8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20509

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) April 23, 2021

Tejon Ranch Co.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-7183	77-0196136
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P. O. Box 1000, Lebec, California	93243
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code 661 248-3000

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	TRC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors: Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Tejon Ranch Co. has appointed Marc W. Hardy as Senior Vice President and General Counsel. Mr. Hardy will join the Company on May 10, 2021 and will oversee all of the Company’s legal work.

Mr. Hardy is currently Of Counsel with the Buchalter Law Firm in Irvine, California, a position he has held since July 2020. Prior to working at Buchalter, Mr. Hardy worked for 19 years with the A.G. Spanos Companies. For most of those years Mr. Hardy served as the General Counsel for the A.G. Spanos Companies.

Mr. Hardy’s areas of legal practice have included: Real Estate and Land Use; Corporate Law/Entity Formation; Lending/Finance; Litigation and Risk Management; and Labor issues.

Mr. Hardy earned a bachelor’s degree from the University of California, Davis and his Juris Doctorate from the University of the Pacific, McGeorge School of Law.

Item 9.01 Financial Statements and Exhibits

(d)    Exhibits

99.1	Press Release of the Company dated April 23, 2021, announcing the Company’s appointment of a new Senior Vice President and General Counsel.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

2

SIGNATURES

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

Date: April 23, 2021	TEJON RANCH CO.
	By:	/S/ ALLEN E. LYDA
	Name:	Allen E. Lyda
	Title:	Executive Vice President, and Chief Operating Officer

3

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

April 23, 2021

TEJON RANCH CO. NAMES GENERAL COUNSEL

(Tejon Ranch, CA) — Tejon Ranch Co. (NYSE: TRC) announced today the appointment of Marc W. Hardy as Senior Vice President and General Counsel. Hardy is currently Of Counsel with the Buchalter law firm in Irvine, California, and from 2001 to 2020 served as Assistant General Counsel and then General Counsel/Assistant Secretary for the A.G. Spanos Companies. He has extensive experience in corporate law, real estate, land use and environmental issues. He will join the Company on May 10, 2021.

“We are extremely pleased to have a person of the caliber and experience of Marc Hardy to oversee the Company’s legal work,” said Gregory S. Bielli, President and CEO of Tejon Ranch Co. “He has a depth of experience and knowledge that will serve us well as we continue to move forward with our real estate development efforts.”

With the A.G. Spanos Companies, Hardy provided executive leadership and management to the Board of Directors, executive members and its operating managers concerning the legal affairs for a fully diversified group of companies, including, the Spanos Corporation, a national multi-family residential homebuilder, mixed-use master plan developer, and owner/operator of Class A office complexes, vineyards, orchards, golf course and marina, and the Los Angeles Chargers National Football League team.

Hardy’s areas of legal practice have included: Real Estate/Land Use, Commercial Construction, Leasing, Corporate Law/Entity Formation, Lending/Finance, Litigation and Risk Management, Labor and Employment, and Compliance. Prior to joining the A.G. Spanos Companies, he served as an Associate Attorney with O’Brien Watters & Davis LLP in Santa Rosa, California, and Ogden Murphy Wallace P.L.L.C. in Wenatchee, Washington.

Hardy earned a BA from the University of California, Davis, a Juris Doctorate from the University of the Pacific’s McGeorge School of Law, and a Masters of Law degree in Taxation from the University of Washington School of Law.

####

About Tejon Ranch Company (NYSE: TRC)

Tejon Ranch Company (NYSE: TRC) is a growth-oriented, diversified real estate development and agribusiness company whose principal asset is its 270,000-acre land holding located approximately 60 miles north of Los Angeles and 25 miles south of Bakersfield. Tejon Ranch is positioned for growth with its fully operational commercial/industrial real estate development and three master planned communities on the horizon.

More information about Tejon Ranch Co. can be found online at http://www.tejonranch.com.

CONTACT:    Barry Zoeller, Senior Vice President

              Corporate Communications & Investor Relations

              (661) 663-4212

              bzoeller@tejonranch.com

XML

Document and Entity Information	Apr. 23, 2021
Cover [Abstract]
Entity Registrant Name	TEJON RANCH CO
Amendment Flag	false
Entity Central Index Key	0000096869
Document Type	8-K
Document Period End Date	Apr. 23, 2021
Entity Incorporation State Country Code	DE
Entity File Number	1-7183
Entity Tax Identification Number	77-0196136
Entity Address, Address Line One	P. O. Box 1000
Entity Address, City or Town	Lebec
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	93243
City Area Code	661
Local Phone Number	248-3000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock
Trading Symbol	TRC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false