year. - 19 - Infrastructure segment revenues for the three months ended November 30, 2025 of $22.4 million increased $3.2 million, or 17 percent, from $19.2 million for the three months ended November 30, 2024. The increase was primarily attributable to higher sales of road safety products while Road Zipper System™ revenues were similar compared to the prior year. Gross Profit Gross profit for the three months ended November 30, 2025 of $50.1 million was comparable to $50.0 million for the three months ended November 30, 2024. Gross margin was 32.2 percent of sales for the three months ended November 30, 2025 compared with 30.0 percent of sales for the three months ended November 30, 2024. Higher irrigation gross margin resulted from a lower proportion of international irrigation project revenue in the current year that was dilutive to gross margin, while infrastructure gross margin was comparable to the prior year. Operating Expenses Operating expenses of $30.5 million for the three months ended November 30, 2025 increased $1.4 million, or 5 percent, compared with $29.1 million for the three months ended November 30, 2024. Higher selling and engineering and research expenses were partially offset by lower administrative expenses. ### Other Income, net The Company recorded other income of $2.3 million for the three months ended November 30, 2025 compared to other income of $1.2 million for the three months ended November 30, 2024. The increase resulted primarily from higher net interest income, partially offset by foreign currency transaction losses, compared to the prior year. Income Taxes The Company recorded income tax expense of $5.4 million and $4.9 million for the three months ended November 30, 2025 and 2024, respectively. The effective income tax rate was 24.5 percent and 22.1 percent for the three months ended November 30, 2025 and 2024, respectively. The estimated annual effective tax rate in the current year is comparable to the prior year, but the current year includes an unfavorable discrete impact of share-based compensation vesting of approximately $0.5 million. The impact of discrete items in the prior year was not significant. ### Liquidity and Capital Resources The Company's cash and cash equivalents totaled $199.6 million at November 30, 2025 compared with $250.6 million at August 31, 2025, and $194.1 million at November 30, 2024. The decrease during the three months ended November 30, 2025 resulted primarily from repurchases of common stock, increases in working capital, and capital expenditures. The Company requires cash for financing its receivables and inventories, paying operating expenses and capital expenditures, and for dividends and share repurchases. The Company meets its liquidity needs and finances its capital expenditures from its available cash and funds provided by operations along with borrowings under its credit arrangements described below. In the normal course of business, the Company enters into contracts and commitments which obligate the Company to make future payments. The Company does not have any additional off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. The Company believes its current cash resources, projected operating cash flow, and remaining capacity under its continuing bank lines of credit are sufficient to cover all its expected working capital needs, planned capital expenditures and dividends. The Company may require additional borrowings to fund potential acquisitions in the future. The Company’s total cash and cash equivalents held by foreign subsidiaries were approximately $105.8 million, $94.1 million, and $97.4 million as of November 30, 2025, November 30, 2024, and August 31, 2025, respectively. The Company does not consider its earnings in foreign subsidiaries to be permanently reinvested and accrues applicable taxes on the earnings of its foreign subsidiaries. The Company does not expect the repatriation of these funds, and any applicable taxes, to have a significant impact on the Company’s overall liquidity. Net working capital was $358.6 million at November 30, 2025, as compared with $372.3 million at November 30, 2024 and $389.2 million at August 31, 2025. Cash used in operating activities totaled $0.6 million during the three months ended November 30, 2025, compared to cash provided by operating activities of $21.6 million during the three months ended November 30, 2024. The increase in working capital and decrease in cash generated from operating activities was driven primarily by increases in receivables and inventories. - 20 - Cash flows used in investing activities totaled $15.6 million during the three months ended November 30, 2025 compared to $8.8 million during the three months ended November 30, 2024. Purchases of property, plant, and equipment were $14.5 million in the current year, compared to $9.1 million in the prior year. Cash flows used in financing activities totaled $35.4 million during the three months ended November 30, 2025 compared to cash flows used in financing activities of $5.3 million during the three months ended November 30, 2024. The current year included $30.3 million of share repurchases, while the amount of share repurchases in the prior year was not significant. Capital Allocation Plan The Company’s capital allocation plan is to continue investing in revenue and earnings growth, combined with a defined process for enhancing returns to stockholders. Under the Company’s capital allocation plan, the priorities for uses of cash include: - Investment in organic growth including capital expenditures and expansion of international markets, - Synergistic acquisitions that provide attractive returns to stockholders, - Dividends to stockholders, along with expectations to increase dividends over time, and - Opportunistic share repurchases taking into account cyclical and seasonal fluctuations. Capital Expenditures Capital expenditures for fiscal 2026 are expected to range from $50 million to $55 million, including equipment replacement, productivity improvements, new product development, and commercial growth investments. The increase over recent levels of capital expenditures is primarily related to modernization and productivity improvements planned at certain manufacturing facilities. The Company’s management does maintain flexibility to modify the amount and timing of some of the planned expenditures in response to economic conditions. Dividends In the first quarter of fiscal 2026, the Company paid a quarterly cash dividend to stockholders of $0.37 per common share, or $3.9 million, compared to a quarterly cash dividend of $0.36 per common share, or $3.9 million, in the first quarter of fiscal 2025. Share Repurchases The Company’s Board of Directors previously authorized a share repurchase program of up to $250.0 million of common stock with no expiration date. Under the program, shares could be repurchased in privately negotiated and/or open market transactions as well as under formalized trading plans in accordance with the guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. During the three months ended November 30, 2025, the Company repurchased $30.3 million of its common shares compared to an insignificant amount of repurchases in the prior year. The repurchases completed in the first quarter of fiscal 2026 fully depleted the previous $250.0 million share repurchase authorization. In November 2025, the Company's Board of Directors authorized a new share repurchase program of up to $150.0 million of the Company's outstanding common stock. As of November 30, 2025, the amount available under this repurchase program remained at $150.0 million. Long-Term Borrowing Facilities Senior Notes. The Company has outstanding $115.0 million in aggregate principal amount of Senior Notes, Series A (the “Senior Notes”). The entire principal of the Senior Notes is due and payable on February 19, 2030. Interest on the Senior Notes is payable semi-annually at a fixed annual rate of 3.82 percent. Borrowings under the Senior Notes are unsecured. The Company used the proceeds of the sale of the Senior Notes for general corporate purposes, including acquisitions and dividends. Revolving Credit Facility. The Company has outstanding a $50.0 million unsecured Amended and Restated Revolving Credit Facility (the “Revolving Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”) expiring August 26, 2030. The Company intends to use borrowings under the Revolving Credit Facility for working capital purposes and to fund potential future acquisitions. At November 30, 2025 and 2024, the Company had no outstanding borrowings under the Revolving Credit Facility. The amount of borrowings available at any time under the Revolving Credit Facility is reduced - 21 - by the amount of standby letters of credit issued by Wells Fargo then outstanding. At November 30, 2025, the Company had the ability to borrow up to $50.0 million under the Revolving Credit Facility. The Revolving Credit Facility may be increased by up to an additional $50.0 million at any time, subject to additional commitment approval. Borrowings under the Revolving Credit Facility bear interest at a variable rate equal to the Secured Overnight Financing Rate (“SOFR”) plus a margin of between 100 and 210 basis points depending on the Company’s leverage ratio then in effect (which resulted in a variable rate of 5.47 percent at November 30, 2025), subject to adjustment as set forth in the loan documents for the Revolving Credit Facility. Interest is paid on a monthly to quarterly basis depending on loan type. The Company currently pays an annual commitment fee on the unused portion of the Revolving Credit Facility. The fee is between 0.125 percent and 0.2 percent on the unused balance depending on the Company’s leverage ratio then in effect (which resulted in a fee of 0.125 percent at November 30, 2025). Borrowings under the Revolving Credit Facility have equal priority with borrowings under the Company’s Senior Notes. Each of the credit arrangements described above include certain covenants relating primarily to the Company’s financial condition. These financial covenants include a funded debt to EBITDA leverage ratio and an interest coverage ratio. In the event that the loan documents for the Revolving Credit Facility were to require the Company to comply with any financial covenant that is not already included or is more restrictive than what is already included in the arrangement governing the Senior Notes, then such covenant shall be deemed incorporated by reference for the benefit of holders of the Senior Notes. Upon the occurrence of any event of default of these covenants, including a change in control of the Company, all amounts outstanding thereunder may be declared to be immediately due and payable. At November 30, 2025 and 2024, the Company was in compliance with all financial loan covenants contained in its credit arrangements in place as of each of those dates. ### Contractual Obligations and Commercial Commitments There have been no material changes in the Company’s contractual obligations and commercial commitments as described in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2025. ## ITEM 3 – Quantitative and Qualitative Disclosures About Market Risk There have been no material changes from the Company’s quantitative and qualitative disclosures about market risk previously disclosed in the Company’s most recent Annual Report on Form 10-K. See discussion of the Company’s quantitative and qualitative disclosures about market risk under Part II, Item 7A in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2025. ## ITEM 4 – Controls and Procedures ### Disclosure Controls and Procedures The Company carried out an evaluation under the supervision and the participation of the Company’s management, including the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e). Based upon that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of November 30, 2025. ### Changes in Internal Control over Financial Reporting The CEO and CFO determined that there has not been any significant change to the Company’s internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. - 22 - Part II – OTHER INFORMATION ## ITEM 1 – Legal Proceedings See the disclosure in Note 8 – Commitments and Contingencies to the condensed consolidated financial statements set forth in Part I, Item 1 of this Quarterly Report on Form 10-Q, which disclosure is hereby incorporated herein by reference. ## ITEM 1A – Risk Factors There have been no material changes from risk factors previously disclosed in the Company’s most recent Annual Report on Form 10-K. See the discussions of the Company’s risk factors under Part I, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2025. ## ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds The table below sets forth information with respect to purchases of the Company’s common stock made by or on behalf of the Company during the three months ended November 30, 2025: **ISSUER PURCHASES OF EQUITY SECURITIES** | Period | Total Number of Shares Purchased | 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 (1)($ in thousands) | | --- | --- | --- | --- | --- | | September 1, 2025 to September 30, 2025 | $87,910 | 138.28 | $87,910 | 17,856 | | October 1, 2025 to October 31, 2025 | $143,977 | 124.14 | $143,977 | — | | November 1, 2025 to November 30, 2025 | — | — | — | 150,000 | | Total | $231,887 | 129.50 | $231,887 | 150,000 | | (1) The Company previously announced on January 3, 2014 that its Board of Directors authorized a share repurchase program of up to $250.0 million of common stock through January 2, 2016, and on July 22, 2015, the Company further announced that its Board of Directors increased its outstanding share repurchase authorization by $100.0 million with no expiration date (the “2014 Repurchase Program”). Under the 2014 Repurchase Program, shares may be repurchased in privately negotiated and/or open market transactions as well as under formalized trading plans in accordance with the guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (“Rule 10b5-1”). The repurchases completed in the first quarter of fiscal 2026 fully depleted the 2014 Repurchase Program and caused it to expire on October 31, 2025. On November 5, 2025, the Company announced that its Board of Directors authorized a new share repurchase program for the Company to repurchase up to $150.0 million of the Company's outstanding common stock (the “2025 Repurchase Program”). Under the 2025 Repurchase Program, shares may be repurchased from time to time in open market transactions at prevailing market prices and/or in privately negotiated transactions, as well as under formalized trading plans in accordance with the guidelines specified under Rule 10b5-1. The 2025 Repurchase Program does not have any expiration date. | | | | | ## ITEM 3 – Defaults Upon Senior Securities None. ## ITEM 4 – Mine Safety Disclosures Not applicable. ## ITEM 5 – Other Information None. - 23 - ## ITEM 6 – Exhibits | Exhibit / No. | Description | | --- | --- | | 3.1 | Restated Certificate of Incorporation of the Company, incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on December 14, 2006. | | 3.2 | Amended and Restated By‑Laws of the Company, incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on August 22, 2023. | | 4.1 | Specimen Form of Common Stock Certificate, incorporated by reference to Exhibit 4(a) of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2006. | | 10.1 | Employment Agreement, dated October 7, 2025, between the Company and Sam Hinrichsen, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on October 14, 2025. † | | 10.2* | Employment Agreement, dated November 6, 2025, between the Company and Brian J. Magnusson. † | | 10.3* | Separation Agreement and General Release, dated November 11, 2025, between the Company and Gustavo E. Oberto. † | | 10.4* | Lindsay Corporation Policy on Payment of Director Fees and Expenses. † | | 10.5* | Lindsay Corporation Management Incentive Plan (MIP) 2026 Plan Year. † ** | | 31.1* | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350. | | 31.2* | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350. | | 32.1* | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 18 U.S.C. Section 1350. | | 101* | Interactive Data Files pursuant to Rule 405 of Regulation S-T formatted in Inline Extensible Business Reporting Language ("Inline XBRL"). | | 104* | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). | † Management contract or compensatory plan or arrangement required to be filed as an exhibit hereto pursuant to Item 6 of Part II of Form 10-Q. * Filed herein. ** Certain confidential portions of this exhibit were omitted by means of marking such portions with brackets and asterisks because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed. - 24 - 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, thereunto duly authorized on this 8th day of January 2026. LINDSAY CORPORATION By: /s/ SAMUEL S. HINRICHSEN Name: Samuel S. Hinrichsen Title: Senior Vice President and Chief Financial Officer (on behalf of the registrant and as principal financial officer) - 25 - --- ## EX-10.2 SEC source: [lnn-ex10_2.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_2.htm) # EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is made on the 6th day of November 2025 by and between LINDSAY CORPORATION, a Delaware corporation (the “Company” or “Lindsay”) and Brian Magnusson (the “Executive”). # WITNESSETH: WHEREAS, the Company desires to employ Executive as President - Irrigation; and WHEREAS, the Company and Executive desire to obtain assurances of continued employment of Executive for the period provided in this Agreement; NOW, THEREFORE, in consideration of the foregoing and the mutual promises and agreements hereinafter set forth, the Company and the Executive agree as follows: ARTICLE I EMPLOYMENT AND DUTIES 1.1 Position and Responsibilities. The Company hereby employs the Executive to render full-time exclusive services (as defined in Section 1.3 hereof) to the Company during the Term (as hereinafter defined), subject to the direction of the President of Lindsay (the “President”) or such other person as the President or the Board of Directors of Lindsay (the “Board”) may designate from time to time (the President or such other person so designated, the “Supervisor”). In such capacity and subject to such direction, the Executive shall (i) devote his full professional time and attention, best efforts, energy and skills to the services required of him as an employee of the Company, except for paid time off taken in accordance with the Company’s policies and practices, and subject to the Company’s policies pertaining to reasonable periods of absence due to sickness, personal injury or other disability; (ii) use his best efforts to promote the interests of the Company; (iii) comply with all applicable governmental laws, rules and regulations and with all of the Company’s policies, rules and/or regulations applicable to the employees of the Company, including, without limitation, the Code of Business Conduct and Ethics of the Company as amended from time to time; and (iv) discharge his responsibilities in a diligent and faithful manner, consistent with sound business practices and in accordance with the Supervisor’s directives. As of the Effective Date of this Agreement, the Executive will serve as President – Irrigation of the Company. 1.2 Acceptance. The Executive hereby accepts such employment and agrees to render the services described above in the manner described above. 1.3 Exclusive Service. It is understood and agreed that the Executive may not engage in other business activities during the Term, whether or not for profit or other pecuniary advantage; provided, however, that the Executive may make financial investments which do not involve his active participation and may engage in other activities such as participation in charitable, educational, religious, civic and similar type organizations and similar types of activities and, with the consent of the President, may serve as an outside director on the board of directors of other corporations which are not affiliates or competitors of the Company or any of - 1 - its affiliates, all to the extent that such activities do not hinder or interfere with the performance of his duties under this Agreement or conflict with the policies of Lindsay concerning conflicts of interest or with the businesses of Lindsay or any of its affiliates in any material way. ARTICLE II TERM 2.1 Term. Beginning on December 1, 2025 (the “Effective Date”), the Executive will be employed by the Company for a period of twelve (12) months, unless his employment is terminated at an earlier date in accordance with ARTICLE IV (the “Term”), provided that on each date thereafter the Term shall automatically be extended for an additional day, unless the Company notifies Executive in writing that it does not wish to further extend the Term. Accordingly, this Agreement shall have a remaining Term of twelve (12) months from the date when the Company notifies the Executive in writing that it does not wish to further extend the Term. Those obligations which by their terms survive the termination of this Agreement shall not be extinguished by the expiration of the Term or the termination of this Agreement. ARTICLE III COMPENSATION 3.1 Basic Salary. As of the Effective Date, the Executive’s annual base salary (“Salary”) will be $434,400. Executive’s Salary may be increased from time to time based on merit or such other considerations as the Human Resources and Compensation Committee of the Board (“Compensation Committee”) may deem appropriate, and prior to a Change in Control (as defined in Section 4.8 herein) may be reduced as part of a general across the board Salary reduction that is applicable to all senior executives with comparable responsibility, title or stature. The Salary shall be payable in periodic installments in accordance with the Company’s regular payroll practices as in effect from time to time. 3.2 Bonus; Equity Incentives. In addition to the Salary: (a) The Executive shall be eligible to receive an annual bonus (“Bonus”), in the discretion of the Compensation Committee, based on the performance of the Company relative to financial objectives and the performance of the Executive relative to personal objectives, in each case as such objectives are set forth in the Company’s annual management incentive plan. The Executive’s target Bonus shall be 55% of his Salary beginning on the Effective Date stated in Section 2.1 above, subject to change in the discretion of the Compensation Committee prior to a Change in Control. (b) The Executive shall be eligible to receive annual performance stock units, restricted stock units and/or other equity or long-term incentives, in the discretion of the Compensation Committee. 3.3 Pro-ration and Payment of Taxes. All required employment taxes, withholding and deductions shall be deducted from the Salary and the Bonus. If the Executive does not work any full year or this Agreement has been terminated before the end of any year, the Salary shall be pro-rated for the period actually worked. - 2 - 3.4 Benefits. The Executive shall be eligible to participate in and receive the benefits under any deferred compensation plan, health, life, accident and disability insurance plans or programs, relocation programs and any other employee benefit or fringe benefit plans or arrangements that the Company makes available generally to other senior executives of the Company, pursuant to the provisions of such plans or arrangements as in effect from time to time. 3.5 Vacations. The Executive will be entitled to vacation and sick days in accordance with the policies of the Company for its employees generally, as in effect from time to time. Vacation must be taken by the Executive at such time or times as reasonably approved by the President. 3.6 Expenses. The Company shall pay or reimburse the Executive for all reasonable, ordinary and necessary business expenses incurred or paid by the Executive during the Term in the performance of the Executive’s services under this Agreement in accordance with the applicable policies and procedures of the Company as in effect from time to time, upon the presentation of proper expense statements or such other supporting documentation as the Company may reasonably require. ARTICLE IV TERMINATION OF EMPLOYMENT 4.1 General. The Executive’s employment may be terminated by the Company during the Term as provided in this ARTICLE IV. Upon termination of employment, the Term shall end and the Executive shall be paid the pro-rated portion of the Salary accrued but unpaid to the date of his termination. The Executive’s rights under the Company’s employee benefit plans shall be determined under the provisions of such plans and/or applicable law and any payments due under such plans shall be distributed pursuant to the provisions thereof. 4.2 Death or Disability. The Executive’s employment hereunder shall terminate automatically as of the date of his death, and the Company may at any time at its option, exercised by notice to the Executive, terminate his employment for “disability” (as hereinafter defined). In the event of termination for death or disability, the Company, subject to the provisions of Section 4.1, shall have no further obligations or liabilities to the Executive hereunder. For purposes of this Agreement, the term “disability” means any physical or mental illness, disability or incapacity which, in the good faith determination of the Board, prevents the Executive from performing the essential functions of his position hereunder for a period of not less than ninety consecutive days (or for shorter periods totaling not less than one hundred and twenty days) during any period of twelve consecutive months. 4.3 Cause. The Company may, at any time, at its option, exercised by notice to the Executive, terminate his employment for cause when cause exists. In the event of termination for cause, the Company, subject to the provisions of Section 4.1, shall have no further obligations or liabilities to the Executive hereunder. For purposes of this Agreement, the term “cause” means (i) any conviction of the Executive for a felony or misdemeanor (other than for minor motor vehicle offenses or other minor offenses); (ii) any material breach by the Executive of this Agreement or the willful failure of the Executive to comply with any lawful directive of - 3 - the Supervisor, the President or the Board or any lawful policy of the Company; or (iii) dishonesty or gross negligence by the Executive in the performance of his duties hereunder. 4.4 Other Than For Cause. The Company may, at any time, at its option, terminate the employment of the Executive other than for cause, death or disability, in which event the Company shall pay to Executive in a lump sum, within ninety (90) days of such termination, an amount equal to one (1) times Executive’s Salary (or Executive’s Salary plus target Bonus in the event of termination other than for cause, death or disability within one year following a Change in Control), at the rate in effect on the date of his termination, subject to execution of the release referred to in Section 4.6 below and the expiration of all revocation periods under applicable law with respect to such release (and subject to continued compliance by the Executive with ARTICLE V). This amount shall be in lieu of and shall be reduced by any termination or severance pay representing Salary or Bonus which is payable to Executive under any Proprietary Matters Agreement, offer of employment letter or other agreement with the Company or any of its affiliates. In the event the Executive voluntarily terminates his employment with the Company for Good Reason (as defined below) at any time within one year after a Change in Control, such event shall be considered equivalent to a termination without cause, and the Executive shall be entitled to receive the same payment provided in the previous paragraph for termination without cause within one year after a Change in Control, subject to execution of the release referred to in Section 4.6 below and the expiration of all revocation periods under applicable law with respect to such release (and subject to continued compliance by the Executive with ARTICLE V). “Good Reason” will exist if: (a) Executive’s Salary, target Bonus or total compensation opportunity (including Salary, target Bonus and long-term incentive compensation opportunity) is reduced below the level in effect immediately prior to the Change in Control, (b) Executive’s title, duties or responsibilities with the Company are significantly reduced from those in effect immediately prior to the Change in Control, or (c) Executive is required to relocate his principal office to a location more than fifty (50) miles from its location immediately prior to the Change in Control, provided that the Executive must furnish written notice to the Company setting forth the reasons for Executive’s intention to terminate employment for Good Reason under this paragraph, and the Company shall have an opportunity to cure the actions or omissions forming the basis for such intended termination, if possible, within thirty (30) days after receipt of such written notice. 4.5 Extension. Any extension of the Term (other than automatic extensions under Section 2.1) must be agreed upon in writing by both parties hereto. 4.6 Satisfaction of Liabilities. No amounts shall be payable by the Company to the Executive under this ARTICLE IV until the Executive executes a general release in a form acceptable to the Company. Upon the delivery of such executed general release to the Company and subject to the Company’s compliance with Section 4.4, the Company shall have no further liability of any kind or nature whatsoever to the Executive under this Agreement. 4.7 Assistance to Company. The Executive agrees that in the event any administrative or legal proceeding is instituted against the Company or any of its affiliates in connection with any action taken while the Executive was in the Company’s employ, the - 4 - Executive will provide reasonable assistance and cooperation in defense of such action or proceeding. 4.8 Change in Control. For purposes of this Agreement, “Change in Control” shall mean any of the following events: (a) a dissolution or liquidation of the Company, (b) a sale of substantially all of the assets of the Company, (c) a merger or combination involving the Company after which the owners of Common Stock of the Company immediately prior to the merger or combination own less than 50% of the outstanding shares of common stock of the surviving corporation, or (d) the acquisition of more than 50% of the outstanding shares of Common Stock of the Company, whether by tender offer or otherwise, by any “person” (as such term is used in Section 13(d) and 14(d) of the Securities Exchange Act of 1934) other than a trustee or other fiduciary holding securities under an employee benefit plan of the Company. ARTICLE V COVENANTS AND REPRESENTATIONS 5.1 Proprietary Matters Agreement. The Executive acknowledges that he has previously entered into a Proprietary Matters Agreement with the Company and agrees to comply with and be bound by all of the provisions of the Proprietary Matters Agreement that apply to him, and Executive agrees that the payments provided for under this Agreement shall be in lieu of and shall be reduced by any amounts which are payable to Executive under the Proprietary Matters Agreement. 5.2 Enforcement. If the Executive commits a material breach of any of the provisions of the Proprietary Matters Agreement referred to in Section 5.1, the Executive shall forfeit all rights to receive any amounts of any nature whatsoever from the Company under this Agreement or otherwise, and the Company will be entitled to the remedies provided under the Proprietary Matters Agreement and any other rights and remedies the Company may have pursuant to applicable laws. 5.3 Representation. The Executive represents and warrants to the Company that he has full power to enter into this Agreement and perform his duties hereunder and that his execution and delivery of this Agreement and his performance of his duties hereunder shall not result in a breach of or constitute a default under any agreement or understanding, oral or written, to which he is a party or by which he may be bound. ARTICLE VI MISCELLANEOUS 6.1 Voluntary Nature. The Executive represents, warrants and acknowledges that he is voluntarily agreeing to the provisions of this Agreement. The Executive has been urged to, and hereby represents, warrants and acknowledges that he has had the opportunity to, obtain the advice of his own attorney unrelated to the Company or any of its affiliates prior to executing and delivering this Agreement. 6.2 Notice. Any notice required or permitted to be given under this Agreement shall be sufficient if it is in writing and is delivered in person or sent by certified mail, return receipt to (i) his current residence, in the case of the Executive, or (ii) the President at Lindsay’s principal - 5 - corporate office, in the case of the Company. Notice shall be deemed effective upon receipt if made by personal delivery or upon deposit in the United States mail. 6.3 Non-Assignability. Neither of the parties hereto shall have the right to assign this Agreement or any rights or obligations hereunder without the prior written consent of the other party; provided, however, that the Company may assign this Agreement without the prior written consent of the Executive to any purchaser of the Company or of all or substantially all of the Company’s assets, or to the surviving entity upon any merger or consolidation of the Company with or into another entity. 6.4 Applicable Law. This Agreement and the relationship of the parties in connection with the subject matter of this Agreement shall be construed and enforced according to the laws of the state of Nebraska without giving effect to the conflict of law rules thereof. 6.5 Effect of Prior Agreements. This Agreement (together with the Proprietary Matters Agreement) contains the full and complete agreement of the parties relating to the employment of the Executive hereunder. For the sake of clarity, this Agreement supersedes and replaces any prior employment agreements between the Company and Executive and any prior employment agreements shall cease to be in effect as of the Effective Date. This Agreement may not be amended, modified or supplemented and no provision or requirement may be waived except by written instrument signed by the party to be charged. 6.6 Severability. Wherever possible, each provision of this Agreement will be interpreted in a manner to be effective and valid, but if any provision is held invalid or unenforceable by any court of competent jurisdiction, then such provision will be ineffective only to the extent of such invalidity or unenforceability, without invalidating or affecting in any manner the remainder of such provision or the other provisions of this Agreement. 6.7 Absence of Waiver. The failure to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other party of any of the provisions hereof shall in no way be construed to be a waiver of such provisions or to affect either the validity of this Agreement or any part hereof or the right of either party thereafter to enforce each and every provision in accordance with the terms of this Agreement. 6.8 Arbitration. Any dispute, disagreement or other question arising under this Agreement or the interpretation thereof shall be settled by final and binding arbitration before a single arbitrator under the arbitration provisions of the Employment Dispute Resolution Rules of the American Arbitration Association then in effect, and judgment upon the award may be entered in any court having jurisdiction thereof. 6.9 I.R.C. §409A. Exhibit A which is attached to this Agreement modifies and clarifies certain terms and condition of this Agreement in order to comply with Section 409A of the Internal Revenue Code. It is hereby incorporated by reference as part of this Agreement as if set forth herein. 6.10 Counterparts. This Agreement may be executed in counterparts, each of which shall constitute one and the same instrument. - 6 - 6.11 Certain Protections. You have the right under federal law to certain protections for cooperating with or reporting legal violations to the SEC and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in this Agreement or otherwise prohibits or limits you from disclosing this Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other such governmental entity or self-regulatory organization, and you may do so without notifying the Company. The Company may not retaliate against you for any of these activities, and nothing in this Agreement or otherwise requires you to waive any monetary award or other payment that you might become entitled to from the SEC or any other governmental entity or self-regulatory organization. Moreover, nothing in this Agreement or otherwise prohibits you from notifying the Company that you are going to make a report or disclosure to law enforcement. Notwithstanding anything to the contrary in this Agreement or otherwise, as provided for in the Defend Trade Secrets Act of 2016, you will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (a) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Additionally, if you file a lawsuit for retaliation by the Company for reporting a suspected violation of law, you may disclose the trade secret to your attorney and use the trade secret information in the court proceeding, if you (x) file any document containing the trade secret under seal, and (y) do not disclose the trade secret, except pursuant to court order. [Remainder of Page Left Blank Intentionally] - 7 - IN WITNESS WHEREOF, the parties have executed and delivered this agreement as of the date first above written. Company: LINDSAY CORPORATION By: /s/ Randy Wood Name: Randy Wood Title: President and CEO Executive: /s/ Brian Magnusson Name: Brian Magnusson - 8 - EXHIBIT A TO LINDSAY CORPORATION EMPLOYMENT AGREEMENT I.R.C. § 409A This Exhibit A to the Lindsay Corporation Employment Agreement (“Agreement”) modifies and clarifies certain terms and conditions of the Employment Agreement between Lindsay Corporation (“Company”) and the Executive (herein referred to as “Employee”). The purpose of this Exhibit A is to comply with Section 409A of the Internal Revenue Code (“Section 409A”) 1. Termination of Employment. To the extent that the Agreement provides for any termination payments to be made or provided to Employee as a result of involuntary termination of employment without cause or by Employee for Good Reason, Employee will be considered to have experienced a termination of employment when Employee has a “separation from service” within the meaning of Section 409A. In general, Employee will have a “separation from service” within the meaning of Section 409 as of the date that the level of bona fide services that Employee is expected to perform permanently decreases to no more than 20% of the average level of bona fide services that Employee performed over the immediately preceding 36-month period (or the full period of services if Employee has been providing services less than 36 months). For these purposes, “services” include services that Employee provides as an employee or as an independent contractor. In addition, in determining whether Employee has experienced a “separation from service,” the Company is obligated to take into account services Employee provides both for it and for any other corporation that is a member of the same “controlled group” of corporations as the Company under Section 414(b) of the Internal Revenue Code or any other trade or business (such as a partnership) which is under common control with the Company as determined under Section 414(c) of the Internal Revenue Code, in each case as modified by Section 409A. In general, this means that the Company will consider services Employee provides to any corporation or other entity in which Lindsay Corporation, directly or indirectly, possesses at least 50% of the total voting power or at least 50% of the total value of the equity interests. 2. Release and Timing of Termination Payments. The Release which Employee is required to deliver to the Company in order to receive termination payments under the Agreement shall be delivered to Company not later than 30 days following Employee’s “separation from service.” Except as provided in Paragraph 3 below, Employee’s lump sum termination payment shall be paid in full on the first regular payday following Employee’s “separation from service” after Employee’s right to revoke the Release pursuant to applicable law has lapsed, but in no event later than ninety (90) days following Employee’s “separation from service.” 3. Required Delay in Payment for “Specified Employees”. Each of the payments under this Agreement shall be considered a separate payment for purposes of Section 409A. - 9 - Notwithstanding any provision to the contrary in this Agreement, if (a) Employee is a “specified employee” within the meaning of Section 409A for the period in which any payment or benefit under this Agreement would otherwise commence or be made, and (b) such payment or benefit under this Agreement would otherwise subject Employee to any tax, interest or penalty imposed under Section 409A if the payment or benefit were to commence or be made within six months of Employee’s termination of employment with the Company, then all such payments or benefits that would otherwise be paid during the first six months after Employee’s “separation from service” within the meaning of Section 409A shall be accumulated and shall be paid on the earlier of (1) the first day which is at least six months after Employee’s “separation from service” within the meaning of Section 409A or (2) the date of Employee’s death. 4. Reimbursements. If Employee is entitled to receive during or following termination of employment any reimbursements that constitute deferred compensation for purposes of Section 409A, (a) any such reimbursements shall be paid no later than the last day of the calendar year following the calendar year in which the related expense was incurred; (b) the amounts eligible for reimbursement in any calendar year shall not affect the amounts eligible for reimbursement in any other calendar year, and (c) the right to reimbursement is not subject to liquidation in exchange for any other payment or benefit. 5. No Liability of Company. Lindsay Corporation shall not be liable to Employee for any taxes, interest or penalties which may be imposed on Employee under Section 409A or corresponding provisions of state laws. - 10 - --- ## EX-10.3 SEC source: [lnn-ex10_3.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_3.htm) Separation Agreement and General Release This Separation Agreement and General Release (“Agreement”) is made and entered into this 11th day of November, 2025, by and between Gustavo Oberto (“Employee”) and Lindsay Corporation (“Company”). RECITALS WHEREAS, Employee is currently employed with Company pursuant to that certain Employment Agreement entered into by and between Employee and Company dated August 17, 2020 (the “Employment Agreement”); WHEREAS, in connection with Employee’s employment with Company, Employee also entered into a Proprietary Matters Agreement regarding the protection of Company’s confidential information and related matters (the “PMA”); WHEREAS, Employee and Company have mutually agreed to terminate Employee’s employment, effective November 30, 2025; and WHEREAS, pursuant to both the Employment Agreement and the PMA, Company agrees to provide Employee with certain severance compensation subject to Employee’s execution of a general release of claims. NOW THEREFORE, in consideration of the promises and covenants contained below, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties, intending to be legally bound, agree as follows: 1. Termination. Employee’s employment with Company shall terminate effective November 30, 2025 (the “Termination Date”). Employee shall cease to be an officer or director of all Lindsay entities as of the Termination Date. Employee agrees to provide reasonable cooperation with respect to execution of documents and other actions required to effect his removal as a director or officer of such entities or in connection with any dispute, proceeding or investigation in which the Released Parties (as defined in Section 7 below) may be involved and which involves facts or events that existed or arose during Employee’s employment with the Company. Employee acknowledges and further understands that Company is under no obligation, presently or any time in the future, to accept Employee as an employee or in any other capacity. 2. Final Compensation. Except as expressly provided below, all compensation and benefits shall terminate as of the Termination Date. Employee’s final compensation will be calculated and paid in accordance with Company’s regular payroll practices and policies, less applicable withholdings. Employee’s final paycheck will include payment less applicable withholdings for all accrued, unused vacation and birthday/holiday time owed to Employee. Employee acknowledges that Employee is not entitled to any additional amounts from Company for wages, bonuses (including but not limited to any payouts under the Company’s FY26 Management Incentive Plan), incentive compensation or benefits of any kind, except as expressly set forth in this Agreement. Employee affirms that Employee has submitted expense reports for all necessary expenses or losses incurred by Employee within the scope of Employee’s employment. 3. Benefits. Employee’s coverage under the Company’s health insurance plans will terminate on the Termination Date. Thereafter, Employee is eligible to elect to continue group health insurance coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) and otherwise to the extent provided by law, subject to COBRA rules and provisions. If Employee timely elects to continue insurance coverage to the extent allowed by COBRA, Company shall pay Employee’s full COBRA premium to maintain group health insurance for the twelve (12) month period immediately following the Termination Date (the “COBRA Assistance Period”). Following expiration of the COBRA Assistance Period, Employee may be eligible to continue group health insurance coverage to the extent provided by COBRA and Employee shall be responsible for paying Company’s COBRA administrator 100% of the applicable COBRA premium (plus any applicable administrative fee) for the duration of any continued period of COBRA coverage. Employee shall immediately notify Company if he obtains other group health insurance coverage. Employee’s vested account balance in the Company’s 401(k) Plan will be available for distribution as allowed by the Plan. Employee’s life insurance coverage, if any, under Company’s group plan will terminate on the Termination Date. Employee may contact Company’s life insurance representative to discuss converting this policy to an individual policy. All restricted stock units, nonqualified stock options, and performance stock units awarded to Employee will be administered in accordance with the terms and conditions of the applicable long-term incentive plan(s) and applicable options agreements or similar ancillary arrangements between Company and Employee; provided, however, for the avoidance of doubt, that all remaining unvested nonqualified stock options, restricted stock units, and performance stock units awarded to Employee will be forfeited by Employee as of the Termination Date. 4. Termination Pay. Company shall pay Employee severance compensation in the gross amount of $437,000, less applicable withholdings (“Termination Pay”). Termination Pay will be paid in one lump sum, less applicable withholdings, on the first regular payday following the later of (i) the Termination Date, (ii) the Effective Date of this Agreement (as defined below), or (iii) January 2, 2026. Employee acknowledges that Employee is only eligible for Termination Pay if Employee signs this Agreement and complies with its terms. 5. Proprietary Matters Agreement. Employee acknowledges that Employee remains bound by the PMA following the Termination Date. For the avoidance of doubt, the Termination Pay shall satisfy any separation-payment-related obligations required of the Company under the PMA. 6. Return of Property. Employee agrees that Employee will return to Company all Company property of every kind, including but not limited to, all books, keys, records, computer passwords, lists and other written or printed materials, which contain any Confidential Information, whether furnished by Company or prepared by Employee or any Company dealer. Employee agrees that Employee will neither make nor retain any copies of such materials after the Termination Date. 7. Release. Employee hereby releases and forever discharges Company, its parent, subsidiaries, affiliates, and their respective current and former shareholders, directors, officers, employees, attorneys, representatives and/or agents (collectively, “Released Parties”), collectively and individually, from any and all claims, damages (including attorney fees), demands, actions, or causes of action of any kind or nature, whether known or unknown, that Employee and Employee’s heirs, executors, administrators, successors, and assigns, has, or may have, up to and including the date of this Agreement, arising out of or related to Employee’s employment with Company and/or the termination of Employee’s employment with Company (collectively the “Claims”) including, without limitation, any Claims under the Employment Agreement or PMA; any 2 Claims under any agreement between the parties or any arrangement or plan of Company; any claims alleging breach of contract or any tort; or any Claims under any federal, state or local statutory or common laws, including, without limitation, the Age Discrimination in Employment Act, Older Workers Benefit Protection Act, National Labor Relations Act, Title VII of the Civil Rights Act, Americans with Disabilities Act, Fair Labor Standards Act, Family and Medical Leave Act, Employee Retirement Income Security Act, the Nebraska Age Discrimination in Employment Act, the Nebraska Fair Employment Practices Act, and the Nebraska Wage Payment and Collection Act, and any applicable state wage payment laws, all as amended. Employee hereby acknowledges and agrees that Employee is knowingly and voluntarily releasing and waiving all such Claims that Employee has or may have against the Released Parties. Employee further promises and covenants not to sue any of the Released Parties on the basis of any of the Claims released by Employee as provided in this Section 7. 8. Nondisparagement. Employee agrees not to make comments that are maliciously disparaging or defamatory to any person or entity concerning the Released Parties; the products, services or programs provided or to be provided by the Released Parties; the business affairs or the financial condition of the Released Parties; or the circumstances surrounding Employee’s employment and/or separation of employment from Company. Company agrees to advise its senior leadership team not to directly or indirectly make any disparaging, critical or otherwise detrimental comments to any person or entity concerning Employee or the circumstances surrounding Employee’s employment and/or separation of employment from Company. Employee agrees that non-disparagement is the documented preference of Employee and is mutually beneficial to both parties to this Agreement. Employee also agrees that this Agreement includes bargained for consideration in exchange for the promise of non-disparagement. 9. No Admission. Employee expressly acknowledges that this Agreement is not an admission by Company of any violation of any law, regulation, ordinance or administrative procedure, liability for which is expressly denied. 10. Interest. Employee represents and warrants that Employee has the sole right and exclusive authority to execute this Agreement, and that Employee has not sold, assigned, transferred, conveyed, or otherwise previously disposed of any claim or demand relating to any matter covered by this Agreement. Employee acknowledges that, as of the date of this Agreement, Employee has not initiated any administrative or legal proceeding of any kind against the Released Parties. 11. Disclosure; Confidentiality. Employee hereby expressly consents to public disclosure of information regarding Employee as required by SEC regulations including, without limitation, disclosure regarding the termination of his employment and the terms of this Agreement. For the avoidance of doubt, it is further agreed that Employee may disclose the terms and amounts of this Agreement to Employee’s spouse, attorney, accountant or tax preparer. Nothing in this Agreement to the contrary shall prohibit or bar either party from providing truthful testimony in any legal proceeding or in communicating with any governmental agency or representative or from making any truthful disclosure required, authorized or permitted by law. Further, nothing in this Agreement shall be construed to limit Employee’s rights under the National Labor Relations Act including, but not limited to, the right to engage in protected concerted activity, including discussing terms and conditions of employment with coworkers, and attempting to improve terms and conditions of employment through channels outside the immediate employee-employer relationship, such as through the National Labor Relations Board. 3 12. Assignability. This Agreement and the rights, interests and obligations of Company hereunder shall be assignable by Company. This Agreement is not assignable by Employee. This Agreement shall be binding on and shall inure to the benefit of and shall be binding upon Employee and Employee’s heirs, executors, personal representative and legal representative. 13. Entire Agreement. This Agreement, including the initial paragraph, the recitals to this Agreement, and the Exhibit to this Agreement, each of which is incorporated herein and made part of this Agreement by this reference, constitutes the entire agreement and understanding of the parties relating to all of the subject matter herein, and supersedes all prior agreements, arrangements and understandings, written or oral between the parties concerning such subject matter. The previous sentence notwithstanding, Employee acknowledges that as an employee of Company, Employee was subject to other policies and agreements intended for the protection of Company’s Confidential Information, and as such, Employee expressly acknowledges that Employee’s obligations under any such policies and agreements are not superseded herein and shall be used together with this Agreement, the Employment Agreement and the PMA to protect Company’s interest in its Confidential Information to the fullest extent allowed by law. This Agreement may not be modified or supplemented except by a written instrument signed by each of the parties. 14. Reformation and Severability. Employee and Company intend and agree that if a court of competent jurisdiction determines that the scope of any provision of this Agreement is too broad to be enforced as written, the court should reform such provision(s) to such narrower scope as it determines to be enforceable. Employee and Company further agree that if any provision of this Agreement is determined to be unenforceable for any reason, and such provision cannot be reformed by the court as anticipated above, such provision shall be deemed separate and severable and the unenforceability of any such provision shall not invalidate or render unenforceable any of the remaining provisions hereof. 15. Injunctive Relief. Employee acknowledges that any threatened or actual breach or violation of any of the covenants and agreements contained in this Agreement by Employee will cause immediate and irreparable injury to Company and, in addition to all other legal and equitable remedies available to it, Company shall be entitled to injunctive relief to enforce the covenants, agreement. 16. Jurisdiction and Venue. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Nebraska. Each party consents and agrees that any action by either party to enforce the terms of this Agreement shall be brought by the other party in an appropriate state or federal court in Nebraska and waives all objections based upon lack of jurisdiction or improper or inconvenient venue of any such court. 17. Review Period. This Agreement affects the legal rights of the parties. Company advises Employee to consult with an attorney or representative of Employee’s choice prior to signing this Agreement. Employee shall be responsible for all attorneys’ fees incurred by Employee in connection with this Agreement. Employee confirms and acknowledges that the terms and conditions of this Agreement are written in a clear manner that Employee understands, that Employee has read and understands this Agreement, and that Employee has signed this Agreement freely and voluntarily with the intent to fully release the Released Parties from any and all Claims. Employee further acknowledges that Employee has been given up to twenty-one (21) days to consider signing this Agreement (the “Review Period”). Employee may sign this Agreement before the expiration of the Review Period by signing and delivering to Company this 4 Agreement and the Waiver of the 21-Day Review Period attached hereto as Exhibit “A” and incorporated herein by this reference. 18. Revocation Period. Employee may revoke this Agreement any time within seven days after the execution of the Agreement (“Revocation Period”). To revoke this Agreement, Employee must give written notice to Company stating that Employee wishes to revoke the Agreement. The written notice must be hand delivered, or mailed via first class mail, and received by Kelly Staup, Senior Vice President, Human Resources, Lindsay Corporation, no later than midnight on the last day (seventh (7th) day) of the Revocation Period. This Agreement shall become effective and enforceable on the eighth day following Employee's signing of this Agreement (“Effective Date”). IN WITNESS WHEREOF, the parties hereto have executed this Separation Agreement and General Release as of the day and year first above written. LINDSAY CORPORATION GUSTAVO OBERTO By: /s/ Eric Arneson /s/ Gustavo Oberto Its: Senior Vice President 5 --- ## EX-10.4 SEC source: [lnn-ex10_4.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_4.htm) LINDSAY CORPORATION POLICY ON PAYMENT OF DIRECTOR FEES AND EXPENSES (Adopted at Board of Directors Meeting on January 25, 2000, as amended at Board of Directors Meetings on December 5, 2003, July 13, 2004, January 29, 2007, May 4, 2007, July 2, 2008, December 1, 2011, November 29, 2012, September 26, 2013, September 20, 2016, October 17, 2018, October 18, 2021, October 18, 2022, October 17, 2023 and October 21, 2025) Outside Directors who are not employees of the Company are compensated or have expenses reimbursed as follows, effective September 1, 2025: - $85,000 Annual Fee as Director: Payment of $21,250 is made by check or electronic payment in December, March, June and September ($85,000 total). On an annual basis and prior to the annual meeting of stockholders, Directors may elect to receive some or all of their annual cash retainer in the form of restricted stock units which shall be granted at the annual meeting of stockholders along with the regular annual grant of restricted stock units. - $85,000 Annual Fee as Chairman of Board of Directors: Payment of $21,250 is made by check or electronic payment in December, March, June and September ($85,000 total) in addition to the annual fee as a Director, if the Chairman of the Board is an outside Director; provided that the Chairman of the Board may not also receive an additional fee for serving as Chairman of any standing or special committee. - $20,000 Annual Fee as Chairman of the Audit Committee, $15,000 Annual Fee as Chairman of the Compensation Committee and $15,000 Annual Fee as Chairman of the Corporate Governance and Nominating Committee: Payment of one-quarter of the fee is made by check or electronic payment in December, March, June and September in addition to the annual fee as a Director; provided that the annual fee to serve as the Chairman of any Committee shall not be payable if the Chairman of such Committee is also serving as Chairman of the Board of Directors. - Lindsay will reimburse outside Directors for actual and reasonable expenses they incur associated with travel for Lindsay meetings or other Lindsay business, including first class commercial airfare (or travel by private plane for distances of less than 1,000 miles if commercial air travel is difficult or inconvenient or more than 1,000 miles if authorized or approved by the Chairman of the Board of Directors or the Chairman of the Audit Committee), car rental, taxi, parking, meals, tips and hotel expenses. Reimbursement for other expenses may be authorized or approved by the Chairman of the Board of Directors or the Chairman of the Audit Committee. - Directors who are not employees of the Company receive annual grants of restricted stock units with an award value of $130,000 with the grant being made on the date of the annual meeting of stockholders. The number of units awarded will equal $130,000 divided by the closing stock price on the date of grant. These restricted stock units vest on November 1 following the date of grant. Directors will have the opportunity to defer some or all of their restricted stock units pursuant to the Lindsay Corporation Directors Nonqualified Deferred Compensation Plan. - New directors who are not employees of the Company that join the Board of Directors at a time other than the annual meeting of stockholders receive a one-time grant of restricted stock units with an award value equal to the prorated amount of the last annual grant of restricted stock units based on the amount of time the new director will serve on the Board of Directors until the next annual meeting of stockholders, with the grant being made on the date of their first regular Board meeting as a director. The number of units awarded will equal the prorated amount divided by the closing stock price on the date of grant. These restricted stock units vest on the earlier of November 1 following the date of grant or the date of the next annual meeting of stockholders. For the sake of clarity, this prorated grant of restricted stock units will not apply to a new director who joins the Board of Directors at an annual meeting of the stockholders. --- ## EX-10.5 SEC source: [lnn-ex10_5.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex10_5.htm) Exhibit 10.5 Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. LINDSAY CORPORATION MANAGEMENT INCENTIVE PLAN (MIP) 2026 Plan Year Senior Vice President - HR/Date Chief Financial Officer/Date Chief Executive Officer/Date Table of Contents | | | | --- | --- | | 1. Purpose | 1 | | 2. Definitions | 1 | | 3. Effective Date | 1 | | 4. Eligibility for Participation | 2 | | 5. Enrollment in the Plan | 2 | | 6. Determination of Target Payout Levels | 3 | | 7. Basis of Awards | 3 | | 8. Changes in Employment Status | 5 | | 9. Administration | 5 | | 10. Attachments | 7 | # 1. Purpose The purpose of the Management Incentive Plan (the “Plan”) is to:  Encourage performance consistent with the Company’s business strategy.  Focus on near-term performance results as well as progress toward the achievement of long-term objectives.  Strengthen the link between performance and pay by delivering awards based on measurable corporate and individual goals. # 2. Definitions The terms used in this Plan have the meanings set forth below. ## A. “Company” shall mean Lindsay Corporation. ## B. “Committee” shall mean the Human Resources and Compensation Committee of the Company’s Board of Directors. ## C. “Financial Performance Component” shall mean the portion of a Participant’s Plan award that is based on the Company’s and specific Market financial performance as defined in Section 7B. ## D. "Named Executive Officers" shall mean the executives of the Company listed in the Executive Compensation section of the Company’s Proxy Statement, other executive officers of the Company for SEC reporting purposes and any other elected officers. ## E. “Participant” shall mean a key employee eligible for awards under the terms outlined in Section 4 of this Plan. ## F. “Plan” shall mean the Lindsay Corporation Management Incentive Plan. ## G. “Strategic Goal Performance Component” shall mean the portion of a Participant’s Plan award that is based on a Participant’s or the Company’s performance relative to certain individual objectives or strategic goals established in accordance with Section 7C. # 3. Effective Date The Plan shall be effective as of September 1, 2025 and will be in effect for the 2026 bonus year. The 2026 bonus year is defined as September 1, 2025 through August 31, 2026. 1 # 4. Eligibility for Participation ## A. Participation in the Plan is limited to individuals in positions which have significant responsibility for and impact on the Company’s corporate performance. ## B. Only the Named Executive Officers are eligible to be considered for participation in the Plan. ## C. Participation in the Plan does not guarantee or entitle any employee to participate in any bonus plan enacted in the future. Participation in the Plan at any target bonus level does not guarantee or entitle any employee to be eligible to participate at any similar target bonus level in any bonus plan which may be enacted in the future. # 5. Enrollment in the Plan A. Initial Enrollment At the beginning of the Plan year, each Participant must be enrolled in the Plan subject to the approvals and eligibility criteria set forth in Sections 4 and 6. The enrollment process is as follows: i. Plan Participants will participate in the Plan at the target percentage set forth opposite his or her name on Exhibit A. ii. The Company’s Chief Executive Officer will review the participant list and projected bonus costs of enrolled employees with the Committee. The Committee provides final approval on the aggregate potential cost of the Plan. ## B. Mid-year Enrollment When hiring or promoting employees during the Plan year who may be eligible for participation in the Plan, the following procedures must be followed: i. Prior to the commencement of the recruiting or promotion process, the hiring manager consults with Human Resources to determine the position’s eligibility for participation in the Plan and the recommended target bonus amount. ii. Offer letters indicating bonus Plan participation and target bonus award opportunities to new hires and/or promoted employees must be reviewed by the CEO or, in the case of a Named Executive Officer, by the Committee. Target bonus recommendations must be approved before communication to a prospective Participant. Generally, employees hired or promoted during the fourth quarter of fiscal 2026 are not eligible to participate in the 2026 Plan. 2 # 6. Determination of Target Payout Levels A. Incentive awards will be calculated as a percentage of the Participant’s annual base salary received during the Plan year, provided that annual base salary increases which are made during the first quarter of the Plan year will be treated for purposes of calculating a Participant’s bonus as if they had been made at the beginning of the Plan year. The impact of promotions or other adjustments to base pay made after the annual pay adjustment noted above will be prorated for the time in effect. While award amounts will vary based on the range of award opportunity and an assessment of individual performance results, the target award opportunities for each Participant are set forth opposite his or her name on Exhibit A. Actual participation is subject to approval by the CEO and by the Committee. Actual participation is based on an assessment of the individual's position impact on the organization. ## B. If a Participant’s Plan target award opportunity (Target % of Salary as set forth above) changes due to promotion into a grade level with a higher target bonus, the Participant’s bonus will be calculated based on his or her annual salary during the Plan year and a pro-rated bonus award. The pro-rated bonus award will reflect the portion of the Plan year spent in each grade level (e.g., 26 weeks at 40% and 26 weeks at 50%). In evaluating the performance of Participants who change positions during the Plan year, consideration will be given to the length of time and results in each position. Actual award decisions will be made by the CEO or, in the case of a Named Executive Officer, by the Committee. Generally, fourth quarter promotions will not result in an increase in a Participant’s target award opportunity. ## C. Examples of various award calculations are included with this Plan document as Attachment A. ## D. The Committee will determine the award payments to the Named Executive Officers. ## E. Award payments will be calculated on an annual basis and paid in accordance with the Company’s normal payroll cycle. Payments will be made within 75 days following the Plan year. The payment date may be changed at any time and for any reason at the discretion of the CEO, or in the case of a Named Executive Officer, with approval of the Committee, but may not be later than March 15 following the end of the Plan year for which the award is paid. # 7. Basis of Awards ## A. Measurable performance objectives for each Plan Participant will be established at the beginning of the Plan year (or at mid-year for mid-year hires or newly eligible 3 ## employees). For the 2026 bonus year, consideration will be given to: i. Financial Performance Component: Company and Market financial performance vs. Plan performance objectives in accordance with Section 7B. ii. Strategic Goal Performance Component: Participant’s or Company’s performance relative to individual objectives or strategic goals established in accordance with Section 7C. iii. Financial and Strategic Goal Performance Components will be added to reach a Participant’s total bonus. The relative weighting between these Components for each Participant is set forth opposite his or her name on Exhibit A. ## B. At the beginning of the Plan year, the objectives for the Financial Performance Component are identified and approved by the Committee and are set forth on Exhibit B. i. Recommended award amounts may range from 0 - 200% of the Financial Performance Component of the Participant’s target award, based on performance. ii. Percentages between the threshold, intermediate, target, and maximum award will be interpolated. iii. In the event of an acquisition, actual results for the selected financial performance metrics (e.g., revenue, operating margin) will be adjusted by subtracting the Board-approved business case for each acquisition for purposes of award payout calculations, unless the Committee approves a modification to include any such items. Any transaction costs associated with any acquisition considered, pursued or closed shall be added back to profitability. iv. In the event of a divestiture, actual results for the selected financial performance metrics will be adjusted by including the Board-approved budget (and removing actual performance results) for each divestiture for purposes of award payout calculations, unless the Committee approves a modification to any such items. If a planned divestiture is not included in the budget, its financial performance metrics will not be included in the calculation of the Financial Performance Component if the divestiture is not complete by the end of the fiscal year. Any transaction costs associated with any divestiture considered, pursued or closed shall be added back to profitability. v. Award payout calculations shall exclude the positive or negative impact of any adjustments to the accrual for environmental remediation liability or unbudgeted expenses related to the existing contamination at the Lindsay facility as disclosed in the Company’s SEC filings. vi. Award payout calculations may be adjusted for any items of gain, loss or expense (i) from non-cash impairments; (ii) related to loss contingencies identified in the Company’s 10-K; (iii) that are unusual in nature or infrequent in occurrence; (iv) related to the disposal of a segment of a business; or (v) related 4 to a change in accounting principle. The Plan also permits adjustments to remove the effects of changes in the tax law. ## C. At the beginning of the Plan year, the objectives for the Strategic Goal Performance Component are identified and approved by the Committee and are set forth on Exhibit B. i. Objectives under the Strategic Goal Performance Component may be linked to individual objectives or team-based goals, as appropriate. ii. Recommended award amounts may range from 0% - 200% of the target amount under the Strategic Goal Performance Component. Recommended award amounts will be based on an assessment of the Participant or Company’s performance, as applicable, relative to objectives established under the Strategic Goal Performance Component as set forth on Exhibit B. iii. The “Payout (as % of Target Individual Performance Component)” represents the payout relative to target award for the Strategic Goal Performance Component of the Plan. # 8. Changes in Employment Status ## A. Participants who cease to be employees of the Company during the Plan year will not be eligible to receive an award. Only active employees on the date that the bonus is paid will be eligible to receive an award. Any exceptions will require the approval of the CEO, or in the case of a Named Executive Officer, the Committee. ## B. In the event that a Participant transfers out of an eligible position into an ineligible position within the Company, the employee may be eligible for a prorated bonus award based upon the approval of the CEO, or in the case of a Named Executive Officer, the Committee. ## C. In all cases awards will be calculated and paid according to the provisions in Sections 6 and 7 of this Plan document. # 9. Administration ## A. General authority for Plan administration and responsibility for ongoing Plan administration will rest with the Committee of the Company’s Board of Directors. The Committee has sole authority for decisions regarding interpretation of the terms of this Plan. 5 ## B. The Company reserves the right to amend or change the Plan in whole or in part at any time during the Plan year. Amendments to the Plan require the approval of the Committee. ## C. Participation in the Plan does not constitute a contract of employment nor a contractual agreement of payment. It shall not affect the right of the Company to discharge, transfer, or change the position of a Participant. The Plan shall not be construed to limit or prevent the Company from adopting or changing, from time to time, any rules, standards or procedures affecting the Participant’s employment with the Company or any Company affiliate, including those which affect bonus payouts. ## D. Any payments made under this Plan shall be subject to the repayment and clawback provisions of the Lindsay Corporation Policy for the Recovery of Erroneously Awarded Compensation and the Lindsay Corporation Supplemental Compensation Recovery Policy, as applicable. ## E. If any provision of this Plan is found to be illegal, invalid or unenforceable under present or future laws, that provision shall be severed from the Plan. If such a provision is severed, this Plan shall be construed and enforced as if the severed provision had never been part of it and the remaining provisions of this Plan shall remain in full force and effect and shall not be affected by the severed provisions or by its severance from this Plan. In place of any severed provision there shall be added automatically as part of this Plan a provision as similar in terms to the severed provision as may be possible and be legal, valid and enforceable. ## F. This is not an ERISA plan. This is a bonus program. 6 ATTACHMENT A Award Calculation Guidelines The following examples are to be used as guidelines in calculating bonus awards at the end of the 2026 Plan year. Managers should use their discretion in calculating actual bonus awards and may consider exceptions to the calculations below when necessary. Any such exceptions must be fully documented and are subject to review and approval by the Chief Executive Officer, or in the case of a Named Executive Officer, the Committee. 7 [**The appendix that includes Financial Performance and Strategic Goal Component Elements and Weighting for Fiscal Year 2026 constitutes confidential information and has been omitted from this filing because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.**] 8 --- ## EX-31.1 SEC source: [lnn-ex31_1.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex31_1.htm) EXHIBIT 31.1 CERTIFICATION I, Randy A. Wood, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Lindsay Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. /s/ RANDY A. WOOD President and Chief Executive Officer Randy A. Wood January 8, 2026 --- ## EX-31.2 SEC source: [lnn-ex31_2.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex31_2.htm) EXHIBIT 31.2 CERTIFICATION I, Samuel S. Hinrichsen, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Lindsay Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. /s/ SAMUEL S. HINRICHSEN Senior Vice President and Chief Financial Officer Samuel S. Hinrichsen January 8, 2026 --- ## EX-32.1 SEC source: [lnn-ex32_1.htm](https://www.sec.gov/Archives/edgar/data/836157/000119312526007695/lnn-ex32_1.htm) EXHIBIT 32.1 CERTIFICATION In connection with the accompanying Quarterly Report on Form 10-Q (the “Report”) of Lindsay Corporation (the “Company”) for the quarter ended November 30, 2025, I, Randy A. Wood, Chief Executive Officer of the Company and I, Samuel S. Hinrichsen, Chief Financial Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge, that: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ RANDY A. WOOD Randy A. Wood President and Chief Executive Officer /s/ SAMUEL S. HINRICHSEN Samuel S. Hinrichsen Senior Vice President and Chief Financial Officer January 8, 2026 A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.