LIFECORE BIOMEDICAL, INC. \DE\ — Form 8-K

Lifecore Biomedical Inc. (public company, ~$223M market cap) entered into a merger agreement dated September 27, 2026 with Lifecore Inc. (Parent) and Hazel Merger Sub Inc., whereby Merger Sub will merge into the Company. The filing is an Agreement and Plan of Merger document setting forth the definitive terms. The merger consideration and financing details are not explicitly stated in this exhibit (being a merger agreement template/exhibit), though the agreement references Base Consideration and Conversion Consideration for common and preferred shareholders, plus Contingent Value Rights (CVRs). Financing commitments from equity and debt sources are in place. The transaction is subject to customary closing conditions and shareholder approval.