WVVIP Willamette Valley Vineyards Inc

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported): January 3, 2025

 

Willamette Valley Vineyards, Inc.
(Exact name of Company as specified in its charter)

 

Oregon		001-37610		93-0981021
(State or other jurisdiction of incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

8800 Enchanted Way SE
Turner, OR 97392
(Address of principal executive offices)

 

(503) 588-9463
Registrant’s telephone number, including area code

 

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:

 

¨

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,		WVVI		NASDAQ Capital Market
Series A Redeemable Preferred Stock		WVVIP		NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company o

 

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. o

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

 

On January 3, 2025, Willamette Valley Vineyards, Inc. (the “Company”) announced that the Company intends to separate the roles of President and Chief Executive Officer and has commenced a search for a new Chief Executive Officer. James Bernau, the Company’s current President and Chief Executive Officer, intends to discontinue as Chief Executive Officer once a new Chief Executive Officer is appointed, but also intends to remain as the Company’s President and Chair of the Company’s Board of Directors.

 

A copy of the Company’s press release dated January 3, 2025 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

ITEM 9.01. Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.		Description
99.1		Press release dated January 3, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

 

	WILLAMETTE VALLEY VINEYARDS, INC.
Date: January 3, 2025	By:	/s/ JAMES W. BERNAU
		James W. Bernau
		President

 

Exhibit 99.1

 

 

For Immediate Release	Contact: Sarah Murdoch
	Puncheon PR
	(503) 735-5943
	sarah@oregonwinepr.com

 

Willamette Valley Vineyards Announces Intention to Separate President and Chief Executive Officer Roles

 

The Oregon winery begins 2025 with a search for a candidate to serve as its Chief Executive Officer with founder Jim Bernau, continuing to serve as President

 

Salem Hills, Ore., Jan. 3, 2025 —Willamette Valley Vineyards (NASDAQ: WVVI, WVVIP) is pleased to announce that the company has decided to commence a search to bring in additional top leadership into the winery organization by separating the roles of President and Chief Executive Officer (CEO).

 

“The wine market is changing rapidly and I believe we need the additional horsepower of a new CEO and more field sales staff,” said Jim Bernau, the company’s founder, President, and current CEO.

 

“I will not be stepping away from the company as I intend to remain as President and Chair of the Board of Directors once we hire a new CEO, but I believe having the leadership of the company held by two separate persons will help invigorate our brand with distributors, retailers and restaurants across the nation and help establish new markets across the world,” said Bernau.

 

The search for a CEO is part of Bernau’s succession plan, and it depends on future conditions and performance. The winery also intends to fill openings for key account leads to support the winery’s sales worldwide.

 

“After more than forty years at Willamette and at 71 years of age, I need to share the rigorous market travel required,” Bernau explained.

 

Since Bernau founded the winery in 1983, it has grown to over 260,000 cases in annual production and from 15 acres of vines in the Salem Hills of Oregon to over 1,000 acres of estate vineyards. The company employs over 350 dedicated craftspeople, wine professionals and hospitality staff, including over 40 managers who oversee 10 tasting room locations, sales, production and vineyard care. Willamette’s 10 tasting rooms are in Oregon, Southwest Washington and Folsom, California.

 

Bernau’s unique vision of organizing wine enthusiasts as owners resulted in the first “crowdfunding” in America in 1989, resulting years later in a fabric of state and federal laws allowing entrepreneurs to raise capital publicly from non-accredited investors. The winery now has over 26,000 wine enthusiast owners and 11,000 wine club members.

 

Interested parties in the CEO position may send resumes to Vice President of Human Resources Brittany Galego at brittany.galego@wvv.com. Photos for media use can be found here.

About Willamette Valley Vineyards

 

Founded in 1983 by President Jim Bernau with the dream of creating world-class Pinot Noir while serving as stewards of the land, Willamette Valley Vineyards has grown from a bold idea into one of the region’s leading wineries, earning the title “One of America’s Great Pinot Noir Producers” from Wine Enthusiast Magazine. In addition, all the vineyards have been certified sustainable through LIVE (Low Input Viticulture and Enology) and Salmon-Safe programs. With 1,000 acres under vine, Willamette farms its Estate winery in the Salem Hills, sparkling winery Domaine Willamette in the Dundee Hills, pioneering Tualatin Estate Vineyard near Forest Grove and Elton Vineyard in the Eola-Amity Hills. The winery has expanded recently to include 10 tasting rooms in Oregon, Washington and California – growth made possible by the stock ownership of many wine enthusiasts.

 

The preceding contains “forward looking statements” within the meaning of federal securities laws and is intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. “Forward looking statements” involve unknown risks and uncertainties which may cause the Company’s actual results in future periods to differ materially from forecasted results. These statements are based on the Company’s management’s estimates and assumptions with respect to future events. A discussion of factors that could cause actual results to vary is included in the Company’s Annual Report on Form 10-K and other periodic reports filed with the Securities and Exchange Commission.

v3.24.4

Cover	Jan. 03, 2025
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 03, 2025
Entity File Number	001-37610
Entity Registrant Name	WILLAMETTE VALLEY VINEYARDS INC
Entity Central Index Key	0000838875
Entity Tax Identification Number	93-0981021
Entity Incorporation, State or Country Code	OR
Entity Address, Address Line One	8800 Enchanted Way SE
Entity Address, City or Town	Turner
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97392
City Area Code	(503)
Local Phone Number	588-9463
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Title of 12(b) Security	Common Stock,
Trading Symbol	WVVI
Security Exchange Name	NASDAQ
Preferred Stock [Member]
Title of 12(b) Security	Series A Redeemable Preferred Stock
Trading Symbol	WVVIP
Security Exchange Name	NASDAQ

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