PENX / Penford Corp - Documents déposés auprès de la SEC, rapport annuel, procuration

Penford Corp
US ˙ NASDAQ
CE SYMBOLE N'EST PLUS ACTIF

Statistiques de base
CIK 739608
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Penford Corp
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
February 9, 2017 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 9, 2016 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd405.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

March 23, 2015 15-12G

Penford 15-12G

15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-11488 Penford Corporation (Exact name of registrant as specified in

March 12, 2015 SC 13D/A

PENX / Penford Corp / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Receiv

March 11, 2015 S-8 POS

Penford S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on March 11, 2015 Registration No.

March 11, 2015 S-8 POS

Penford S-8 POS

S-8 POS 1 d888995ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on March 11, 2015 Registration No. 333-92356 Registration No. 333-23433 Registration No. 033-58799 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PENFORD CORPORATION (Exact name of regist

March 11, 2015 S-8 POS

Penford S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on March 11, 2015 Registration No.

March 11, 2015 EX-3.2

AMENDED AND RESTATED BY-LAWS PENFORD CORPORATION As amended and restated effective March 11, 2015 ARTICLE I

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF PENFORD CORPORATION As amended and restated effective March 11, 2015 ARTICLE I SHAREHOLDERS Section 1. Annual Meeting. The annual meeting of the shareholders shall be held at such time as shall be specified in a resolution of the board of directors. Section 2. Special Meetings. Special meetings of the shareholders may be called by the president, b

March 11, 2015 S-8 POS

Penford S-8 POS

As filed with the Securities and Exchange Commission on March 11, 2015 Registration No.

March 11, 2015 EX-3.1

RESTATED ARTICLES OF INCORPORATION PENFORD CORPORATION

EX-3.1 Exhibit 3.1 RESTATED ARTICLES OF INCORPORATION OF PENFORD CORPORATION The following Restated Articles of Incorporation are executed by the undersigned, a Washington corporation: 1. The name of the corporation is Penford Corporation. 2. The text of the corporation?s Restated Articles of Incorporation is as follows: ARTICLE I NAME The name of the corporation (the ?Corporation?) is PENFORD COR

March 11, 2015 S-8 POS

Penford S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on March 11, 2015 Registration No.

March 11, 2015 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 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): March 11, 2015 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission

March 10, 2015 8-K

Other Events

Form 8-K 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): March 9, 2015 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commiss

March 2, 2015 8-K

Other Events

8-K 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): February 27, 2015 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissi

February 17, 2015 SC 13G/A

PENX / Penford Corp / Amici Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 10, 2015 SC 13G/A

PENX / Penford Corp / PRICE T ROWE ASSOCIATES INC /MD/ - PENX AS OF 12/31/2014 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11) PENFORD CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fil

February 5, 2015 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd254.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

January 30, 2015 EX-99.1

PENFORD STOCKHOLDERS APPROVE MERGER AGREEMENT WITH INGREDION

EX-99.1 Exhibit 99.1 Contact: Ellen G. Grinde Director of Investor Relations and Communications (630) 590-0707 [email protected] PENFORD STOCKHOLDERS APPROVE MERGER AGREEMENT WITH INGREDION CENTENNIAL, CO, January 29, 2015 – Penford Corporation (Nasdaq:PENX), a leader in ingredient systems for food and industrial markets, today announced that its shareholders voted to approve the previously announc

January 30, 2015 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K 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 29, 2015 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissio

January 22, 2015 SC 13D

PENX / Penford Corp / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Comm

January 21, 2015 8-K

Entry into a Material Definitive Agreement

8-K 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 21, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissio

January 21, 2015 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

January 9, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K 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 9, 2015 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commi

January 9, 2015 10-Q

Penford 10-Q (Quarterly Report)

10-Q 1 d826732d10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

January 9, 2015 EX-99.1

PENFORD REPORTS FIRST QUARTER FISCAL 2015 FINANCIAL RESULTS

EX-99.1 2 d849672dex991.htm EX-99.1 Exhibit 99.1 Contacts: Ellen G. Grinde Director, Investor Relations and Communications (630) 590-0707 [email protected] PENFORD REPORTS FIRST QUARTER FISCAL 2015 FINANCIAL RESULTS • Reported EPS improved to $0.16 from $0.04 a year ago. Excluding $0.10 per share of nonrecurring merger-related costs, EPS would have been $0.26. • Reported operating income rose to $4

December 29, 2014 DEFM14A

PENX / Penford Corp DEFM14A - - DEFM14A

DEFM14A 1 d834783ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the

December 19, 2014 10-K/A

Penford 10-K/A (Annual Report)

10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 12, 2014 PREM14A

PENX / Penford Corp PREM14A - - PREM14A

PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 14, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K 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): November 13, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Com

November 14, 2014 EX-99.1

PENFORD REPORTS FOURTH QUARTER AND FISCAL YEAR 2014 FINANCIALRESULTS

EX-99.1 Exhibit 99.1 Contacts: Ellen G. Grinde Director, Investor Relations and Communications (630) 590-0707 [email protected] PENFORD REPORTS FOURTH QUARTER AND FISCAL YEAR 2014 FINANCIALRESULTS • Fourth quarter diluted EPS improved to $0.23 from a loss in last year’s fourth quarter. • Full year diluted EPS increased to $0.60 from $0.32 in fiscal year 2013. • The Company’s Specialty Food and Bio-

November 13, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 13, 2014 EX-24

POWER OF ATTORNEY

EX-24 Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 13, 2014 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2014 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100% Penford Carolina LLC Delaware 100% Carolina Starches, LLC South Carolina 100%

Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2014 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100% Penford Carolina LLC Delaware 100% Carolina Starches, LLC South Carolina 100%

October 16, 2014 EX-3

VOTING AND SUPPORT AGREEMENT

Exhibit 3 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as October 14, 2014 (this “Agreement”), is entered into by and between Ingredion Incorporated, a Delaware corporation (“Parent”), SEACOR Holdings Inc.

October 16, 2014 SC 13D/A

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 4)* Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number of Class of Securities) Paul Robinson Senior Vice President, General Counsel and Corporate Secretary SEACOR Holdings Inc. P.O. Box 13038 2200 Eller D

October 15, 2014 EX-99.2

PENFORD ANNOUNCES MERGER AGREEMENT WITH INGREDION Penford to be acquired by Ingredion for $19.00 per share in all-cash transaction

EX-99.2 4 d804824dex992.htm EX-99.2 Exhibit 99.2 Contacts: Ellen Grinde Director of Investor Relations and Communications (630) 590-0707 [email protected] PENFORD ANNOUNCES MERGER AGREEMENT WITH INGREDION Penford to be acquired by Ingredion for $19.00 per share in all-cash transaction CENTENNIAL, CO, Oct. 15, 2014 – Penford Corporation (Nasdaq: PENX), a leader in ingredient systems for food and ind

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Pro

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - 8-K

8-K 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): October 14, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissio

October 15, 2014 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 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): October 14, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissio

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Pro

October 15, 2014 EX-99.2

PENFORD ANNOUNCES MERGER AGREEMENT WITH INGREDION Penford to be acquired by Ingredion for $19.00 per share in all-cash transaction

EX-99.2 Exhibit 99.2 Contacts: Ellen Grinde Director of Investor Relations and Communications (630) 590-0707 [email protected] PENFORD ANNOUNCES MERGER AGREEMENT WITH INGREDION Penford to be acquired by Ingredion for $19.00 per share in all-cash transaction CENTENNIAL, CO, Oct. 15, 2014 – Penford Corporation (Nasdaq: PENX), a leader in ingredient systems for food and industrial markets, today annou

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

October 15, 2014 EX-2.1

AGREEMENT AND PLAN OF MERGER INGREDION INCORPORATED PROSPECT SUB, INC. PENFORD CORPORATION Dated as of October 14, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Merger 1 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among INGREDION INCORPORATED PROSPECT SUB, INC. and PENFORD CORPORATION Dated as of October 14, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Merger 1 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section 1.4 Directors and Officers of the Surviving Corporation 2 ARTICLE II MERGER CONSIDERATION; CONVERSION OF STOCK 3 Section

October 15, 2014 EX-2.1

AGREEMENT AND PLAN OF MERGER INGREDION INCORPORATED PROSPECT SUB, INC. PENFORD CORPORATION Dated as of October 14, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Merger 1 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among INGREDION INCORPORATED PROSPECT SUB, INC. and PENFORD CORPORATION Dated as of October 14, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Merger 1 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section 1.4 Directors and Officers of the Surviving Corporation 2 ARTICLE II MERGER CONSIDERATION; CONVERSION OF STOCK 3 Section

October 15, 2014 EX-99.1

VOTING AND SUPPORT AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as October 14, 2014 (this “Agreement”), is entered into by and between Ingredion Incorporated, a Delaware corporation (“Parent”), SEACOR Holdings Inc. (the “Shareholder”) and, solely with respect to the last sentence of Section 1.1, Penford Corporation, a Washington corporation (the “Company”). W I T N E S S

October 15, 2014 EX-99.1

VOTING AND SUPPORT AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as October 14, 2014 (this “Agreement”), is entered into by and between Ingredion Incorporated, a Delaware corporation (“Parent”), SEACOR Holdings Inc. (the “Shareholder”) and, solely with respect to the last sentence of Section 1.1, Penford Corporation, a Washington corporation (the “Company”). W I T N E S S

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A 1 d805359ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A 1 d805367ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule

October 15, 2014 DEFA14A

PENX / Penford Corp DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Pro

August 20, 2014 SC 13D/A

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 3)* Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number of Class of Securities) Paul Robinson Senior Vice President, General Counsel and Corporate Secretary SEACOR Holdings Inc. P.O. Box 13038 2200 Eller D

August 20, 2014 DFAN14A

CKH / SEACOR Holdings, Inc. DFAN14A - - DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant o Filed by a Party other than the Registrant ☒ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

August 4, 2014 EX-10.1

CREDIT AGREEMENT DATED AS OF AUGUST 1, 2014 PENFORD CORPORATION, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND,” NEW YORK BRANCH, a

EX-10.1 Execution Version Exhibit 10.1 CREDIT AGREEMENT DATED AS OF AUGUST 1, 2014 AMONG PENFORD CORPORATION, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND,” NEW YORK BRANCH, as Administrative Agent, AND KEYBANK NATIONAL ASSOCIATION, as Syndication Agent AND JPMORGAN CHASE BANK, N

August 4, 2014 EX-10.2

DELAYED DRAW TERM LOAN CREDIT AGREEMENT DATED AS OF AUGUST 1, 2014 PENFORD CORPORATION, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLA

EX-10.2 3 d768637dex102.htm EX-10.2 Exhibit 10.2 Execution Version DELAYED DRAW TERM LOAN CREDIT AGREEMENT DATED AS OF AUGUST 1, 2014 AMONG PENFORD CORPORATION, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, AND COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND,” NEW YORK BRANCH, as Administrative Agent, COÖPERATIEVE CENTRALE RAIF

August 4, 2014 EX-99.1

Penford Secures New $170 Million Credit Facilities A Platform for Accelerated Specialty and High Value Products Growth

EX-99.1 Exhibit 99.1 Contact: Ellen Grinde Director of Investor Relations and Communications (630) 590-0707 [email protected] Penford Secures New $170 Million Credit Facilities A Platform for Accelerated Specialty and High Value Products Growth CENTENNIAL, CO, Aug. 4, 2014 – Penford Corporation (Nasdaq: PENX) closed on new $170 million credit facilities on August 1, 2014, replacing the Company’s pr

August 4, 2014 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): August 1, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission File

July 16, 2014 SC 13D/A

PENX / Penford Corp / Zell Credit Opportunities Side Fund, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* PENFORD CORPORATION (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 707051108 (CUSIP Number) Jonathan D Wasserman, Esq. Equity Group Investments 2 North Riverside Plaza, Suite 600 Chicago, Illinois 60606 3

July 11, 2014 SC 13D/A

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 2)* Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number of Class of Securities) Paul Robinson Senior Vice President, General Counsel and Corporate Secretary SEACOR Holdings Inc. P.O. Box 13038 2200 Eller D

July 8, 2014 EX-99.1

PENFORD REPORTS THIRD QUARTER FISCAL YEAR 2014 FINANCIAL RESULTS

EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Sr. Vice President and CFO (303) 649-1900 [email protected] PENFORD REPORTS THIRD QUARTER FISCAL YEAR 2014 FINANCIAL RESULTS CENTENNIAL, CO, July 7, 2014 – Penford Corporation (Nasdaq: PENX), a leader in ingredient systems for food and industrial markets, today reported third quarter and year-to-date fiscal year 2014 results. The Company reported ne

July 8, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d756753d8k.htm FORM 8-K 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): July 7, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of inc

July 8, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d730372d10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED May 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

April 9, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED February 28, 2014 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No

April 9, 2014 EX-99.1

PENFORD REPORTS SECOND QUARTER FISCAL YEAR 2014 FINANCIAL RESULTS

EX-99.1 2 d710272dex991.htm EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Sr. Vice President and CFO (303) 649-1900 [email protected] PENFORD REPORTS SECOND QUARTER FISCAL YEAR 2014 FINANCIAL RESULTS • Second quarter operating income rose 15% to $2.9 million from last year’s second quarter. • Second quarter gross margin increased 11% to $12.2 million. • Food Ingredients quarterly sales rose 14%

April 9, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K 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): April 9, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission F

March 25, 2014 EX-99.1

PENFORD COMPLETES ACQUISITION OF GUM TECHNOLOGY CORPORATION Acquisition contributes to accelerated specialty business growth

EX-99.1 Exhibit 99.1 For Immediate Release Contact: Steven O. Cordier Senior Vice President and Chief Financial Officer (303) 649-1900 [email protected] PENFORD COMPLETES ACQUISITION OF GUM TECHNOLOGY CORPORATION Acquisition contributes to accelerated specialty business growth CENTENNIAL, CO , March 25, 2014 - Penford Corporation (NASDAQ: PENX) a leader in ingredient systems for food and industria

March 25, 2014 8-K/A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K/A

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorp

March 25, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

8-K 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): March 21, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission

March 25, 2014 EX-10.1

PENFORD CORPORATION FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

EX-10.1 2 d698850dex101.htm EX-10.1 Exhibit 10.1 PENFORD CORPORATION FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT This First Amendment to Fourth Amended and Restated Credit Agreement (herein, the “Amendment”) is dated March 21, 2014, by and among PENFORD CORPORATION, a Washington corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time

March 7, 2014 EX-99.1

PENFORD ANNOUNCES AGREEMENT TO ACQUIRE GUM TECHNOLOGY CORPORATION Complementary product lines are expected to accelerate growth of specialty products

EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO (303) 649-1900 [email protected] PENFORD ANNOUNCES AGREEMENT TO ACQUIRE GUM TECHNOLOGY CORPORATION Complementary product lines are expected to accelerate growth of specialty products CENTENNIAL, CO, March 5, 2014 – Penford Corporation (NASDAQ: PENX), a leader in ingredient systems for food and industrial applications, a

March 7, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

Form 8-K 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): March 4, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commiss

February 14, 2014 SC 13G/A

PENX / Penford Corp / Amici Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 10, 2014 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 10, 2014 SC 13G/A

PENX / Penford Corp / PRICE T ROWE ASSOCIATES INC /MD/ - PENX AS OF 12/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* PENFORD CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fi

February 3, 2014 8-K

Submission of Matters to a Vote of Security Holders - 8-K

8-K 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 30, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissio

January 9, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K 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 9, 2014 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission

January 9, 2014 EX-99.1

PENFORD REPORTS FIRST QUARTER 2014 FINANCIAL RESULTS

EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Sr. Vice President and CFO (303) 649-1900 [email protected] PENFORD REPORTS FIRST QUARTER 2014 FINANCIAL RESULTS • Quarterly results improved sequentially in both divisions from the fourth quarter. • Food Ingredients Division achieved record quarterly sales and operating income. • 40% decline in corn prices reduced Industrial results compared to pri

January 9, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED November 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

December 20, 2013 DEF 14A

- DEF 14A

DEF 14A 1 d637499ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as

November 14, 2013 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2013 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100% Penford Carolina LLC Delaware 100% Carolina Starches, LLC South Carolina 100% Penford Holding

Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2013 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100% Penford Carolina LLC Delaware 100% Carolina Starches, LLC South Carolina 100% Penford Holdings Pty. Limited New South Wales, Australia 100% Penford Australia Limited New South Wales, Australia 100%

November 14, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2013 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488

November 14, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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): November 14, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Com

November 14, 2013 EX-24

POWER OF ATTORNEY

EX-24 Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 14, 2013 EX-99.1

# # # CHARTS TO FOLLOW

EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Sr. Vice President and CFO (303) 649-1900 [email protected] PENFORD REPORTS FISCAL YEAR AND FOURTH QUARTER 2013 FINANCIAL RESULTS • The Company posted annual net income of $4.0 million for fiscal year 2013. • Consolidated operating cash flow improved $22.1 million over last year. • Full year sales increased 8% over last year to $467 million. • Annua

August 29, 2013 SC 13D/A

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 1)* Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number of Class of Securities) Paul Robinson Senior Vice President, General Counsel and Corporate Secretary SEACOR Holdings Inc. P.O. Box 13038 2200 Eller D

August 29, 2013 EX-99.1

EVAN BEHRENS ELECTED TO PENFORD BOARD OF DIRECTORS

EX-99.1 EXHIBIT 99.1 Contact: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] EVAN BEHRENS ELECTED TO PENFORD BOARD OF DIRECTORS Centennial, CO; August 28, 2013 Penford Corporation (NASDAQ:PENX), a leader in specialty ingredients systems for food and industrial applications, announced today that Evan Behrens has been elected to the Company’s

August 29, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K 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): August 28, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commi

July 10, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 9, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission File N

July 10, 2013 EX-99.1

PENFORD REPORTS THIRD QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS

EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Sr. Vice President and CFO (303) 649-1900 [email protected] PENFORD REPORTS THIRD QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS • Net earnings improved to $0.16 per diluted share from a loss of $0.44 last year. • Third quarter revenue increased 9% to $121.7 million from last year. • Operating income expanded by 20% to $4.3 million. CENTENNIAL, CO, July

July 9, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED May 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-11488

July 8, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED February 28, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co

July 8, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED November 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co

July 8, 2013 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

July 3, 2013 SC 13D

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. )* Under the Securities Exchange Act of 1934 Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number of Class of Securities) Paul L. Robinson Senior Vice President, General Counsel and Corporate Secretary SEACOR Holdings Inc. P.O. Box 13038 2200 Eller

June 19, 2013 8-K

- FORM 8-K

Form 8-K 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): June 13, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commiss

June 3, 2013 CORRESP

-

CORRESP PENFORD CORPORATION 7094 S. Revere Parkway Centennial, Colorado 80112 June 3, 2013 Mr. Karl Hiller Branch Chief United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 Re: Penford Corporation Form 10-K for the Fiscal Year Ended August 31, 2012 Filed November 8, 2012 Response Letter dated March 29, 2013 File No. 0-11488

April 5, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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): April 5, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commiss

April 5, 2013 EX-99.1

PENFORD REPORTS SECOND QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS

EX-99.1 Exhibit 99.1 Contacts: Michael J. Friesema Vice President – Corporate Development (303) 649-1900 [email protected] PENFORD REPORTS SECOND QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS • Net earnings improved to $0.10 per diluted share from a loss of $0.03 last year. • Second quarter sales increased 3.3% to $89.0 million from last year. • Operating income expanded by more than 50% to $2.5 mil

April 5, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED February 28, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

March 29, 2013 CORRESP

-

CORRESP PENFORD CORPORATION 7094 S. Revere Parkway Centennial, Colorado 80112 March 29, 2013 Mr. Karl Hiller Branch Chief United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 Re: Penford Corporation Form 10-K for the Fiscal Year Ended August 31, 2012 Filed November 8, 2012 File No. 0-11488 Dear Mr. Hiller: This letter sets

February 14, 2013 SC 13G/A

PENX / Penford Corp / Amici Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 11, 2013 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 8, 2013 SC 13G/A

PENX / Penford Corp / PRICE T ROWE ASSOCIATES INC /MD/ - PENX AS OF 12/31/12 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9)* PENFORD CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fil

February 7, 2013 SC 13G

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Penford Corporation Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) February 7, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: o

February 4, 2013 8-K

Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K 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 31, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Comm

January 9, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

FORM 8-K 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 9, 2013 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commi

January 9, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED November 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

January 9, 2013 EX-99.1

PENFORD REPORTS FIRST QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS

EX-99.1 2 d464619dex991.htm PRESS RELEASE Exhibit 99.1 Contacts: Michael J. Friesema Vice President – Corporate Development (303) 649-1900 [email protected] PENFORD REPORTS FIRST QUARTER FISCAL YEAR 2013 FINANCIAL RESULTS • Net income nearly triples to $1.7 million, or $0.14 per diluted share, from $0.6 million or $0.05 per diluted share, last year. • Revenue increased 4.5% to $94.9 million, with

December 21, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 6, 2012 EX-99

JOINT FILING AGREEMENT

Exhibit 4 JOINT FILING AGREEMENT The undersigned agree that the statement on Schedule 13D/A with respect to the Common Stock, par value $1.

December 6, 2012 SC 13D/A

PENX / Penford Corp / Zell Credit Opportunities Master Fund, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 v787299sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* PENFORD CORPORATION (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 707051108 (CUSIP Number) Jonathan D. Wasserman Equity Group Investments 2 North Riverside Plaza, Suite 600 Chicago, Illino

November 9, 2012 EX-99.1

PENFORD REPORTS FISCAL YEAR 2012 AND FOURTH QUARTER FINANCIAL RESULTS

Press release Exhibit 99.1 Contacts: Michael J. Friesema Vice President – Corporate Development (303) 649-1900 [email protected] PENFORD REPORTS FISCAL YEAR 2012 AND FOURTH QUARTER FINANCIAL RESULTS • Full year sales increased 15% to $361 million from last year. • Fiscal 2012 operating income more than doubled to $10.1 million. • Fourth quarter revenue expanded 9% from year ago. • Consolidated fo

November 9, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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): November 8, 2012 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Comm

November 8, 2012 EX-24

POWER OF ATTORNEY

Power of Attorney EXHIBIT 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 8, 2012 EX-3.2

AMENDED AND RESTATED PENFORD CORPORATION A Washington Corporation As Amended as of April 6, 2010 ARTICLE I CAPITAL STOCK

EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF PENFORD CORPORATION A Washington Corporation As Amended as of April 6, 2010 ARTICLE I CAPITAL STOCK 1.1 Stock Certificates Stock certificates of the Corporation shall be in such form as the Board of Directors may from time to time prescribe. Every stock certificate shall be signed by the Chief Executive Officer and the Corporate Secretary of the Corporati

November 8, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488 Penf

November 8, 2012 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2012 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100% Penford Carolina LLC Delaware 100% Carolina Starches, LLC South Carolina 100% Penford Holding

Subsidiaries of the Registrant EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2012 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co.

July 19, 2012 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2011 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

July 19, 2012 EX-99.2

PENFORD CORPORATION STOCK OPTION AGREEMENT

Form of Stock Option Agreement Exhibit 99.2 PENFORD CORPORATION STOCK OPTION AGREEMENT This Stock Option Agreement is made and entered into as of January 11, 2012, by and between Penford Corporation (the “Company”) and [name of employee] (“Holder”). This Stock Option Agreement has been executed and delivered by the parties pursuant to that certain Amended and Restated Business Sale and Membership

July 19, 2012 S-8

- FORM S-8

Form S-8 Registration No. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PENFORD CORPORATION (Exact name of Registrant as specified in its charter) Washington 91-1221360 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7094 South Revere Parkway Centennial, Colorado 80112-3

July 11, 2012 EX-99.1

PENFORD REPORTS THIRD QUARTER FISCAL 2012 FINANCIAL RESULTS

Press Release Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] PENFORD REPORTS THIRD QUARTER FISCAL 2012 FINANCIAL RESULTS • Consolidated revenues for the third quarter increased 9% to $92.9 million. • Gross margin up 10% to $11.5 million and Operating Income rose 43% to $3.5 million. • Company enters into a new Amended

July 11, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, Other Events - FORM 8-K

Form 8-K 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): July 9, 2012 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commissi

July 11, 2012 EX-10.1

FOURTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JULY 9, 2012 PENFORD CORPORATION THE GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO, BANK OF MONTREAL, as Administrative Agent COÖPERATIEVE CENTRALE R

Exhibit 10.1 FOURTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JULY 9, 2012 AMONG PENFORD CORPORATION THE GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO, BANK OF MONTREAL, as Administrative Agent AND COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND,” NEW YORK BRANCH, as Syndication Agent KEYBANK NATIONAL ASSOCIATION and JPM

July 10, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED May 31, 2012 FOR THE QUARTERLY PERIOD ENDED May 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to C

May 10, 2012 SC 13D/A

PENX / Penford Corp / Zell Credit Opportunities Master Fund, L.P. - SCHEDULE 13-D/A Activist Investment

SC 13D/A 1 d351127dsc13da.htm SCHEDULE 13-D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* PENFORD CORPORATION (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 707051108 (CUSIP Number) Jonathan D. Wasserman Equity Group Investments 2 North Riverside Plaza, Suite 600 Chi

April 17, 2012 SC 13D/A

PENX / Penford Corp / Zell Credit Opportunities Master Fund, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d336370dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* PENFORD CORPORATION (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 707051108 (CUSIP Number) Jonathan D. Wasserman Equity Group Investments 2 North Riverside Plaza, Suite 600 Chicago, I

April 10, 2012 EX-99.1

PENFORD REPORTS SECOND QUARTER FISCAL 2012 FINANCIAL RESULTS

EX-99.1 2 d333710dex991.htm PRESS RELEASE Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] PENFORD REPORTS SECOND QUARTER FISCAL 2012 FINANCIAL RESULTS • Consolidated revenues for the second quarter up 16% from the prior year. • Gross margin expands 37% from last year to $9.4 million. • Acquisition of Carolina Starches f

April 10, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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): April 9, 2012 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commiss

April 9, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED February 29, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

February 14, 2012 SC 13G/A

PENX / Penford Corp / SEACOR HOLDINGS INC /NEW/ - AMENDMENT NO.1 Passive Investment

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . . 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Penford Corporation Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) February 14, 2012 (Date of Event Which

February 14, 2012 SC 13G/A

PENX / Penford Corp / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 9, 2012 SC 13G/A

PENX / Penford Corp / PRICE T ROWE ASSOCIATES INC /MD/ - PENX AS OF 12/31/11 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* PENFORD CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fil

February 6, 2012 SC 13G/A

PENX / Penford Corp / Amici Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 30, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K 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 26, 2012 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Comm

January 12, 2012 8-K/A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K AMENDMENT

Form 8-K Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 12, 2012 EX-10.1

AMENDED AND RESTATED BUSINESS SALE AND MEMBERSHIP INTEREST PURCHASE AGREEMENT PENFORD CAROLINA, LLC R. BENTLEY CHEATHAM, DWIGHT L. CARLSON, AND STEVEN P. BROWER KEYSTONE STARCHES, LLC, 7675 SOUTH RAIL ROAD, LLC AND 1 FREAS AVENUE, LLC January 11, 201

Amended and Restated Business Sale and Membership Interest Purchase Agreement Exhibit 10.

January 12, 2012 EX-99.1

Penford Completes Acquisition of Carolina Starches

Press Release Exhibit 99.1 For Immediate Release Penford Completes Acquisition of Carolina Starches Centennial, CO, January 12, 2012 - Penford Corporation (NASDAQ: PENX) announced that on January 11, 2012, it completed the acquisition of the businesses operated by Carolina Starches, LLC and a related entity, Keystone Starches, LLC. These businesses are generally known as Carolina Starches. Carolin

January 9, 2012 EX-99.1

# # # CHARTS TO FOLLOW

Press Release Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports First Quarter Fiscal 2012 Financial Results Company posts record $90.7 million revenue for the quarter, up 26% from the prior year. Gross margin expands 28% from last year to $11.8 million. Operating income improves 47% from a year ago to $4.4

January 9, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K 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 9, 2012 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commi

January 9, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

December 21, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defi

November 15, 2011 S-8 POS

As filed with the Securities and Exchange Commission on November 15, 2011

As filed with the Securities and Exchange Commission on November 15, 2011 Registration No.

November 15, 2011 S-8 POS

As filed with the Securities and Exchange Commission on November 15, 2011

As filed with the Securities and Exchange Commission on November 15, 2011 Registration No.

November 15, 2011 S-8 POS

As filed with the Securities and Exchange Commission on November 15, 2011

As filed with the Securities and Exchange Commission on November 15, 2011 Registration No.

November 10, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 10, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 8, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission Fi

November 10, 2011 EX-10.1

BUSINESS SALE AND MEMBERSHIP INTEREST PURCHASE AGREEMENT PENFORD CAROLINA, LLC R. BENTLEY CHEATHAM, DWIGHT L. CARLSON, AND STEVEN P. BROWER KEYSTONE STARCHES, LLC, 7675 SOUTH RAIL ROAD, LLC AND 1 FREAS AVENUE, LLC November 9, 2011 TABLE OF CONTENTS §

Exhibit 10.1 BUSINESS SALE AND MEMBERSHIP INTEREST PURCHASE AGREEMENT AMONG PENFORD CAROLINA, LLC AND R. BENTLEY CHEATHAM, DWIGHT L. CARLSON, AND STEVEN P. BROWER AND KEYSTONE STARCHES, LLC, 7675 SOUTH RAIL ROAD, LLC AND 1 FREAS AVENUE, LLC November 9, 2011 TABLE OF CONTENTS §1. Definitions 5 §2. Purchase and Sale of Target Membership Interests 10 (a) Basic Transaction 10 (b) Purchase Price 10 (c)

November 10, 2011 EX-99.1

# # #

Exhibit 99.1 For Immediate Release Penford Corporation announces agreement to acquire Carolina Starches Centennial, Colo., November 10, 2011 – Penford Corporation (NASDAQ: PENX), announced today that it has entered into an agreement to acquire Carolina Starches. Penford will purchase the company interests and certain assets of the businesses currently operated by Carolina Starches, LLC and Keyston

November 10, 2011 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2011 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New

Subsidiaries of the Registrant Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2011 Name Incorporation Percent Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New South Wales, Australia 100 % Penford Export Corporation U.S. Virgin Islands 100 %

November 10, 2011 EX-99.2

# # # CHARTS TO FOLLOW

Exhibit 99.2 Contacts: Steven O. Cordier Senior Vice President and CFO 303-649-1900 [email protected] Penford Reports Fourth Quarter and Annual Fiscal 2011 Financial Results Consolidated annual sales increased 24% to a record $315 million. Fiscal 2011 gross margin rose by $10.4 million and operating income improved $9.3 million from a year ago. Penford executes a definitive agreement to purch

November 10, 2011 EX-24

POWER OF ATTORNEY

Power of Attorney Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

July 7, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d83346e10vq.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED May 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

July 7, 2011 EX-99.1

(In thousands) Q3 FY11 Q2 FY11 Q1 FY11 Q4 FY10 Q3 FY10 Industrial Ingredients: Sales $ 61,596 $ 56,591 $ 53,930 $ 45,633 $ 42,010 Gross margin 2,609 1,458 2,904 (1,907 ) (3,847 ) Operating income (loss) (734 ) (1,103 ) 142 (5,098 ) (6,847 ) Depreciat

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Third Quarter Fiscal 2011 Financial Results Consolidated revenue expanded 38%; both divisions report record quarterly revenue. Food Ingredient business reports all-time high for quarterly sales and operating income. Expanding cash from operations provides a

July 7, 2011 8-K

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 7, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number) 91-1

July 7, 2011 EX-99.2

To: Directors and Executive Officers of Penford Corporation From: Christopher L. Lawlor Date: July 7, 2011 Re: Notice of Blackout Period

Exhibit 99.2 To: Directors and Executive Officers of Penford Corporation From: Christopher L. Lawlor Date: July 7, 2011 Re: Notice of Blackout Period The recordkeeper and certain investment alternatives for the Penford Corporation Savings and Stock Ownership Plan (“Plan”) are being changed. In order to facilitate this change, there will be a period during which Plan participants and beneficiaries

May 2, 2011 8-K

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): April 27, 2011 Penford Corporatio

e8vk 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): April 27, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Numbe

April 7, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED February 28, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

April 7, 2011 EX-99.1

Penford Corporation — Financial Highlights (In thousands except per share data) Q2 FY11 Q1 FY11 4Q FY10 3Q FY10 Q2 FY10 Industrial Ingredients: Sales $ 56,591 $ 53,930 $ 45,633 $ 42,010 $ 46,065 Gross margin 1,458 2,904 (1,907 ) (3,847 ) 1,229 Operat

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Second Quarter Fiscal 2011 Financial Results Revenue expanded 19% on higher average selling prices and volume increases in both segments. Operating income of $0.5 million improved $1.6 million from the prior year period. Demand for the Company’s value added

April 7, 2011 8-K

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): April 7, 2011 Penford Corporation

e8vk 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): April 7, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission

February 18, 2011 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K

e11vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488 A.

February 14, 2011 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)*

OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 11, 2011 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) Decem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

January 21, 2011 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 d79150e8vk.htm FORM 8-K 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 20, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (C

January 7, 2011 8-K

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 6, 2011 Penford Corporati

e8vk 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 6, 2011 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Numb

January 7, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 7, 2011 EX-99.1

Penford Corporation — Financial Highlights (In thousands except per share data) Q1 FY11 Q1 FY10 4Q FY10 Industrial Ingredients: Sales $ 53,930 $ 50,308 $ 45,633 Gross margin 2,904 4,986 (1,907 ) Operating income (loss) 142 2,154 (5,098 ) Food Ingredi

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports First Quarter Fiscal 2011 Financial Results Revenue increased 7% over prior year. Food and Industrial segments post record 1st quarter sales. Higher ethanol returns and cost improvements contribute to consolidated results. Operating income improved $5.8 mil

December 17, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

def14a Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 12, 2010 EX-99.1

(In thousands except per share data) 4Q FY10 4Q FY09 FY10 FY09 Industrial Ingredients: Sales $ 45,633 $ 52,698 $ 184,016 $ 186,526 Gross margin (1,907 ) 3,512 461 (9,327 ) Operating income (loss) (5,098 ) 745 (11,512 ) (11,154) (1) Food Ingredients:

EX-99.1 2 d77705exv99w1.htm EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Fourth Quarter and Fiscal 2010 Financial Results Lower industrial starch prices penalized 2nd half fiscal 2010 result. Higher volumes and lower costs improved annual consolidated results. Cash from operations increased by

November 12, 2010 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2010 o TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488 Penf

November 12, 2010 EX-10.4

FORM OF SECOND AMENDMENT TO CHANGE IN CONTROL AGREEMENT

Exhibit 10.4 FORM OF SECOND AMENDMENT TO CHANGE IN CONTROL AGREEMENT This Second Amendment to the Change in Control Agreement (the “Agreement”) dated as of between Penford Corporation, a Washington corporation (the “Corporation”) and (the “Executive”) is made as of November 11, 2010. RECITALS A. The Corporation and Executive intend that changes in the provision of incentives should not significant

November 12, 2010 EX-24

POWER OF ATTORNEY

exv24 Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 12, 2010 8-K

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): November 12, 2010 Penford Corpora

e8vk 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): November 12, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Nu

November 12, 2010 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2010 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New

exv21 Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2010 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New South Wales, Australia 100 % Penford Export Corporation U.S. Virgin Islands 100 %

October 13, 2010 SC 13G

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . . 10.4 SCHEDULE 13G Under the Securities Exchange Act of 19

SC 13G 1 mm10-1310pensc13g.htm OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . . 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Penford Corporation (Name of Issuer) Common Stock, Par Value $1.00 Per Share (Title of Class of Se

July 8, 2010 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected]

exv99w1 Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Financial Results Food Ingredients business reports record sales and operating profits for the quarter. Consolidated gross margin improved and operating loss declined. Debt was reduced $35 million during first 9 months of FY’10. CENTENNIAL, Co., Jul

July 8, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED May 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-11488

July 8, 2010 8-K

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): July 8, 2010 Penford Corporation

e8vk 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): July 8, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number)

May 21, 2010 S-3

As filed with the Securities and Exchange Commission on May 21, 2010

Table of Contents As filed with the Securities and Exchange Commission on May 21, 2010 Registration No.

May 4, 2010 EX-16.1

May 4, 2010

exv16w1 EXHIBIT 16.1 May 4, 2010 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated May 4, 2010, of Penford Corporation and are in agreement with the statements contained in the third and fourth paragraphs on page 2 therein. We have no basis to agree or disagree with other statements of the registrant contained

May 4, 2010 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): April 28, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number) 91

April 19, 2010 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PENFORD CORPORATION (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) (CUSIP

SC 13D 1 penford13dv3a.htm PENFORD SCHEDULE 13D APRIL 19, 2010 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PENFORD CORPORATION - (Name of Issuer) Common Stock, $1.00 par value - (Title of Class of Securities) 707051108 - (CUSIP Number) Jonathan D. Wasserman Equity Group Investments, L.L.C. 2 North

April 15, 2010 CORRESP

PENFORD CORPORATION 7094 S. Revere Parkway Centennial, CO 80112-3932 April 14, 2010

corresp PENFORD CORPORATION 7094 S. Revere Parkway Centennial, CO 80112-3932 April 14, 2010 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 4628 Washington, D.C. 20549-4631 Re: Penford Corporation Form 10-K for the Fiscal Year Ended August 31, 2009 Filed November 13, 2009 Form 10-Q for the Fiscal Qua

April 9, 2010 EX-10.2

INVESTOR RIGHTS AGREEMENT

Exhibit 10.2 INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (this “Agreement”) is made and entered into as of April 7, 2010, by and between Penford Corporation, a Washington corporation (the “Company”), and Zell Credit Opportunities Master Fund, L.P. (the “Investor”). This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof between the Company and

April 9, 2010 EX-3.1

ARTICLES OF AMENDMENT OF PENFORD CORPORATION (Series A 15.0% Cumulative Non-Voting Non-Convertible Preferred Stock)

Exhibit 3.1 ARTICLES OF AMENDMENT OF PENFORD CORPORATION (Series A 15.0% Cumulative Non-Voting Non-Convertible Preferred Stock) Pursuant to the provisions of Chapter 23B.10 and Section 23B.06.020 of the Revised Code of Washington, the undersigned officer of Penford Corporation (the “Corporation”), a corporation organized and existing under the laws of the State of Washington, does hereby submit fo

April 9, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 9, 2010 EX-99.1

Quarter Ended (In thousands except per share data) 2/28/10 2/28/09 % Change Industrial Ingredients: Sales $ 46,065 $ 47,315 (3 )% Gross margin 1,229 (7,410 ) NA Operating loss (1,721 ) (6,651 ) (1) 74 % Food Ingredients: Sales $ 16,228 $ 16,623 (2 )%

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Financial Results and Recapitalization Second quarter results improved from prior year on lower costs and higher capacity utilization rates. Australian asset sale proceeds and internal cash flows were applied to $39 million debt reduction in FY’10. $40 mill

April 9, 2010 EX-10.1

SECURITIES PURCHASE AGREEMENT BY AND BETWEEN PENFORD CORPORATION ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P. APRIL 7, 2010

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT BY AND BETWEEN PENFORD CORPORATION AND ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P. DATED APRIL 7, 2010 TABLE OF CONTENTS Page Article I. DEFINITIONS 1 1.1 Definitions 1 Article II. PURCHASE AND SALE 5 2.1 Closing 5 2.2 Closing Deliveries 5 2.3 Closing Conditions 6 Article III. REPRESENTATIONS AND WARRANTIES 8 3.1 Representations and Warranties of the Comp

April 9, 2010 EX-3.2

ARTICLES OF AMENDMENT OF PENFORD CORPORATION (Series B Voting Convertible Preferred Stock)

Exhibit 3.2 ARTICLES OF AMENDMENT OF PENFORD CORPORATION (Series B Voting Convertible Preferred Stock) Pursuant to the provisions of Chapter 23B.10 and Section 23B.06.020 of the Revised Code of Washington, the undersigned officer of Penford Corporation (the “Corporation”), a corporation organized and existing under the laws of the State of Washington, does hereby submit for filing these Articles o

April 9, 2010 EX-10.4

Third Amended and Restated Credit Agreement Dated as of April 7, 2010 Penford Corporation The Guarantors from time to time parties hereto, the Lenders from time to time parties hereto, Bank of Montreal, as Administrative Agent Bank of America Nationa

Exhibit 10.4 Third Amended and Restated Credit Agreement Dated as of April 7, 2010 among Penford Corporation The Guarantors from time to time parties hereto, the Lenders from time to time parties hereto, Bank of Montreal, as Administrative Agent and Bank of America National Association, as Syndication Agent BMO Capital Markets as Sole Lead Arranger and Sole Book Runner Table of Contents Section He

April 9, 2010 EX-3.3

AMENDMENT TO BYLAWS OF PENFORD CORPORATION

Exhibit 3.3 AMENDMENT TO BYLAWS OF PENFORD CORPORATION Section 1.1 of Penford Corporation’s Amended and Restated Bylaws is amended and restated in its entirety by the following: “1.1 Stock Certificates Stock certificates of the Corporation shall be in such form as the Board of Directors may from time to time prescribe. Every stock certificate shall be signed by the Chief Executive Officer and the

April 9, 2010 EX-10.3

ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P. TWO NORTH RIVERSIDE PLAZA, SUITE 600 CHICAGO, ILLINOIS 60606 April 7, 2010

Exhibit 10.3 ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P. TWO NORTH RIVERSIDE PLAZA, SUITE 600 CHICAGO, ILLINOIS 60606 April 7, 2010 Penford Corporation 7094 S. Revere Parkway Centennial, Colorado 80112 Attention: Thomas D. Malkoski Dear Mr. Malkoski: As you know, the Board of Directors of Penford Corporation, a Washington corporation (the “Company”), has agreed to issue to Zell Credit Opportunitie

April 9, 2010 8-K

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): April 6, 2010 Penford Corporation

e8vk 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): April 6, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IRS

March 12, 2010 CORRESP

PENFORD CORPORATION 7094 S. Revere Parkway Centennial, CO 80112-3932 March 12, 2010

corresp PENFORD CORPORATION 7094 S. Revere Parkway Centennial, CO 80112-3932 March 12, 2010 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 4631 Washington, D.C. 20549-4631 Re: Penford Corporation Form 10-K for the Fiscal Year Ended August 31, 2009 Filed November 13, 2009 Definitive Proxy Statement o

March 8, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): March 4, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number) 91-

March 8, 2010 EX-99.1

ED RYAN ELECTED TO PENFORD BOARD OF DIRECTORS

Exhibit 99.1 Contact: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] ED RYAN ELECTED TO PENFORD BOARD OF DIRECTORS Centennial, CO; March 5, 2010—Penford Corporation (Nasdaq:PENX), a leader in specialty ingredients systems for food and industrial applications, announced today that Edward F. Ryan has been elected to the Company’s Board of Dire

February 26, 2010 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K

e11vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488 A.

February 16, 2010 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No._1_)*

SC 13G/A 1 d107245613g-a.htm OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31

February 16, 2010 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)*

SC 13G/A 1 d106845113g-a.htm OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 3

February 8, 2010 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) Decem

SC 13G/A 1 rrd320.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2009 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

January 8, 2010 EX-10.16

FORM OF 2006 LONG-TERM INCENTIVE PLAN PERFORMANCE BASED CASH AWARD AGREEMENT

EXHIBIT 10.16 FORM OF 2006 LONG-TERM INCENTIVE PLAN PERFORMANCE BASED CASH AWARD AGREEMENT Penford Corporation (the “Company”), on [date] (the “Grant Date”), granted to you the opportunity to earn an Award pursuant to the terms of the Company’s 2006 Long-Term Incentive Plan (the “Plan”). The Award is subject to all the terms and conditions set forth in this Award Agreement (the “Award Agreement”)

January 8, 2010 EX-99.1

Penford Corporation — Financial Highlights Quarter Ended (In thousands except per share data) 11/30/09 11/30/08 % Change Industrial Ingredients: Sales $ 50,308 $ 41,841 20 % Gross margin 4,986 128 — Operating income (1) 2,154 1,799 20 % Food Ingredie

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports First Quarter Fiscal 2010 Financial Results Sales growth of 12.6% and lower unit costs drive improved consolidated results. Divestitures completed for Australian operating assets and the New Zealand business. Cash proceeds used to reduce debt. $20.8 million

January 8, 2010 8-K

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 8, 2010 Penford Corporati

e8vk 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 8, 2010 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IR

January 8, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-

December 21, 2009 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 d70370def14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as pe

November 13, 2009 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2009 o TRANSITION REPORT PURSUANT

e10vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 13, 2009 8-K

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): November 13, 2009 Penford Corpora

e8vk 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): November 13, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Nu

November 13, 2009 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected]

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Fourth Quarter and Annual Fiscal 2009 Financial Results Food Ingredients business posts record quarterly sales and operating income. Industrial business conditions have moderated. Business performance improved in the quarter. The segment reported $0.7 milli

November 13, 2009 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2009 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New

exv21 Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2009 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New South Wales, Australia 100 % Penford New Zealand Ltd. New Zealand 100 % Penford Export Corporation U.S. Virgin Islands 100 %

November 13, 2009 EX-24

POWER OF ATTORNEY

exv24 Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 13, 2009 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2009

e8vkza UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (

September 2, 2009 8-K

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): August 27, 2009 Penford Corporati

e8vk 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): August 27, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IR

July 13, 2009 EX-99.1

# # # CHARTS TO FOLLOW

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Third Quarter 2009 Financial Results North American Food Ingredients business continues to perform well despite recession. Industrial business end-market conditions remain challenging. Unit costs lowered on workforce reductions and supply chain changes. Rec

July 13, 2009 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 10, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of incorporation) (Commission File

July 10, 2009 EX-10.1

Penford Corporation Third Amendment to Second Amended and Restated Credit Agreement

Exhibit 10.1 Penford Corporation Third Amendment to Second Amended and Restated Credit Agreement This Third Amendment to Second Amended and Restated Credit Agreement (herein, the “Amendment”) is dated July 9, 2009, by and among Penford Corporation, a Washington corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to the Credit Agreement, as Gua

July 10, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-11488

April 21, 2009 8-K

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): April 17, 2009 Penford Corporatio

e8vk 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): April 17, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Numbe

April 21, 2009 EX-99.1

Penford Suspends Dividend

Exhibit 99.1 Contact: Steven O. Cordier Senior Vice President & Chief Financial Officer Penford Corporation 303-649-1900 [email protected] Penford Suspends Dividend Centennial, Co., April 17, 2009 — Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural-based ingredient systems for industrial and food applications, announced today that its Board of Directors has decided to

April 10, 2009 EX-99.1

# # #

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Second Quarter 2009 Financial Results Strong year-over-year results for North American Food Ingredients business. Expressions of interest for Australian operations under review; segment records $13.8 million noncash goodwill impairment charge. Industrial bu

April 10, 2009 8-K

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): April 9, 2009 Penford Corporation

e8vk 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): April 9, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number

April 9, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 3, 2009 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Amends Credit Agreement; Updates Q2 Outlook

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Amends Credit Agreement; Updates Q2 Outlook CENTENNIAL, Co., February 27, 2009 – Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural-based ingredient systems for industrial and food applications, has announced that its banking group unanimousl

March 3, 2009 EX-10.1

Penford Corporation Second Amendment to Second Amended and Restated Credit Agreement, Resignation of Agent and Appointment of Successor Agent

Exhibit 10.1 Penford Corporation Second Amendment to Second Amended and Restated Credit Agreement, Resignation of Agent and Appointment of Successor Agent This Second Amendment to Second Amended and Restated Credit Agreement, Resignation of Agent and Appointment of Successor Agent (herein, the “Amendment”) is entered into as of February 26, 2009, by and among Penford Corporation, a Washington corp

March 3, 2009 8-K

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): February 26, 2009 Penford Corpora

e8vk 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): February 26, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (

February 26, 2009 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K

e11vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-11488 A.

February 9, 2009 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) Decem

SC 13G/A 1 rrd492.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* PENFORD CORP (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31, 2008 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 5, 2009 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No._____2______)*

SC 13G/A 1 d95879713g-a.htm OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.2)* Penford Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 707051108 (CUSIP Number) December 31,

January 9, 2009 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports First Quarter 2009 Financial Results

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports First Quarter 2009 Financial Results CENTENNIAL, Co., January 8, 2009 — Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural-based ingredient systems for industrial and food applications, today reported that consolidated sales for its f

January 9, 2009 8-K

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 8, 2009 Penford Corporati

e8vk 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 8, 2009 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IR

January 9, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 9, 2009 EX-10.1

FORM OF AMENDMENT TO CHANGE IN CONTROL AGREEMENT

Exhibit 10.1 Tier 1 — CEO and CFO FORM OF AMENDMENT TO CHANGE IN CONTROL AGREEMENT This Amendment to the Change in Control Agreement (the “Agreement”) dated as of , between Penford Corporation, a Washington corporation (the “Company”) and (the “Executive”) is made as of December 30, 2008. RECITALS A. The Company and Executive intend that the Agreement be interpreted and operated to the fullest ext

December 19, 2008 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

def14a Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 17, 2008 8-K

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): November 13, 2008 Penford Corpora

e8vk 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): November 13, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (

November 17, 2008 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Fourth Quarter and Fiscal Year 2008 Results

EX-99.1 2 d65278exv99w1.htm EX-99.1 Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Fourth Quarter and Fiscal Year 2008 Results CENTENNIAL, Co., November 13, 2008 - Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural-based ingredient systems for food and industrial applications, tod

November 14, 2008 EX-24

POWER OF ATTORNEY

exv24 Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas D.

November 14, 2008 EX-21

SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2008 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New

exv21 Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Year Ended August 31, 2008 Percent Name Incorporation Owned Penford Corporation Washington Penford Products Co. Delaware 100 % Penford Holdings Pty. Limited New South Wales, Australia 100 % Penford Australia Limited New South Wales, Australia 100 % Penford New Zealand Ltd. New Zealand 100 % Penford Export Corporation U.S. Virgin Islands 100 %

November 14, 2008 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended August 31, 2008 o TRANSITION REPORT PURSUANT

e10vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 31, 2008 EX-3.1

AMENDED AND RESTATED BYLAWS OF PENFORD CORPORATION A Washington Corporation Amended as of October 29, 2008 ARTICLE I CAPITAL STOCK

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF PENFORD CORPORATION A Washington Corporation Amended as of October 29, 2008 ARTICLE I CAPITAL STOCK 1.1 Stock Certificates Stock certificates of the Corporation shall be in such form as the Board of Directors may from time to time prescribe. Every stock certificate shall be signed by two officers designated by the Board of Directors and sealed with the co

October 31, 2008 8-K

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): October 29. 2008 Penford Corporat

e8vk 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): October 29. 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Num

October 9, 2008 8-K

Financial Statements and Exhibits, Other Events

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): October 9, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IRS Emp

October 9, 2008 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Cedar Rapids Flood Recovery Update

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Cedar Rapids Flood Recovery Update CEDAR RAPIDS, IA, October 9, 2008 – Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural based ingredient systems for food and industrial applications, announced the following developments: • The Company’s pri

July 11, 2008 8-K

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): July 10, 2008 Penford Corporation

e8vk 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): July 10, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IRS

July 11, 2008 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Third Quarter 2008 Earnings Sales Expand 8% in 3rd Quarter FY 2008

Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Reports Third Quarter 2008 Earnings Sales Expand 8% in 3rd Quarter FY 2008 CENTENNIAL, Co., July 10, 2008 – Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural-based ingredient systems for food and industrial applications, today reported that

July 10, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-11488

July 10, 2008 EX-10.1

Penford Corporation First Amendment to Second Amended and Restated Credit Agreement

Exhibit 10.1 Penford Corporation First Amendment to Second Amended and Restated Credit Agreement This First Amendment to Second Amended and Restated Credit Agreement (herein, the “Amendment”) is entered into as of July 9, 2008, by and among Penford Corporation, a Washington corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to the Credit Agre

June 20, 2008 EX-99.1

Penford Provides Update on Flood Situation

exv99w1 Exhibit 99.1 Contact: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] For Immediate Release Penford Provides Update on Flood Situation CENTENNIAL, CO, June 19, 2008 — Penford Corporation (Nasdaq: PENX), announced today that its principal subsidiary, Penford Products Co., is making significant progress in the restoration of its Cedar R

June 20, 2008 8-K

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): June 19, 2008 Penford Corporation

e8vk 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): June 19, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IRS

June 13, 2008 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d57655e8vk.htm FORM 8-K 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): June 12, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction of in

June 13, 2008 EX-99.1

Penford Announces Flood Effects

Exhibit 99.1 Contact: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] For Immediate Release Penford Announces Flood Effects CENTENNIAL, CO, June 13, 2008 — Penford Corporation (Nasdaq: PENX), announced today that the Cedar Rapids, IA plant owned and operated by its principal subsidiary, Penford Products Co., has been temporarily shut down due

May 13, 2008 EX-99.1

Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Commences Ethanol Sales

exv99w1 Exhibit 99.1 Contacts: Steven O. Cordier Senior Vice President and CFO Penford Corporation 303-649-1900 [email protected] Penford Commences Ethanol Sales CEDAR RAPIDS, IA, May 13, 2008 — Penford Corporation (Nasdaq: PENX), a global leader in renewable, natural based ingredient systems for food and industrial applications, today announced that it had begun commercial sales of ethanol f

May 13, 2008 8-K

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): May 13, 2008 Penford Corporation

e8vk 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): May 13, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number)

May 9, 2008 8-K

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): May 5, 2008 Penford Corporation (

e8vk 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): May 5, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-11488 (Commission File Number)

April 10, 2008 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 9, 2008 Penford Corporation (Exact name of registrant as specified in its charter) Washington 0-11488 91-1221360 (State or other jurisdiction (Commission File Number) (IRS Emplo

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