Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Index

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,

20549

FORM

10-Q

☑

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange

Act of 1934

For the quarterly period ended

August 31, 2024

☐

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:

001-38695

CAL-MAINE FOODS, INC.

(Exact name of registrant as specified in its charter)

Delaware

64-0500378

(State or other jurisdiction of incorporation or organization)

(I.R.S Employer Identification No.)

1052 Highland Colony Pkwy

Suite 200

Ridgeland

Mississippi

39157

(Address of principal executive offices)

(Zip Code)

(

601

)

948-6813

(Registrant’s telephone number,

including area code)

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

CALM

The

NASDAQ

Global Select Market

Indicate

check

mark

whether

the

registrant: (1)

has

filed

all

reports

required

filed

Section

15(d)

the

Securities Exchange

Act of 1934

during the preceding

12 months (or

for such

shorter period that

the registrant was

required to

file such reports), and (2) has been subject to such filing requirements for the past

90 days.

Yes

☑

☐

Indicate by check

mark whether the

registrant has submitted

electronically every

Interactive Data File

required to be

submitted

pursuant to

Rule 405

of Regulation

S-T (§232.405

of this

chapter) during

the preceding

12 months

(or for

such shorter

period

that the registrant was required to submit such files).

Yes

☑

☐

Indicate by

check mark

whether the registrant

is a large

accelerated filer,

an accelerated

filer, a

non-accelerated filer,

a smaller

reporting

company,

emerging

growth

company.

See

the

definitions

“large

accelerated

filer,”

“accelerated

filer,”

“smaller reporting company,”

and “emerging growth company” in Rule 12b-2 of

the Exchange Act.

Large Accelerated filer

☑

Accelerated filer

☐

Non – Accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

emerging

growth

company,

indicate

check

mark

the

registrant

has

elected

not

use

the

extended

transition

period

for

complying

with

any

new

revised

financial

accounting

standards

provided

pursuant

Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined

in Rule 12b-2 of the Exchange Act).

Yes

☐

☑

There were

44,236,582

shares of

Common Stock,

$0.01 par value,

and

4,800,000

shares of Class

A Common

Stock, $0.01

par

value, outstanding as of October 1, 2024.

Index

INDEX

Page

Number

Part I.

Financial Information

Item 1.

Financial Statements

Condensed Consolidated Balance Sheets -

August 31, 2024 and June 1, 2024

Condensed Consolidated Statements of Income -

Thirteen Weeks Ended August 31, 2024 and September 2, 2023

Condensed Consolidated Statements of Comprehensive Income -

Thirteen Weeks Ended August 31, 2024 and September 2, 2023

Condensed Consolidated Statements of Cash Flows -

Thirteen Weeks Ended August 31, 2024 and September 2, 2023

Notes to Condensed Consolidated Financial Statements

Item 2.

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

Part II.

Other Information

Item 1.

Legal Proceedings

Item 1A.

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 6.

Exhibits

Signatures

Index

PART

FINANCIAL

INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

Cal-Maine Foods, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except for par value amounts)

(Unaudited)

August 31, 2024

June 1, 2024

Assets

Current assets:

Cash and cash equivalents

181,667

237,878

Investment securities available-for-sale

571,923

574,499

Trade and other receivables, net

272,092

151,983

Income tax receivable

10,459

Inventories

293,182

261,782

Prepaid expenses and other current assets

14,156

5,238

Total current

assets

1,343,479

1,241,839

Property, plant &

equipment, net

960,070

857,234

Investments in unconsolidated entities

11,753

11,195

Goodwill

45,776

Intangible assets, net

16,175

15,996

Other long-term assets

12,755

12,721

Total Assets

2,390,008

2,184,761

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable

128,600

75,862

Accrued wages and benefits

18,961

32,971

Accrued income taxes payable

106,288

43,348

Dividends payable

49,971

37,760

Accrued expenses and other liabilities

21,595

37,802

Total current

liabilities

325,415

227,743

Other noncurrent liabilities

36,854

17,109

Deferred income taxes, net

128,676

142,866

Total liabilities

490,945

387,718

Commitments and contingencies - see Note 10

—

Stockholders’ equity:

Common stock ($

0.01

par value):

Common stock - authorized

120,000

shares, issued

70,261

703

Class A convertible common stock - authorized and issued

4,800

Paid-in capital

77,503

76,371

Retained earnings

1,856,405

1,756,395

Accumulated other comprehensive loss, net of tax

(474)

(1,773)

Common stock in treasury at cost –

26,024

shares at August 31, 2024 and

26,022

shares at June 1, 2024

(31,632)

(31,597)

Total Cal-Maine Foods,

Inc. stockholders’ equity

1,902,553

1,800,147

Noncontrolling interest in consolidated entity

(3,490)

(3,104)

Total stockholders’

equity

1,899,063

1,797,043

Total Liabilities and Stockholders’

Equity

2,390,008

2,184,761

See Notes to Condensed Consolidated Financial Statements.

Index

Cal-Maine Foods, Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(In thousands, except per share amounts)

(Unaudited)

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Net sales

785,871

459,344

Cost of sales

538,653

413,911

Gross profit

247,218

45,433

Selling, general and administrative

61,932

52,246

Loss on involuntary conversions

146

—

Gain on disposal of fixed assets

(1,817)

(56)

Operating income (loss)

186,957

(6,757)

Other income (expense):

Interest income, net

9,785

7,346

Other, net

1,211

144

Total other income, net

10,996

7,490

Income before income taxes

197,953

733

Income tax expense

48,363

322

Net income

149,590

411

Less: Loss attributable to noncontrolling interest

(386)

(515)

Net income attributable to Cal-Maine Foods, Inc.

149,976

926

Net income per common share:

Basic

3.08

0.02

Diluted

3.06

0.02

Weighted average

shares outstanding:

Basic

48,761

48,690

Diluted

48,932

48,840

See Notes to Condensed Consolidated Financial Statements.

Index

Cal-Maine Foods, Inc. and Subsidiaries

Condensed Consolidated Statements of

Comprehensive Income

(In thousands)

(Unaudited)

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Net income

149,590

411

Other comprehensive income (loss), before tax:

Unrealized holding gain on available-for-sale securities, net of reclassification

adjustments

1,715

786

Income tax expense related to items of other comprehensive income

(416)

(191)

Other comprehensive income, net of tax

1,299

595

Comprehensive income

150,889

1,006

Less: Comprehensive loss attributable to the noncontrolling interest

(386)

(515)

Comprehensive income attributable to Cal-Maine Foods, Inc.

151,275

1,521

See Notes to Condensed Consolidated Financial Statements.

Index

Cal-Maine Foods, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Cash flows from operating activities:

Net income

149,590

411

Depreciation and amortization

22,048

19,340

Deferred income taxes

(14,605)

322

Other adjustments, net

(39,581)

3,612

Net cash provided by operations

117,452

23,685

Cash flows from investing activities:

Purchases of investment securities

(202,196)

(28,296)

Sales and maturities of investment securities

209,673

135,768

Acquisition of business

(111,521)

—

Purchases of property,

plant and equipment

(35,773)

(26,666)

Net proceeds from disposal of property,

plant and equipment

3,946

Net cash provided by (used in) investing activities

(135,871)

80,880

Cash flows from financing activities:

Payments of dividends

(37,758)

(36,983)

Purchase of common stock by treasury

(34)

(5)

Principal payments on finance lease

—

(58)

Net cash used in financing activities

(37,792)

(37,046)

Net change in cash and cash equivalents

(56,211)

67,519

Cash and cash equivalents at beginning of period

237,878

292,824

Cash and cash equivalents at end of period

181,667

360,343

See Notes to Condensed Consolidated Financial Statements.

Index

Cal-Maine Foods, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1 - Summary of Significant Accounting Policies

Basis of Presentation

The

unaudited

condensed

consolidated

financial

statements

Cal-Maine

Foods,

Inc.

and

its

subsidiaries

(the

“Company,”

“we,” “us,” “our”)

have been prepared

in accordance with

the instructions to

Form 10-Q and

Article 10 of

Regulation S-X and

accordance

with generally

accepted

accounting

principles in

the

United

States of

America

(“GAAP”)

for

interim

financial

reporting and

should be

read in

conjunction with

our Annual

Report on

Form 10-K

for the fiscal

year ended

June 1,

2024 (the

“2024

Annual

Report”).

These

statements

reflect

all

adjustments

that

are,

the

opinion

management,

necessary

fair

statement of the results for

the interim periods presented

and, in the opinion of

management, consist of adjustments

of a normal

recurring nature.

Operating results for

the interim periods

are not necessarily

indicative of operating

results for the

entire fiscal

year.

Fiscal Year

The Company’s

fiscal year ends on

the Saturday closest to

May 31. Each of

the three-month periods

ended on August 31, 2024

and September 2, 2023 included

13 weeks

Use of Estimates

The preparation of the

consolidated financial statements in

conformity with GAAP requires management

to make estimates and

assumptions

that affect

the amounts

reported in

the consolidated

financial statements

and accompanying

notes. Actual

results

could differ from those estimates.

Investment Securities

Available-for-Sale

The Company

has determined

that its

debt securities

are available-for-sale

investments. We

classify these

securities as

current

because the

amounts invested

are available

for current

operations. Available

-for-sale

securities are

carried at

fair value,

based

on quoted market prices

as of the balance sheet

date, with unrealized gains

and losses recorded in other

comprehensive income.

The

amortized

cost

debt

securities

adjusted

for

amortization

premiums

and

accretion

discounts

maturity

and

recorded in interest

income. The Company regularly

evaluates changes to the

rating of its debt

securities by credit agencies

and

economic conditions

to assess and

record any

expected credit

losses through

allowance for

credit losses,

limited to

the amount

that fair value was less than the amortized cost basis.

The cost

basis for

realized gains

and losses

on available-for-sale

securities is

determined by

the specific

identification method.

Gains

and

losses

are

recognized

other

income

(expenses)

Other,

net

the

Company’s

Condensed

Consolidated

Statements of Income. Interest and dividends on securities classified as available-for-sale

are recorded in interest income.

Trade Receivables

Trade receivables

are stated at

their carrying

values, which

include a reserve

for credit losses.

As of August

31, 2024

and June

2024,

reserves

for

credit

losses

were

716

thousand

and

490

thousand,

respectively.

The

Company

extends

credit

customers based on

an evaluation of each

customer’s financial condition

and credit history.

Collateral is generally

not required.

The

Company

minimizes

exposure

counter

party

credit

risk

through

credit

analysis

and

approvals,

credit

limits,

and

monitoring

procedures.

determining

our

reserve

for

credit

losses,

receivables

are

assigned

expected

loss

based

historical loss information adjusted as needed for economic and

other forward-looking factors.

Dividends Payable

accrue dividends at

the end of

each quarter according

to the Company’s

dividend policy adopted

by its Board

of Directors.

The Company

pays a dividend

to shareholders

of its Common

Stock and

Class A Common

Stock on

a quarterly

basis for each

quarter for

which the

Company reports

net income

attributable to

Cal-Maine Foods,

Inc. computed

in accordance

with GAAP

in an amount

equal to one-third

(1/3) of such

quarterly income. Dividends

are paid to

shareholders of record

as of the 60th

day

following the

last day

of such quarter,

except for

the fourth fiscal

quarter.

For the

fourth quarter,

the Company

pays dividends

to shareholders of record on the 65th day after the

quarter end. Dividends are payable on the 15th day following

the record date.

Index

Following a quarter for which the Company does not report net income

attributable to Cal-Maine Foods, Inc., the Company will

not pay a dividend

for a subsequent profitable

quarter until the Company

is profitable on a cumulative

basis computed from the

date of the most recent quarter

for which a dividend was paid.

The dividend policy is subject to

periodic review by the Board of

Directors.

Revenue Recognition

The

Company

recognizes

revenue

through

sale of

its products

customers

through

retail, foodservice

and

other

distribution

channels.

The

majority

the

Company’s

revenue

derived

from

agreements

contracts

with

customers

based

upon

the

customer

ordering

its

products

with

single

performance

obligation

delivering

the

product.

The

Company

believes

the

performance

obligation

met

upon

delivery

and

acceptance

the

product

our

customers,

which

generally

occurs

upon

shipment

delivery

customer

based

terms

the

sale.

Costs

paid

third

party

brokers

obtain

agreements

are

expensed as the Company’s

agreements are generally less than one year.

Revenues are

recognized in

an amount

that reflects

the net

consideration we

expect to

receive in

exchange for

delivery of

the

products.

The

Company

periodically

offers

sales

incentives

other

programs

such

rebates,

discounts,

coupons,

volume-

based incentives,

guaranteed sales and

other programs.

The Company

records an estimated

allowance for costs

associated with

these programs, which

is recorded as a

reduction in revenue at

the time of sale

using historical trends

and projected redemption

rates

each

program.

The

Company

regularly

reviews

these

estimates

and

any

difference

between

the

estimated

costs

and

actual realization of these programs would be recognized the subsequent

period.

Business Combinations

The Company applies the acquisition

method of accounting, which

requires that once control is obtained,

all the assets acquired

and liabilities assumed,

including amounts

attributable to noncontrolling

interests, are recorded

at their respective

fair values at

the date of acquisition. We

determine the fair values of identifiable assets and liabilities

internally,

which requires estimates and

the

use

various

valuation

techniques.

When

market

value

not

readily

available,

our

internal

valuation

methodology

considers the remaining estimated life of the assets acquired and what

management believes is the market value for those assets.

typically use the income

method approach for

intangible assets acquired in

a business combination. Significant

estimates in

valuing

certain

intangible

assets

include,

but

are

not

limited

to,

the

amount

and

timing

future

cash

flows,

growth

rates,

discount rates and

useful lives. The

excess of the purchase

price over fair values

of identifiable assets and

liabilities is recorded

as goodwill.

Loss Contingencies

Certain

conditions

may

exist

the

date

the

consolidated

financial

statements

are

issued

that

may

result

loss

the

Company but

which will only

be resolved when

one or more

future events occur

or fail to

occur.

The Company’s

management

and

its

legal

counsel

assess

such

contingent

liabilities,

and

such

assessment

inherently

involves

exercise

judgment.

assessing loss

contingencies

related to

legal proceedings

that are

pending against

the Company

or unasserted

claims that

may

result in

such proceedings,

the Company’s

legal counsel

evaluates the

perceived merits

of any

legal proceedings

or unasserted

claims as well as the perceived merits of the amount of relief sought or expected

to be sought therein.

If the assessment

of a contingency

indicates it is

probable that

a material loss

has been incurred

and the amount

of the liability

can

estimated,

the

estimated

liability

would

accrued

the

Company’s

consolidated

financial

statements.

the

assessment

indicates

potentially

material

loss

contingency

not

probable,

but

reasonably

possible,

probable

but

cannot

estimated,

then

the

nature

the

contingent

liability,

together

with

estimate

the

range

possible

loss

determinable

and material,

would be

disclosed.

Loss contingencies

considered

remote

are generally

not disclosed

unless they

involve guarantees, in which case the nature of the guarantee would be disclosed.

The Company expenses the costs of litigation as they are incurred.

New Accounting Pronouncements and Policies

No new accounting pronouncement issued or effective

during the fiscal year had or is expected to have a material impact on

our

Consolidated Financial Statements.

Index

Note 2 - Acquisition

Effective

June 28, 2024

, the

Company

acquired

substantially

all of

the commercial

shell egg

production,

processing and

egg

products breaking

facilities of

ISE America,

Inc. and

certain of

its affiliates

(“ISE”).

The assets

acquired included

commercial

shell

egg

production

and

processing

facilities

with

capacity

the

time

acquisition

approximately

4.7

million

laying

hens, including

1.0

million cage-free,

and

1.2

million pullets, feed

mills, approximately

4,000

acres of land,

inventories and an

egg products breaking facility.

The acquired assets also include an extensive customer

distribution network across the Northeast

and

Mid-Atlantic

states,

and

production

operations

Maryland,

New

Jersey,

Delaware

and

South

Carolina.

The

Company

accounted for the acquisition as a business combination.

Pending the

finalization of

the Company’s

valuation, the

following table

summarizes the

consideration paid

for the

ISE assets

and the amounts of assets acquired and liabilities assumed recognized

at the acquisition date (in thousands):

Cash consideration paid

111,521

Recognized amounts of identifiable assets acquired and liabilities assumed

Inventories

20,547

Property, plant and equipment

90,572

Intangible assets

710

Liabilities assumed

(308)

Total identifiable

net assets

111,521

Inventories consisted primarily of flock, feed ingredients,

packaging, and egg inventory.

Flock inventory was valued at carrying

value

management

believes

that

its

carrying

value

best

approximates

its

fair

value.

Feed

ingredients,

packaging

and

egg

inventory were all valued based on market prices as of June 28, 2024.

Property,

plant and

equipment were

valued utilizing

the cost

approach which

is based

on replacement

or reproduction

costs of

the assets and subtracting any depreciation resulting from physical deterioration

and/or functional or economic obsolescence.

Intangible

assets

consisted

primarily

customer

lists

acquired.

Customers

lists

were

valued

using

the

income

method

approach.

Note 3 - Investment

Securities

The following represents the Company’s

investment securities as of August 31, 2024 and June 1, 2024 (in thousands):

August 31, 2024

Amortized

Cost

Unrealized

Gains

Unrealized

Losses

Estimated

Fair Value

Municipal bonds

4,280

—

4,265

Commercial paper

86,698

—

86,703

Corporate bonds

288,383

547

—

288,930

Certificates of deposits

5,086

—

5,097

US government and agency obligations

148,399

—

148,392

Asset backed securities

2,877

—

2,869

Treasury bills

35,668

—

35,667

Total current

investment securities

571,391

563

571,923

Index

June 1, 2024

Amortized

Cost

Unrealized

Gains

Unrealized

Losses

Estimated

Fair Value

Municipal bonds

4,100

—

4,059

Commercial paper

137,856

—

121

137,735

Corporate bonds

233,289

—

697

232,592

Certificates of deposits

3,505

—

3,491

US government and agency obligations

154,520

—

251

154,269

Asset backed securities

3,154

—

3,124

Treasury bills

39,239

—

39,229

Total current

investment securities

575,663

—

1,164

574,499

Available-for-sale

Proceeds

from

sales and

maturities of

investment

securities available-for-sale

were $

209.7

million

and $

135.8

million

during

the

thirteen

weeks

ended August

31,

2024

and

September

2023,

respectively.

Gross

realized

gains

for

the

thirteen

weeks

ended August 31,

2024 and September

2, 2023 were

thousand and $

thousand, respectively.

There were

gross realized

losses for the thirteen weeks ended August 31, 2024. Gross realized losses for the

thirteen weeks ended September 2, 2023 were

thousand. There were

allowances for credit losses at August 31, 2024 and June 1, 2024.

Actual maturities

may differ

from contractual

maturities as some

borrowers have

the right to

call or prepay

obligations with

without penalties. Contractual maturities of current investments at August

31, 2024 are as follows (in thousands):

Estimated Fair Value

Within one year

365,628

1-5 years

206,295

Total

571,923

Note 4 - Fair Value

Measurements

The Company

is required

to categorize

both financial

and nonfinancial

assets and

liabilities based

on the

following fair

value

hierarchy. The

fair value

of an

asset is

the price

at which

the asset

could be

sold in

an orderly

transaction between

unrelated,

knowledgeable, and willing

parties able to engage in

the transaction. A liability’s

fair value is defined

as the amount that would

paid

transfer

the

liability

new

obligor

transaction

between

such

parties,

not

the

amount

that

would

be paid

settle the liability with the creditor.

•

Level 1

- Quoted prices in active markets for identical assets or liabilities

•

Level 2

- Inputs

other than

quoted

prices included

in Level

1 that

are observable

for the

asset or

liability,

either

directly or indirectly,

including:

◦

Quoted prices for similar assets or liabilities in active markets

◦

Quoted prices for identical or similar assets in non-active markets

◦

Inputs other than quoted prices that are observable for the asset or liability

◦

Inputs derived principally from or corroborated by other observable market

data

•

Level 3

- Unobservable inputs for the asset or liability that are

supported by little or no market activity and that

are

significant to the fair value of the assets or liabilities

The disclosures of fair value of certain financial assets and liabilities that are recorded

at cost are as follows:

Cash and cash equivalents, accounts receivable,

and accounts payable:

The carrying amount approximates fair value due to the

short maturity of these instruments.

Index

Assets and Liabilities Measured at Fair

Value

on a Recurring Basis

accordance

with

the

fair

value

hierarchy

described

above,

the

following

table

shows

the

fair

value

financial

assets and

liabilities measured at fair value on a recurring basis as of August 31, 2024 and June 1,

2024 (in thousands):

August 31, 2024

Level 1

Level 2

Level 3

Balance

Assets

Municipal bonds

—

4,265

—

4,265

Commercial paper

—

86,703

—

86,703

Corporate bonds

—

288,930

—

288,930

Certificates of deposits

—

5,097

—

5,097

US government and agency obligations

—

148,392

—

148,392

Asset backed securities

—

2,869

—

2,869

Treasury bills

—

35,667

—

35,667

Total assets measured at fair

value

—

571,923

—

571,923

Liabilities

Contingent consideration

—

6,500

Total liabilities measured

at fair value

—

6,500

June 1, 2024

Level 1

Level 2

Level 3

Balance

Assets

Municipal bonds

—

4,059

—

4,059

Commercial paper

—

137,735

—

137,735

Corporate bonds

—

232,592

—

232,592

Certificates of deposits

—

3,491

—

3,491

US government and agency obligations

—

154,269

—

154,269

Asset backed securities

—

3,124

—

3,124

Treasury bills

—

39,229

—

39,229

Total assets measured at fair

value

—

574,499

—

574,499

Liabilities

Contingent consideration

—

6,500

Total liabilities measured

at fair value

—

6,500

Investment

securities

–

available-for-sale

classified

as Level

consist

securities

with maturities

three

months

or longer

when purchased. We

classified these securities as

current because amounts

invested are readily available

for current operations.

Observable inputs for these securities are yields, credit risks, default rates, and volatility.

Contingent consideration

classified as Level 3

consists

of the potential

obligation to pay

an earnout to

the sellers of Fassio

Egg

Farms,

Inc.

contingent

the

acquired

business

meeting

certain

return

profitability

milestones

over

three-year

period,

commencing on the date

of the acquisition in the

second quarter of fiscal 2024.

The fair value of the

contingent consideration is

estimated

using

discounted

cash

flow

model.

Key

assumptions

and

unobservable

inputs

that

require

significant

judgement

used

the

estimate

include

weighted

average

cost

capital,

egg

prices,

projected

revenue

and

expenses

over

which

the

contingent

considered

is measured

and

the probability

assessments with

respect to

the likelihood

of achieving

the forecasted

projections.

Index

Note 5 - Inventories

Inventories consisted of the following as of August 31, 2024 and June 1,

2024 (in thousands):

August 31, 2024

June 1, 2024

Flocks, net of amortization

169,497

149,985

Eggs and egg products

30,800

25,217

Feed and supplies

92,885

86,580

293,182

261,782

grow

and

maintain

flocks

layers

(mature

female

chickens),

pullets

(female

chickens,

under

weeks

age),

and

breeders (male

and female

chickens used

to produce

fertile eggs

to hatch

for egg

production flocks).

Our total

flock at

August

31, 2024

and June

1, 2024

consisted of

approximately

10.9

million and

11.8

million pullets

and breeders

and

46.7

million and

39.9

million layers, respectively.

Note 6 - Equity

The following reflects equity activity for the thirteen weeks ended

August 31, 2024 and September 2, 2023 (in thousands):

Thirteen Weeks

Ended August 31, 2024

Cal-Maine Foods, Inc. Stockholders

Common Stock

Class A

Treasury

Paid In

Accum.

Other

Retained

Noncontrolling

Amount

Capital

Comp. Loss

Earnings

Interest

Total

Balance at June 1,

2024

703

(31,597)

76,371

(1,773)

1,756,395

(3,104)

1,797,043

Other comprehensive

income, net of tax

—

1,299

—

1,299

Stock compensation

plan transactions

—

(35)

1,132

—

1,097

Dividends ($

1.019

per share)

Common

—

(45,075)

—

(45,075)

Class A common

—

(4,891)

—

(4,891)

Net income (loss)

—

149,976

(386)

149,590

Balance at August 31,

2024

703

(31,632)

77,503

(474)

1,856,405

(3,490)

1,899,063

Index

Thirteen Weeks

Ended September 2, 2023

Cal-Maine Foods, Inc. Stockholders

Common Stock

Class A

Treasury

Paid In

Accum.

Other

Retained

Noncontrolling

Amount

Capital

Comp. Loss

Earnings

Interest

Total

Balance at June 3,

2023

703

(30,008)

72,112

(2,886)

1,571,112

(1,498)

1,609,583

Other comprehensive

income, net of tax

—

595

—

595

Stock compensation

plan transactions

—

(6)

1,041

—

1,035

Dividends ($

0.006

per share)

Common

—

(265)

—

(265)

Class A common

—

(29)

—

(29)

Net income (loss)

—

926

(515)

411

Balance at September

2, 2023

703

(30,014)

73,153

(2,291)

1,571,744

(2,013)

1,611,330

Note 7 - Net Income per Common Share

Basic net income

per share is

based on the

weighted average Common

Stock and Class

A Common Stock

outstanding. Diluted

net

income

per

based

weighted-average

common

outstanding

during

the

relevant

period

adjusted

for

the

dilutive effect of share-based awards.

The

following

table

provides

reconciliation

the

numerators

and

denominators

used

determine

basic

and

diluted

net

income per common share (amounts in thousands, except per share data):

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Numerator

Net income

149,590

411

Less: Loss attributable to noncontrolling interest

(386)

(515)

Net income attributable to Cal-Maine Foods, Inc.

149,976

926

Denominator

Weighted-average

common shares outstanding, basic

48,761

48,690

Effect of dilutive restricted shares

171

150

Weighted-average

common shares outstanding, diluted

48,932

48,840

Net income per common share attributable to Cal-Maine Foods, Inc.

Basic

3.08

0.02

Diluted

3.06

0.02

Index

Note 8 - Revenue from Contracts with Customers

Net revenue is primarily generated through the sales of

shell eggs and egg products. The Company’s

shell egg product offerings

include specialty and

conventional shell eggs.

Specialty shell eggs include

cage-free, organic,

brown, free-range, pasture-raised

and nutritionally enhanced eggs. Conventional shell egg sales represent all other

shell egg sales not sold as specialty shell eggs.

The Company’s

egg products

offerings

include liquid

and frozen

egg products

and hard-cooked

eggs.

Liquid and

frozen egg

products

are

primarily

sold

the

institutional,

foodservice

and

food

manufacturing

sectors.

Hard-cooked

eggs

are

sold

primarily within the foodservice and retail channels.

The following table provides revenue disaggregated by product category

(in thousands):

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Conventional shell egg sales

484,736

225,280

Specialty shell egg sales

256,777

208,681

Egg products

35,175

22,223

Other

9,183

3,160

785,871

459,344

Note 9 - Stock Based Compensation

Total

stock-based compensation

expense was

1.1

million and

1.0

million for

the thirteen

weeks ended

August 31,

2024 and

September 2, 2023, respectively.

Unrecognized

compensation

expense

as a

result

of non

-vested

restricted

stock outstanding

under

the

Amended

and

Restated 2012 Omnibus Long-Term

Incentive Plan at August 31, 2024 of $

6.3

million will be recorded over a weighted average

period

1.9

years.

Refer

Part

Item

Notes

Consolidated

Financial

Statements

and

Supplementary

Data,

Note 14

Stock Compensation Plans in our 2024 Annual Report for further information

on our stock compensation plans.

The Company’s restricted share activity

for the thirteen weeks ended August 31, 2024 follows:

Number of

Weighted

Average Grant

Date Fair Value

Outstanding, June 1, 2024

277,954

49.38

Vested

(2,057)

44.72

Forfeited

(1,682)

54.64

Outstanding, August 31, 2024

274,215

49.38

Note 10 - Commitments and Contingencies

LEGAL PROCEEDINGS

State of Texas

v. Cal-Maine Foods, Inc. d/b/a Wharton;

and Wharton County Foods, LLC

On April

23, 2020,

the Company

and its subsidiary

Wharton County

Foods, LLC (“WCF”)

were named

as defendants in

State

Texas

Cal-Maine

Foods,

Inc.

d/b/a

Wharton;

and

Wharton

County

Foods,

LLC,

Cause

No.

2020-25427,

the

District

Court of

Harris County,

Texas.

The State

of Texas

(the “State”)

asserted claims

based on

the Company’s

and WCF’s

alleged

violation

the

Texas

Deceptive

Trade

Practices—Consumer

Protection

Act,

Tex.

Bus.

Com.

Code

§§

17.41-17.63

(“DTPA”).

The

State

claimed

that

the

Company

and

WCF

offered

shell

eggs

excessive

exorbitant

prices

during

the

COVID-19

state

emergency

and

made

misleading

statements

about

shell

egg

prices.

The

State

sought

temporary

and

permanent

injunctions

against

the

Company

and

WCF

prevent

further

alleged

violations

the

DTPA,

along

with

over

100,000

in damages. On August 13, 2020, the court granted the defendants’ motion to dismiss the State’s

original petition with

prejudice. On September

11, 2020,

the State filed a

notice of appeal,

which was assigned

to the Texas

Court of Appeals

for the

First

District.

August

16,

2022,

the

appeals

court

reversed

and

remanded

the

case

back

the

trial

court

for

further

Index

proceedings. On October 31, 2022,

the Company and WCF appealed

the First District Court’s

decision to the Supreme Court

Texas.

On September

29, 2023,

the Supreme

Court of

Texas

denied the

Company’s

Petition for

Review and

remanded to

the

trial

court

for

further

proceedings.

The district

court

entered a

pre-trial

order

scheduling

pre-trial

proceedings

and

tentatively

setting a trial date for August 11, 2025. Management

believes the risk of material loss related to this matter to be remote.

Kraft Foods Global, Inc. et al. v.

United Egg Producers, Inc. et al.

As previously

reported, on

September 25,

2008, the

Company

was named

as one

of several

defendants

in numerous

antitrust

cases involving

the United

States shell

egg

industry.

The Company

settled all

of these

cases, except

for

the claims

of certain

plaintiffs who sought substantial

damages allegedly arising from

the purchase of egg products (as

opposed to shell eggs). These

remaining plaintiffs

are Kraft Food

Global, Inc.,

General Mills, Inc.,

and Nestle USA,

Inc. (the

“Egg Products

Plaintiffs”) and,

until a subsequent settlement was reached as described below,

The Kellogg Company.

On September

13, 2019,

the case

with the

Egg Products

Plaintiffs was

remanded from

a multi-district

litigation proceeding

the

United

States

District

Court

for

the

Eastern

District

Pennsylvania,

Processed

Egg

Products

Antitrust

Litigation,

MDL No. 2002, to

the United States District Court

for the Northern District

of Illinois, Kraft Foods Global,

Inc. et al. v.

United

Egg

Producers,

Inc.

al., Case

No.

1:11-cv-8808,

for

trial. The

Egg

Products

Plaintiffs

alleged

that

the

Company

and

other

defendants

violated

Section

the

Sherman

Act,

15.

U.S.C.

agreeing

limit

the

production

eggs

and

thereby

illegally

raise

the

prices

that

plaintiffs

paid

for

processed

egg

products.

particular,

the

Egg

Products

Plaintiffs

attacked

certain features of

the United Egg

Producers animal-welfare guidelines

and program used by

the Company and

many other egg

producers.

On October 24, 2019,

the Company entered into

a confidential settlement agreement

with The Kellogg Company

dismissing all

claims against the

Company for an

amount that did

not have a

material impact on

the Company’s

financial condition or

results

of operations.

On November

11,

2019, a

stipulation

for dismissal

was filed

with the

court, and

on March

28, 2022,

the court

dismissed the Company with prejudice.

The trial of this case began

on October 17, 2023. On December

1, 2023, the jury returned a decision

awarding the Egg Products

Plaintiffs

17.8

million

in damages.

If the

jury’s

decision

is ultimately

upheld,

the defendants

would

be jointly

and

severally

liable

for

treble

damages,

53.3

million,

subject

credit

for

the

Kellogg

settlement

described

above

and

certain

other

settlements with

settling defendants,

plus the

Egg Product

Plaintiffs’

reasonable

attorneys’

fees. This

decision is

not

final and remains subject to appeals by the parties. During

our second fiscal quarter of 2024, we recorded an accrued expense

19.6

million in selling,

general and administrative

expenses in the

Company’s

Condensed Consolidated Statements

of Income

and classified as

other noncurrent liabilities

in the Company’s

Condensed Consolidated

Balance Sheets. The

accrual represents

our

estimate

the

Company’s

proportional

the

reasonably

possible

ultimate

damages

award,

excluding

the

Egg

Product Plaintiffs’

attorneys’ fees

that we

believe would

be approximately

offset by

the credits

noted above.

have entered

into a judgment

allocation and joint

defense agreement

with the other

major producer

defendant remaining

in the case,

and are

in discussions

with other

defendants regarding

their contributions.

Our accrual

may change

in the future

based on

the outcome

of those discussions.

Our accrual may

also be revised

in whole or

in part in

the future to

the extent we

are successful in

further

proceedings in the

litigation.

On November 29, 2023,

the defendants, including

the Company,

filed a motion for

judgment as a

matter of

law in

their favor,

known as

a directed

verdict, notwithstanding

the jury’s

decision. The

court denied

this motion

September

30, 2024.

The Company

is evaluating

the court’s

September

30, 2024

order and

intends to

continue

to vigorously

defend the claims asserted by the Egg Products Plaintiffs.

State of Oklahoma Watershed Pollution

Litigation

On June

18, 2005,

the State

of Oklahoma

filed suit,

in the

United States

District Court

for the

Northern District

of Oklahoma,

against Cal-Maine

Foods,

Inc. and

Tyson

Foods,

Inc., Cobb-Vantress,

Inc., Cargill,

Inc., George’s,

Inc., Peterson

Farms, Inc.

and

Simmons

Foods,

Inc.,

and

certain

their

affiliates.

The

State

Oklahoma

claims

that

through

the

disposal

chicken

litter the

defendants polluted

the Illinois

River Watershed.

This watershed

provides water

to eastern

Oklahoma. The

complaint

sought

injunctive

relief

and

monetary

damages,

but

the

claim

for

monetary

damages

was dismissed

the

court.

Cal-Maine

Foods,

Inc.

discontinued

operations

the

watershed

around

2005.

Since

the

litigation

began,

Cal-Maine

Foods,

Inc.

purchased

100

the

membership

interests

Benton

County

Foods,

LLC,

which

ongoing

commercial

shell

egg

operation within

the Illinois

River Watershed.

Benton County

Foods, LLC

is not

a defendant

in the

litigation. We

also have

number of small contract producers that operate in the area.

The non-jury trial in the case began in September 2009

and concluded in February 2010. On January 18, 2023, the court entered

findings of

fact and

conclusions of

law in favor

of the

State of

Oklahoma, but

no penalties

were assessed.

The court

found the

defendants

liable

for

state

law

nuisance,

federal

common

law

nuisance,

and

state

law

trespass.

The

court

also

found

the

producers

vicariously

liable

for

the

actions

their

contract

producers.

The

court

directed

the

parties

confer

attempt

reach

agreement

appropriate

remedies.

June

12,

2023,

the

court

ordered

the

parties

mediate

before

retired

Tenth

Index

Circuit

Chief

Judge

Deanell

Reece

Tacha,

but

the

mediation

was

unsuccessful.

June

26,

2024,

the

district

court

denied

defendants’

motion

dismiss

the

case.

September

13,

2024,

status

hearing

was

held

and

the

court

scheduled

evidentiary

hearing

for December

3, 2024,

to determine

whether any

legal remedy

is available

based on

the now

14 year

old

record

and

changed

circumstances

the

Illinois

River

watershed.

September

20,

2024,

the

defendants

filed

motions

certify an interlocutory

appeal and stay

further proceedings

pending appeal to

the United States

Court of Appeals

for the Tenth

Circuit.

The

court

has

not ruled

on these

motions.

While

management

believes

there

is a

reasonable

possibility

of a

material

loss from

the case,

at the

present time,

it is

not possible

to estimate

the amount

of monetary

exposure, if

any,

to the

Company

due

range

factors,

including

the

following,

among

others:

uncertainties

inherent

any

assessment

potential

costs

associated with injunctive

relief or other penalties

based on a decision

in a case tried over

14 years ago based

on environmental

conditions that existed at the

time, the lack of guidance from

the court as to what might

be considered appropriate remedies,

the

ongoing litigation with the State

of Oklahoma, and uncertainty regarding

what our proportionate share of any

remedy would be,

although we believe that our share compared to the other defendants is small.

Other Matters

In addition to

the above, the Company

is involved in

various other claims

and litigation incidental

to its business. Although

the

outcome of

these matters

cannot be

determined with

certainty,

management, upon

the advice

of counsel,

is of

the opinion

that

the final outcome should not have a material effect on the Company’s

consolidated results of operations or financial position.

Note 11 - Subsequent Events

Effective

September

2024,

the

Company

completed

strategic

investment

with

Crepini

LLC,

establishing

new

egg

products and

prepared foods

venture. Crepini

LLC, founded

in 2007,

grew its

brand throughout

the United

States and

Mexico

featuring

egg

wraps,

protein

pancakes,

crepes,

and

wrap-ups,

which

are

sold

online

and

over

3,500

retail

stores.

The

new

entity,

located in Hopewell Junction,

New York,

operates as Crepini

Foods LLC (“Crepini”).

The Company capitalized Crepini

with

approximately

6.75

million

cash

purchase

additional

equipment

and

other

assets

and

fund

working

capital

exchange for a

% interest in the new venture.

Crepini LLC contributed its existing

assets and business in exchange

for a

interest in the new venture.

Index

ITEM

MANAGEMENT’S

DISCUSSION

AND

ANALYSIS

FINANCIAL

CONDITION

AND

RESULTS

OPERATIONS

The following

should be

read in

conjunction

with Management’s

Discussion and

Analysis of

Financial Condition

and Results

of Operations

included in Part

II Item 7

of the Company’s

Annual Report

on Form 10-K

for its fiscal

year ended

June 1, 2024

(the “2024 Annual Report”), and the accompanying financial statements and

notes included in Part II Item 8 of the 2024 Annual

Report and in

Part I Item 1

of this Quarterly Report on Form 10-Q (“Quarterly Report”).

This

report

contains

numerous

forward-looking

statements

within

the

meaning

Section

27A

the

Securities

Act

1933

(the “Securities

Act”) and

Section 21E

of the

Securities Exchange

Act of

1934 (the

“Exchange Act”)

relating to

our shell

egg

and egg

products business,

including estimated

future production

data, expected

construction schedules,

projected construction

costs, potential

future supply

of and

demand for

our products,

potential future

corn and

soybean price

trends, potential

future

impact on our business of the resurgence in United States (“U.S.”)

commercial table egg layer flocks of highly pathogenic avian

influenza (“HPAI”),

potential future

impact on

our business

of inflation

and changing

interest rates,

potential future

impact on

our business

of new

legislation, rules

or policies,

potential outcomes

of legal

proceedings, including

loss contingency

accruals

and factors that

may result in changes

in the amounts recorded,

and other projected operating

data, including anticipated results

of operations

and financial

condition. Such

forward-looking

statements are

identified by

the use

of words

such as

“believes,”

“intends,”

“expects,”

“hopes,” “may,”

“should,”

“plans,”

“projected,”

“contemplates,”

“anticipates,”

similar words.

Actual

outcomes

results

could

differ

materially

from

those

projected

the

forward-looking

statements.

The

forward-looking

statements

are

based

on management’s

current

intent,

belief,

expectations,

estimates,

and

projections

regarding

the Company

and its

industry.

These statements

are not

guarantees of

future performance

and involve

risks, uncertainties,

assumptions, and

other

factors

that

are

difficult

predict

and

may

beyond

our

control.

The

factors

that

could

cause

actual

results

differ

materially from

those projected

in the

forward-looking statements

include, among

others, (i)

the risk

factors set

forth in

Part I

Item

Risk

Factors

the

2024

Annual

Report,

the

risk

factors

(if

any)

set

forth

Part

Item

Risk

Factors

and

elsewhere in

this report

as well

as those

included in

other reports

we file

from time

to time

with the

Securities and

Exchange

Commission (the

“SEC”) (including our

Quarterly Reports on

Form 10-Q and

Current Reports on

Form 8-K), (ii)

the risks and

hazards

inherent

the

shell

egg

business

(including

disease,

pests,

weather

conditions,

and

potential

for

product

recall),

including but not limited to the current outbreak

of HPAI

affecting poultry in the U.S., Canada and other countries

that was first

detected in

commercial flocks

in the

U.S. in

February 2022

and that

first impacted

our flocks

in December

2023, (iii)

changes

in the demand

for and market

prices of shell

eggs and

feed costs, (iv)

our ability

to predict and

meet demand

for cage-free and

other specialty

eggs, (v)

risks, changes,

or obligations

that could

result from

our recent

or future

acquisition of

new flocks

businesses and risks

or changes that

may cause conditions

to completing a

pending acquisition not

to be met,

(vi) risks relating

changes

inflation

and

interest

rates,

(vii)

our

ability

retain

existing

customers,

acquire

new

customers

and

grow

our

product

mix,

(viii) adverse

results in

pending

litigation

matters, and

(ix)

global instability,

including

as a

result of

the war

Ukraine, the conflicts

in Israel and surrounding areas and attacks on

shipping in the Red Sea. Readers are cautioned

not to place

undue

reliance

forward-looking

statements

because,

while

believe

the

assumptions

which

the

forward-looking

statements are based

are reasonable,

there can be

no assurance that

these forward-looking

statements will prove

to be accurate.

Further,

forward-looking statements

included herein

are only

made as

of the

respective dates

thereof, or

if no

date is

stated, as

of the date

hereof. Except

as otherwise required

by law,

we disclaim any

intent or

obligation to

update publicly

these forward-

looking statements, whether because of new information, future events,

or otherwise.

GENERAL

Cal-Maine

Foods,

Inc.

(the

“Company,”

“we,”

“us,”

“our”)

primarily

engaged

the

production,

grading,

packaging,

marketing

and

distribution

fresh

shell

eggs.

Our

operations

are

fully

integrated

and we

have

one

operating

and

reportable

segment.

are

the

largest

producer

and

distributor

fresh

shell

eggs

the

U.S.

Our

total

flock

approximately

46.7

million

layers

and

10.9

million

pullets

and

breeders

the

largest

the

U.S.

sell

our

shell

eggs

and

egg

products

diverse group of

customers, including national

and regional grocery

store chains,

club stores, companies

servicing independent

supermarkets

in the

U.S., foodservice

distributors

and

egg product

customers

throughout the

majority

of the

U.S.

and aim

maintain efficient, state-of-the-art operations located

close to our customers.

Our

operating

results

are

materially

impacted

market

prices for

eggs

and

feed

grains

(corn

and

soybean

meal),

which

are

highly

volatile,

independent

each

other,

and

out

our

control.

Generally,

higher

market

prices

for

eggs

have

positive

impact

our

financial

results

while

higher

market

prices

for

feed

grains

have

negative

impact

our

financial

results.

Although we

use a

variety of

pricing mechanisms

in pricing

agreements with

our customers,

we sell

most of

our conventional

shell eggs

based on

formulas that

consider,

in varying

ways, independently

quoted regional

wholesale

market prices

for shell

eggs

formulas

our

costs

production

which

include

the

cost

corn

and

soybean

meal.

not

sell

eggs

directly to consumers or set the prices at which eggs are sold to consumers.

Index

Retail

sales

shell

eggs

historically

have

been

highest

during

the

fall

and

winter

months

and

lowest

during

the

summer

months. Prices

for shell

eggs fluctuate

in response

to seasonal

demand factors

and a

natural increase

in egg

production during

the

spring

and

early

summer.

Historically,

shell

egg

prices

tend

increase

with

the

start

the

school

year

and

tend

highest

prior

holiday

periods,

particularly

Thanksgiving,

Christmas

and

Easter.

Consequently,

and

all

other

things

being

equal, we would

expect to experience

lower selling prices, sales

volumes and net

income (and may incur

net losses) in our

first

and

fourth

fiscal

quarters

ending

August/September

and

May/June,

respectively.

Because

the

seasonal

and

quarterly

fluctuations,

comparisons

our

sales

and

operating

results

between

different

quarters

within

single

fiscal

year

are

not

necessarily meaningful comparisons.

routinely

fill

our

storage

bins

during

harvest

season

when

prices

for

feed

ingredients

are

generally

lower.

ensure

continued

availability of

feed ingredients,

we may

enter into

contracts for

future purchases

of corn

and soybean

meal, and

part

these

contracts,

may

lock-in

the

basis

portion

our

grain

purchases

several

months

advance.

Basis

the

difference

between the

local cash

price for

grain and

the applicable

futures price.

A basis

contract is

a common

transaction in

the grain

market that

allows us

to lock-in

a basis

level for

a specific

delivery period

and wait

to set

the futures

price at

a later

date. Furthermore,

due to

the more

limited supply

for organic

ingredients,

we may

commit to

purchase organic

ingredients in

advance to help ensure supply.

Ordinarily, we do

not enter into long-term contracts beyond a year to purchase

corn and soybean

meal

hedge

against

increases

the

prices

corn

and

soybean

meal.

Corn

and

soybean

meal

are

commodities

and

are

subject

volatile

price

changes

due

weather,

various

supply

and

demand

factors,

transportation

and

storage

costs,

speculators,

agricultural, energy

and trade

policies in

the U.S.

and internationally

and global

instability that

could disrupt

the

supply chain.

An important competitive advantage

for Cal-Maine Foods is

our ability to meet

our customers’ evolving needs

with a favorable

mix of

branded and

private-label products

of conventional

and specialty

eggs, including

cage-free, organic,

brown, free-range,

pasture-raised and nutritionally-enhanced eggs as well as egg products.

CAGE-FREE EGGS

Ten

states

have

passed

legislation

regulations

mandating

minimum

space

cage-free

requirements

for

egg

production

mandated

the

sale

only

cage-free

eggs

and

egg

products

their

states,

with

implementation

these

laws

ranging

from

January

2022

January

2030.

These

states

represent

approximately

27%

the

U.S.

total

population

according

the 2020

U.S.

Census.

California,

Massachusetts,

Colorado,

Oregon,

Washington,

and

Nevada,

which

collectively

represent

approximately 20% of the total estimated U.S. population,

have cage-free legislation currently in effect.

A significant number of

our customers have announced

goals to either exclusively offer

cage-free eggs or significantly

increase

the

volume

cage-free

egg

sales

the

future,

subject

most

cases

availability

supply,

affordability

and

consumer

demand,

among

other

contingencies.

Our

customers

typically

not

commit

long-term

purchases

specific

quantities or

types

eggs

with

us,

and

result,

difficult

accurately

predict

customer

requirements

for

cage-free

eggs.

are

focused

adjusting

our

cage-free

production

capacity

with

goal

meeting

the

future

needs

our

customers

light

changing state requirements

and our

customer’s goals.

As always, we

strive to offer

a product

mix that aligns

with current

and

anticipated

customer

purchase

decisions.

are

engaging

with

our

customers

help

them

meet

their

announced

goals

and

needs. We

have invested significant capital

in recent years to acquire

and construct cage-free facilities, and

we expect our focus

for future

expansion will

continue to

include cage-free

facilities. Our

volume of

cage-free egg

sales has

continued to

increase

and account for a larger share of our

product mix. Cage-free egg revenue represented approximately

25.6% of our total net shell

egg revenue for the

first quarter of fiscal year

2025. At the same time,

we understand the importance

of our continued ability to

provide

conventional

eggs

order

provide

our

customers

with

variety

egg

choices

and

address

hunger

our

communities.

For

additional

information,

see

the

2024

Annual

Report,

Part

Item

“Business

–

Specialty

Eggs,”

“Business

–

Growth

Strategy” and

“Business –

Government

Regulation,” and

the first

risk factor

in Part

I Item

1A, “Risk

Factors” under

the sub-

heading “Legal and Regulatory Risk Factors.”

ACQUISITIONS

During the

first quarter

of fiscal

2025,

we acquired

substantially all

the commercial

shell egg

production,

processing and

egg

products

breaking

assets

ISE

America,

Inc.

and

certain

its

affiliates

(“ISE”).

The

assets

acquired

included

commercial

shell

egg

production

and

processing

facilities

with

capacity

the

time

acquisition

approximately

4.7

million

laying

hens, including

1.0 million cage-free,

and 1.2 million

pullets, feed mills,

approximately 4,000

acres of land,

inventories and an

egg products breaking facility.

The acquired assets also include an extensive customer

distribution network across the Northeast

and Mid-Atlantic

states, and

production operations

in Maryland,

New Jersey,

Delaware and

South Carolina.

These production

assets

are

our

first

Maryland,

New

Jersey

and

Delaware.

believe

this

acquisition

provides

with

opportunity

Index

significantly enhance

our market reach

in the Northeast

and Mid-Atlantic states.

See further discussion

Note 2 – Acquisition

of the Notes to Condensed Consolidated Financial Statements included in this Quarterly

Report.

second

quarter

2024,

acquired

the

assets

Fassio

Egg

Farms,

Inc.(“Fassio”),

its

commercial

shell

egg

production and processing

business. Fassio owned

and operated commercial

shell egg production

and processing facilities

with

capacity

the

time

acquisition

approximately

1.2

million

laying

hens,

primarily

cage-free,

feed

mill,

pullets,

fertilizer production and composting operation and land

located in Erda, Utah, outside Salt Lake City.

This acquisition provided

us with

an opportunity

to expand

our market

presence in

Utah and

the western

U.S., particularly

for cage-free

eggs. In

fourth

quarter

2024,

acquired

broiler

processing

plant,

hatchery

and

feed

mill

Dexter,

Missouri

that

were

closed

Tyson

Foods, Inc. in 2023 and that we are repurposing for use in shell egg and egg products production.

Following the end of first quarter 2025, we announced that we completed

a strategic investment with Crepini,

LLC, establishing

new

egg

products

and

prepared

foods

venture.

See

further

discussion

Note

–

Subsequent

Events

the

Notes

Condensed Consolidated Financial Statements included in this Quarterly

Report

HPAI

Outbreaks of HPAI

have continued to

occur in U.S. poultry

flocks. From the

resurgence beginning

in November 2023

until the

last reported

case in

commercial layer

hens in

July 2024,

approximately 33.1

million commercial

laying hens

and pullets

have

been depopulated.

During the

third and fourth

quarters of fiscal

2024, we experienced

HPAI

outbreaks within

our facilities located

in Kansas and

Texas,

resulting in

total depopulation

of approximately

3.1 million

laying hens

and 577,000

pullets. Both

locations have

been

cleared

the

USDA to

resume

operations.

Repopulation

began

during

the first

quarter

fiscal

2025

and

is expected

completed before calendar year end.

remain

dedicated

to robust

biosecurity

programs

across our

locations;

however,

no farm

is immune

from HPAI.

HPAI

currently

widespread

the

wild

bird

population

worldwide.

The

extent

possible

future

outbreaks,

with

heightened

risk

during the

migration seasons,

and more

recent HPAI

events, which

have been

directly linked

to dairy

cattle operations,

cannot

be predicted.

According to

the U.S.

Centers for

Disease Control

and Prevention,

the human health

risk to

the U.S. public

from

the HPAI

virus is considered

to be low.

Also, according to

the USDA, HPAI

cannot be transmitted

through safely handled

and

properly cooked eggs. There

is no known risk related

to HPAI

associated with eggs that are

currently in the market and no

eggs

have

been

recalled.

For

additional

information,

see

the

2024

Annual

Report,

Part

Item

“Management’s

Discussion

and

Analysis of Financial Condition and Results of Operations – HPAI.”

EXECUTIVE OVERVIEW

For the first quarter of

fiscal 2025, we recorded a gross

profit of $247.2 million, compared

to $45.4 million, for the

same period

of fiscal 2024,

primarily driven by an increase in the net average selling price

of shell eggs as well as an increase in total dozens

sold. In the first

quarter of fiscal 2025,

we sold a record

amount of total shell eggs

and specialty shell eggs,

reflecting favorable

demand for

shell eggs during

most of the

quarter.

Our results were

also positively

impacted by

lower feed costs

and our recent

acquisitions discussed above.

Our

net

average

selling

price

per

dozen

for

the

first

quarter

fiscal

2025

was

$2.392

compared

$1.589

the

prior-year

period. Conventional

egg prices

per dozen

were $2.424

compared to

$1.241 for

the prior-year

period, and

specialty egg

prices

per dozen were $2.335

compared to $2.278 for the

prior-year period. Egg

prices in the first quarter

of fiscal 2025 were elevated

compared

to the

prior-year

period

primarily

due

the resurgence

HPAI

outbreaks,

which

decreased

supply,

among

other

factors.

According

the

USDA,

the

monthly

average

size

the

layer

hen

flock

from

June

through

August

(which

most

closely aligns with

our first fiscal quarter)

2024 was approximately

305 million hens,

which was a decrease

of 9 million layers

or 2.9%,

compared to

the same

period in

the prior

year.

The daily

average price

for the

Urner Barry

southeast large

index for

the

first

quarter

fiscal

2025

increased

125.6%

from

the

comparable

period

the

prior

year

and

was

volatile

during

the

quarter

with

low

$2.54

and

high

$4.63

the

end

the

quarter.

Subsequent

quarter-end,

prices

have

dropped

significantly. For

more information about historical shell egg prices, see Part I Item I of our 2024 Annual

Report.

Our dozens sold

for the first quarter

of fiscal 2025

increased 13.5% compared

to fiscal 2024.

had an increase

in production

capacity with the

acquisitions of the

commercial shell egg

production and processing

business of ISE

during the first quarter

fiscal

2025

and

Fassio

during

the

second

quarter

fiscal

2024,

which

was

partially

offset

the

temporary

decrease

production due to the HPAI

outbreaks at our facilities in Kansas and Texas

during the third and fourth quarters of fiscal 2024.

Index

Our farm

production costs

per dozen

produced for

the first

quarter

of fiscal

2025 decreased

11.7%,

or $0.12

compared to

the

prior year period, primarily

due to lower feed costs. Feed

costs per dozen produced

decreased 17.3%, or $0.10,

compared to the

first

quarter

fiscal

2024,

primarily

due

lower

feed

ingredient

prices.

For

information

about

historical

corn

and

soybean

meal prices,

see Part

I Item

I of

our 2024

Annual Report.

Our egg

purchases and

other (including

changes in

inventory) costs

increased

$107.7

million

quarter-over-quarter,

primarily

due

higher

shell

egg

prices

well

increase

dozens

purchased due to the loss of production caused by the HPAI

outbreaks at our facilities as described above .

RESULTS OF

OPERATIONS

The following

table sets forth,

for the periods

indicated, certain

items from

our Condensed Consolidated

Statements of Income

expressed as a percentage of net sales.

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Net sales

100.0

Cost of sales

68.5

90.1

Gross profit

31.5

9.9

Selling, general and administrative

7.9

11.3

Gain on disposal of fixed assets

(0.2)

—

Operating income (loss)

23.8

(1.4)

Total other income, net

1.4

1.6

Income before income taxes

25.2

0.2

Income tax expense

6.2

0.1

Net income

19.0

0.1

Less: Loss attributable to noncontrolling interest

—

(0.1)

Net income attributable to Cal-Maine Foods, Inc.

19.0

0.2

NET SALES

Total

net sales for

the first quarter

of fiscal 2025

were $785.9 million

compared to $459.3

million for the

same period of

fiscal

2024.

Net shell

egg sales

represented 95.5%

and 95.2%

of total

net sales

for the

first quarters

of fiscal

2025 and

2024, respectively.

The Company’s

shell egg offerings

for both branded

and private-label products,

include specialty and

conventional shell eggs.

Specialty shell eggs include cage-free, organic,

brown, free-range, pasture-raised and nutritionally enhanced

eggs. Conventional

shell eggs sales represent all

other shell egg sales not sold

as specialty shell eggs. Shell egg sales

classified as “Other” represent

sales of miscellaneous byproducts and resale products included with our shell

egg operations.

The Company’s egg products

offerings

include liquid and frozen egg products and hard-cooked eggs.

Index

The table below presents an analysis of our conventional and specialty shell egg

sales (in thousands, except percentage data):

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Total net sales

785,871

459,344

Conventional

484,736

64.6

225,280

51.6

Specialty

256,777

34.2

208,681

47.7

Egg sales, net

741,513

98.8

433,961

99.3

Other

9,183

1.2

3,160

0.7

Net shell egg sales

750,696

100.0

437,121

100.0

Net shell egg sales as a percent of total net sales

95.5

95.2

Dozens sold:

Conventional

199,989

64.5

181,530

66.5

Specialty

109,990

35.5

91,596

33.5

Total dozens sold

309,979

100.0

273,126

100.0

Net average selling price per dozen:

Conventional

2.424

1.241

Specialty

2.335

2.278

All shell eggs

2.392

1.589

Egg products sales:

Egg products net sales

35,175

22,223

Pounds sold

21,051

19,353

Net average selling price per pound

1.671

1.148

Shell egg net sales

First Quarter – Fiscal 2025

vs. Fiscal 2024

In the

first quarter

of fiscal

2025,

conventional

egg sales

increased

$259.5 million,

or 115.2%,

compared to

the first

quarter

fiscal

2024,

primarily

due

95.3%

increase

the

prices

for

conventional

eggs,

which

resulted

$236.6 million increase in

net sales, and a 10.2%

increase in the volume of

conventional eggs sold, which resulted

in a

$22.9

million

increase

net

sales.

Results

for

the

first

quarter

2025

were

positively

impacted

our

recent

acquisitions discussed above.

Specialty egg sales increased $48.1 million, or

23.0%, in the first quarter of fiscal 2025 compared

to the first quarter of

fiscal 2024, primarily

due to an 20.1%

increase in the volume

of specialty eggs

sold, which resulted in

a $41.9 million

increase in

net sales

and a

2.5% increase

in prices

for specialty

eggs, which

resulted in

a $6.3

million increase

in net

sales.

Demand

for

specialty

eggs

increased

the

first

quarter

fiscal

2025

conventional

egg

prices

rose.

Our

sales

volume benefited

as we sold

20.1% more

specialty eggs by

volume in

the first quarter

of fiscal 2025

versus the prior-

year period. Additionally,

demand continues to be impacted by

cage-free requirements becoming effective

for Nevada,

Oregon and Washington

on January 1, 2024.

See “Executive Overview” above for additional discussion.

Egg products net sales

First Quarter – Fiscal 2025

vs. Fiscal 2024

Egg

products

net

sales

increased

$13.0

million,

58.3%,

for

the

first

quarter

fiscal

2025

compared

the

same

period of fiscal 2024, primarily

due to a 45.6%

selling price increase, which had a $11.0

million positive impact on net

sales.

Index

Our egg products

net average selling

price increased in

the first quarter

of fiscal 2025,

compared to the

first quarter of

fiscal 2024, as the supply of shell eggs used to produce egg products was lower due

to the impact of HPAI

COST OF SALES

Cost of

sales consists

costs directly

to producing,

processing

and

packing

shell eggs,

purchases

shell

eggs from

outside sources,

processing and

packing of

liquid and

frozen egg

products and

other non-egg

costs. Farm production

costs are

those costs

incurred at

the egg production

facility,

including feed,

facility (including

labor), hen

amortization and

other related

farm production costs.

The following table presents the key variables affecting our cost of

sales (in thousands, except cost per dozen data):

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

Change

Cost of Sales:

Farm production

241,701

253,507

(4.7)

Processing, packaging, and warehouse

91,711

81,906

12.0

Egg purchases and other (including change in inventory)

168,449

60,797

177.1

Total shell eggs

501,861

396,210

26.7

Egg products

36,792

17,701

107.9

Total

538,653

413,911

30.1

Farm production costs (per dozen produced)

Feed

0.494

0.597

(17.3)

Other

0.421

0.439

(4.1)

Total

0.915

1.036

(11.7)

Outside egg purchases (average cost per dozen)

2.83

1.65

71.5

Dozens produced

266,839

250,365

6.6

Percent produced to sold

86.1%

91.7%

(6.1)

Farm Production

First Quarter – Fiscal 2025

vs. Fiscal 2024

Feed costs per dozen produced decreased 17.3% in the first quarter

of fiscal 2025

compared to the first quarter of fiscal

2024. This

decrease was

primarily due

to lower

prices for

corn and

soybean meal,

our primary

feed ingredients.

The

decrease

feed

cost

per

dozen

resulted

decrease

cost

sales of

$27.5

million

for

the

first

quarter

fiscal

2025

compared to the prior period quarter.

For the

first quarter

of fiscal

2025, the

average Chicago

Board of

Trade

(“CBOT”) daily

market price

was $4.03

per

bushel

for

corn

and

$340

per

ton

soybean

meal,

representing

decreases

24.0%

and

19.5%,

respectively,

compared to the average CBOT daily market prices for the first quarter

of fiscal 2024.

Other farm

production costs decreased

primarily due

to lower flock

amortization. Feed

costs reached their

peak in the

second quarter

of fiscal

2023 and

have since

trended downward.

Lower costs

result in

lower capitalized

values of

the

flocks during the grow out phase, which reduced amortization cost over time.

Current

indications

for

corn

project

overall

better

stocks-to-use

ratio

implying

potentially

lower

prices

the

near

term;

however, as long

as outside factors remain uncertain

(including weather patterns and

global supply chain disruptions), volatility

could remain.

Processing, packaging, and warehouse

First Quarter – Fiscal 2025

vs. Fiscal 2024

Processing, packaging, and warehouse costs increased 12.0

compared to the first quarter of fiscal 2024

due to a 7.5%

increase in the volume of processed dozens as well as an increase in costs of packaging

materials.

Index

Egg purchases and other (including change in inventory)

First Quarter – Fiscal 2025

vs. Fiscal 2024

Costs in

this category

increased primarily

due to

higher shell

egg prices

as the

average cost

per dozen

of outside

egg

purchases

increased

71.5%

compared

first

quarter

fiscal

2024,

well

increase

67.5%

dozens

purchased due to the loss of

production caused by the HPAI

outbreaks

at our facilities in Kansas and Texas

in the third

and fourth quarters of fiscal 2024.

GROSS PROFIT

Gross profit, as a percentage of net sales, was 31.5% for the first quarter

of fiscal 2025 compared to 9.9% for the same period of

fiscal 2024.

The increase was

primarily due to

higher net average

selling price as

well as lower

feed ingredient prices,

partially

offset by the increase in volume and price of outside egg purchases

SELLING, GENERAL, AND ADMINISTRATIVE

EXPENSES

Selling,

general,

and

administrative

(“SGA”)

expenses

include

costs

delivery,

marketing,

and

other

general

and

administrative expenses.

Delivery expense includes

contract trucking

expense and

all costs to

maintain and operate

our fleet of

trucks to

deliver products

to customers

including the

related payroll

expenses. Marketing

expense includes

franchise fees

that

are

submitted

Eggland’s

Best,

Inc.

support

the

EB brand,

brokerage

and

commission

fees,

and

other

general

marketing

expenses

such

payroll

expenses

for

our

in-house

sales

team.

Other

general

and

administrative

expenses

include

corporate

payroll

expenses

and

other

general

corporate

overhead

costs.

The

following

table

presents

analysis

our

SGA

expenses (in thousands):

Thirteen Weeks

Ended

August 31, 2024

September 2, 2023

$ Change

% Change

Delivery expense

21,064

17,691

3,373

19.1

Marketing expense

14,352

12,463

1,889

15.2

Other general and administrative expenses

26,516

22,092

4,424

20.0

Total

61,932

52,246

9,686

18.5

First Quarter – Fiscal 2025

vs. Fiscal 2024

Delivery expense

The

increased

delivery

expense

primarily

due

increase

dozens

sold

the

first

quarter

fiscal

2025

compared to the first quarter of fiscal 2024.

Marketing expense

The

increase

marketing

expense

primarily

due

increase

franchise

fees

specialty

egg

sales

increased

compared to the first quarter of fiscal 2024.

Other general and administrative expense

The increase

in other

general and

administrative

expense

is primarily

due

to costs

associated

with the

acquisition

ISE assets that occurred during the first quarter of fiscal 2025 as well as an increase

in insurance costs.

OPERATING

INCOME (LOSS)

For

the

first

quarter

fiscal

2025,

recorded

operating

income

$187.0

million

compared

operating

loss

$6.8

million for the same period of fiscal 2024.

OTHER INCOME (EXPENSE)

Total

other

income

(expense)

consists

items

not

directly

charged

operations,

such

interest

income

and

expense, equity in income or loss of unconsolidated

entities, and patronage income, among other items. Patronage

dividends are

paid to us from our membership in the EB cooperative.

Index

For the

first quarter

of fiscal

2025,

we earned

$9.9 million

of interest

income compared

to $7.5

million for

the same

period of

fiscal 2024,

primarily due to higher average

cash and cash equivalents and

investment securities available-for-sale balances

and

yields.

The

Company

recorded

interest

expense

$160

thousand

and

$142

thousand

for the

first

quarters

ended

August

31,

2024 and September 2, 2023, respectively.

INCOME TAXES

For the

first quarter

of fiscal

2025, our

pre-tax income

was $198.0

million, compared

to $733

thousand for

the first

quarter of

fiscal 2024.

Income tax

expense of

$48.4 million

was recorded

for first

quarter 2025

with an

effective

tax rate

of 24.4%.

For

first quarter 2024,

income tax expense

was $322 thousand

with an effective

tax rate of

43.9%. The higher

effective tax

rate for

first quarter

of fiscal

2024 is

primarily

due to

the loss

attributable

to our

noncontrolling interest.

Taxable

income for

the

first

quarter

of fiscal

2024

was $1.2

million

and

excludes

the

loss attributable

noncontrolling

interest

$515

thousand,

which

represents an effective tax rate of 25.7%.

Items causing

our effective

tax rate

to differ

from the

federal statutory

income tax

rate of

21% are

state income

taxes, certain

federal tax

credits and

certain items included

in income or

loss for financial

reporting purposes that

are not included

in taxable

income or

loss for income

tax purposes, including

tax exempt interest

income, certain

nondeductible expenses,

and net income

or loss attributable to noncontrolling interest.

NET INCOME ATTRIBUTABLE

TO CAL-MAINE FOODS, INC.

Net income

attributable to

Cal-Maine Foods,

Inc. for

the first quarter

ended August

31, 2024

was $150.0

million, or

$3.08 per

basic and $3.06

per diluted common

share, compared to

net income attributable

to Cal-Maine Foods,

Inc. of $926

thousand, or

$0.02 per basic and diluted common share, for the same period of fiscal

2024.

LIQUIDITY AND CAPITAL

RESOURCES

Working

Capital and Current Ratio

Our working capital was $1.0 billion

at both August 31, 2024 and June 1, 2024.

The calculation of working capital is defined

current

assets

less

current

liabilities.

Our

current

ratio

was

4.1

August

31,

2024,

compared

with

5.5

June

2024.

The

current ratio is calculated by dividing current assets by current liabilities.

Cash Flows from Operating Activities

For

the thirteen

weeks

ended August

31, 2024,

$117.5

million

in net

cash

was

provided by

operating

activities,

compared

$23.7

million

provided

operating

activities

for

the

comparable

period

fiscal

2024.

The

increase

cash

flow

from

operating activities

resulted primarily

from higher

net average

selling prices

per dozen

as well

as a

decrease in

feed ingredient

costs compared to the prior-year period.

Cash Flows from Investing Activities

For the thirteen

weeks ended August

31, 2024,

$135.9 million

was used in

investing activities, primarily

due to the

acquisition

assets

ISE,

and

purchases

property,

plant

and

equipment.

This

compares

$80.9

million

provided

investing

activities in

the same

period of

fiscal 2024,

primarily due

to sales and

maturities of

investment securities.

Sales and

maturities

of investment

securities were

$209.7 million

in first

quarter of

fiscal 2025

and purchases

of investment

securities were

$202.2

million during the period. Sales and maturities of investment

securities were $135.8 million in the first quarter fiscal

2024

while

purchases

investment

securities

were

$28.3

million

during

the

period.

The

increase

sales

and

maturities

investment

securities is primarily due

to the maturities of short-term

investments during first quarter 2025.

Purchases of property,

plant and

equipment were

$35.8 million

and $26.7

million in the

first quarters

of fiscal

2025 and

2024, respectively,

primarily reflecting

progress on our construction projects.

Cash Flows from Financing Activities

paid dividends of $37.8

million for the thirteen

weeks ended August 31,

2024 compared to $37.0

million in the same

prior-

year period.

Index

As of

August 31,

2024,

cash decreased

$56.2 million

since June

1, 2024,

compared to

an increase

of $67.5

million during

the

same period

of fiscal

2024.

The decrease

is primarily

due

to the

acquisition

of assets

ISE during

the first

quarter of

fiscal

2025.

Credit Facility

had

no long-term

debt outstanding

at August

31, 2024

or June

1, 2024.

On November

15, 2021,

we entered

into a

credit

agreement

that

provides

for

senior

secured

revolving

credit facility

(the

“Credit

Facility”),

initial

aggregate

principal

amount

$250

million

with

five-year

term.

August

31,

2024,

amounts

were

borrowed

under

the

Credit

Facility. We

have $4.7 million

in outstanding standby

letters of credit issued

under our Credit

Facility for the

benefit of certain

insurance companies.

Refer to

Part II

Item 8,

Notes to

Consolidated

Financial Statements

and Supplementary

Data, Note

10 -

Credit Facility included in our 2024

Annual Report for further information regarding our long-term debt.

Dividends

accordance

with

our

variable

dividend

policy,

will

pay

cash

dividend

totaling

approximately

$50.0

million,

approximately

$1.019 per

share, to

holders of

our Common

Stock and

Class A

Common Stock

with respect

to our

first fiscal

quarter

2025.

The

amount

paid

per

will

vary

based

the

number

outstanding

the

record

date.

The

dividend is payable on November 14, 2024 to holders of record on October 30,

2024.

Material Cash Requirements

Material cash

requirements for

operating activities

primarily consist

of feed

ingredients, processing,

packaging and

warehouse

costs, employee related

costs, and other

general operating expenses,

which we expect

to be paid

from our cash

from operations

and cash and

investment securities on

hand for at

least the next

12 months. While

volatile egg prices

and feed ingredient

costs,

among

other

things,

make

long-term

predictions

difficult,

have

substantial

liquid

assets

and

availability

under

our

Credit

Facility to fund future operating requirements.

Our material

cash requirements

for capital

expenditures consist

primarily of

our construction

projects to increase

our cage-free

production

capacity.

continue

monitor

the

increasing

demand

for

cage-free

eggs and

engage

with

our

customers

efforts

achieve

a smooth

transition

toward

their

announced

timelines

for

cage-free

egg

sales. The

following

table presents

material construction projects approved as of August 31, 2024 (in

thousands):

Project(s) Type

Projected

Completion

Projected Cost

Spent as of August

31, 2024

Remaining

Projected Cost

Cage-Free Layer & Pullet Houses

Fiscal 2025

81,429

73,945

7,484

Dexter, MO Processing and Hatchery

Renovations

Fiscal 2025

6,204

4,704

1,500

Feed Mills

Fiscal 2026

16,593

4,565

12,028

Cage-Free Layer & Pullet Houses

Fiscal 2026

135,905

115,420

20,485

240,131

198,634

41,497

We believe our

current cash balances, investments, projected cash flows from operations, and available

borrowings under our

Credit Facility will be sufficient to fund our capital expenditure

cash needs for at least the next 12 months and to fund our

capital commitments currently in place thereafter.

IMPACT OF

RECENTLY

ISSUED/ADOPTED ACCOUNTING STANDARDS

For

information

changes

accounting

principles

and

new

accounting

policies,

see

Note 1 - Summary of Significant

Accounting Policies

of the Notes to Condensed Consolidated Financial Statements included in this Quarterly

Report.

CRITICAL ACCOUNTING ESTIMATES

Critical accounting

estimates

are those

estimates

made

in accordance

with U.S.

generally

accepted

accounting

principles that

involve

significant

level

estimation

uncertainty

and

have

had

are

reasonably

likely

have

material

impact

our

financial

condition

or results

of operations.

There

have been

no changes

to our

critical accounting

estimates identified

in our

2024 Annual Report.

Index

ITEM 3. QUANTITATIVE

AND QUALITATIVE

DISCLOSURES ABOUT MARKET RISK

There have been no material changes in our exposure to market risk during the

thirteen weeks ended August 31, 2024 from the

information provided in Part II Item 7A, Quantitative and Qualitative Disclosures About

Market Risk in our 2024 Annual

Report.

ITEM 4.

CONTROLS

AND

PROCEDURES

Disclosure Controls and Procedures

Our disclosure

controls and

procedures are

designed to

provide reasonable

assurance that

information required

to be

disclosed

by us in the reports

we file or submit

under the Exchange Act

is recorded, processed, summarized

and reported, within the

time

periods

specified

the

Securities and

Exchange

Commission’s

rules

and

forms. Disclosure

controls

and

procedures

include,

without limitation, controls and

procedures designed to ensure that

information required to be disclosed

by us in the reports that

we file or submit

under the Exchange

Act is accumulated and

communicated to management,

including our principal

executive

and

principal

financial

officers,

persons

performing

similar

functions,

appropriate

allow

timely

decisions

regarding

required disclosure. Based on an evaluation of our disclosure controls

and procedures conducted by our Chief Executive Officer

and

Chief

Financial

Officer,

together

with

other

financial

officers,

such

officers

concluded

that

our

disclosure

controls

and

procedures were effective as of August 31, 2024 at the reasonable

assurance level.

Changes in Internal Control Over Financial Reporting

There

was no

change

in our

internal control

over financial

reporting

that occurred

during the

quarter

ended

August

31, 2024

that has materially affected, or is reasonably likely to materially affect,

our internal control over financial reporting.

Index

PART

II. OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

Refer

the

discussion

certain

legal

proceedings

involving

the

Company

and/or

its

subsidiaries

(i)

our

2024

Annual

Report,

Part

Item

Legal

Proceedings,

and

Part

Item 8,

Notes

Consolidated

Financial

Statements

and

Supplementary

Data,

Note

Commitments

and

Contingencies,

and

(ii)

this

Quarterly

Report

Note 10

- Commitments and

Contingencies

the

Notes

Condensed

Consolidated

Financial

Statements,

which

discussions

are

incorporated

herein

reference.

ITEM 1A.

RISK

FACTORS

There have been no material changes in the risk factors previously disclosed in the

Company’s 2024 Annual

Report.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF

PROCEEDS

The following table is a summary of our first quarter 2025 share repurchases:

Issuer Purchases of Equity Securities

Total

Number of

Maximum Number

Shares Purchased

of Shares that

Total

Number

Average

as Part of Publicly

May Yet

of Shares

Price Paid

Announced Plans

Purchased Under the

Period

Purchased (1)

per Share

Or Programs

Plans or Programs

06/02/24 to 06/29/24

—

06/30/24 to 07/27/24

502

66.86

—

07/28/24 to 08/31/24

—

502

66.86

—

(1)

As permitted under our Amended and Restated 2012

Omnibus Long-Term Incentive Plan, these shares were withheld by us to satisfy

tax withholding

obligations for employees in connection with the vesting of restricted

common stock.

ITEM 6. EXHIBITS

Exhibits

No.

Description

3.1

Second Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to

Exhibit 3.1 in the Registrant’s Form 8-K, filed July 20, 2018)

3.2

Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 in the

Registrant’s Form 10-K, filed July 23, 2024)

31.1*

Rule 13a-14(a) Certification of the Chief Executive Officer

31.2*

Rule 13a-14(a) Certification of the Chief Financial Officer

32**

Section 1350 Certification of the Chief Executive Officer and the Chief Financial Officer

101.SCH*+

Inline XBRL Taxonomy

Extension Schema Document

101.CAL*+

Inline XBRL Taxonomy

Extension Calculation Linkbase Document

101.DEF*+

Inline XBRL Taxonomy

Extension Definition Linkbase Document

101.LAB*+

Inline XBRL Taxonomy

Extension Label Linkbase Document

101.PRE*+

Inline XBRL Taxonomy

Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained

in Exhibit 101)

Filed herewith as an Exhibit.

Furnished herewith as an Exhibit.

Submitted electronically with this Quarterly Report.

Index

SIGNATURES

Pursuant to

the requirements

of the Securities

Exchange Act

of 1934,

the registrant has

duly caused

this report

to be signed

its behalf by the undersigned, thereunto duly authorized.

CAL-MAINE FOODS, INC.

(Registrant)

Date:

October 1, 2024

/s/ Max P.

Bowman

Max P.

Bowman

Vice President, Chief Financial

Officer

(Principal Financial Officer)

໿

Date:

October 1, 2024

/s/ Matthew S. Glover

Matthew S. Glover

Vice President – Accounting

(Principal Accounting Officer)

໿

Exhibit 31.1

Certification

Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934,

As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Sherman L. Miller, certify that:

I have reviewed this Quarterly Report on Form 10-Q of Cal-Maine Foods,

Inc.;

Based on my knowledge, this report does not contain any untrue statement of

a material fact or omit to state a material fact

necessary to make the statements made, in light of the circumstances under

which such statements were made, not

misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information

included in this report, fairly present in

all material respects the financial condition, results of operations and

cash flows of the registrant as of, and for, the periods

presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing

and maintaining disclosure controls and

procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as

defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls

and procedures to be designed

under our supervision, to ensure that material information relating to the

registrant, including its consolidated

subsidiaries, is made known to us by others within those entities, particularly

during the period in which this report is

being prepared;

(b)

Designed such internal control over financial reporting, or caused such

internal control over financial reporting to be

designed under our supervision, to provide reasonable assurance regarding

the reliability of financial reporting and the

preparation of financial statements for external purposes in accordance

with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures

and presented in this report our

conclusions about the effectiveness of the disclosure controls and procedures,

as of the end of the period covered by this

report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the

registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter

in the case of an annual report) that has

materially affected, or is reasonably likely to materially affect, the registrant’s

internal control over financial reporting;

and

The registrant’s other certifying officer(s) and I have disclosed, based

on our most recent evaluation of internal control over

financial reporting, to the registrant’s auditors and the audit committee of the registrant’s

board of directors (or persons

performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of

internal control over financial

reporting which are reasonably likely to adversely affect the registrant’s ability

to record, process, summarize and report

financial information; and

(b)

Any fraud, whether or not material, that involves management or other

employees who have a significant role in the

registrant’s internal control over financial reporting.

/s/ Sherman L. Miller

Sherman L. Miller

President and Chief Executive Officer

Date:

October 1, 2024

Exhibit 31.2

Certification

Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934,

As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Max P. Bowman, certify that

I have reviewed this Quarterly Report on Form 10-Q of Cal-Maine Foods, Inc.;

Based on my knowledge, this report does not contain any untrue statement of

a material fact or omit to state a material fact

necessary to make the statements made, in light of the circumstances under

which such statements were made, not

misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information

included in this report, fairly present in

all material respects the financial condition, results of operations and

cash flows of the registrant as of, and for, the periods

presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing

and maintaining disclosure controls and

procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as

defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls

and procedures to be designed

under our supervision, to ensure that material information relating to the

registrant, including its consolidated

subsidiaries, is made known to us by others within those entities, particularly

during the period in which this report is

being prepared;

(b)

Designed such internal control over financial reporting, or caused such

internal control over financial reporting to be

designed under our supervision, to provide reasonable assurance regarding

the reliability of financial reporting and the

preparation of financial statements for external purposes in accordance

with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures

and presented in this report our

conclusions about the effectiveness of the disclosure controls and procedures,

as of the end of the period covered by

this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant’s internal control over financial

reporting that occurred during the

registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter

in the case of an annual report) that has

materially affected, or is reasonably likely to materially affect, the registrant’s

internal control over financial reporting;

and

The registrant’s other certifying officer(s) and I have disclosed, based

on our most recent evaluation of internal control over

financial reporting, to the registrant’s auditors and the audit committee of the registrant’s

board of directors (or persons

performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of

internal control over financial

reporting which are reasonably likely to adversely affect the registrant’s ability

to record, process, summarize and

report financial information; and

(b)

Any fraud, whether or not material, that involves management or other

employees who have a significant role in the

registrant’s internal control over financial reporting.

/s/ Max P. Bowman

Max P. Bowman

Vice President and Chief Financial Officer

Date:

October 1, 2024

Exhibit 32

Certifications Pursuant to 18 U.S.C. §1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Solely for

the purposes

of complying

with 18

U.S.C. §1350,

as adopted

pursuant to

Section 906

of the

Sarbanes-Oxley Act of

2002,

we,

the

undersigned

Chief

Executive

Officer

and

Chief

Financial

Officer

Cal-Maine

Foods,

Inc.

(the

“Company”),

hereby certify, based

on our knowledge,

that the Quarterly

Report on Form

10-Q of the

Company for the

quarter ended August

31, 2024 (the

“Report”) fully complies

with the requirements

of Section

13(a) or 15(d)

of the Securities

Exchange Act of

1934

and that

the information

contained in

the Report

fairly presents,

in all

material

respects, the

financial condition

and results

operations of the Company.

/s/ Sherman L. Miller

Sherman L. Miller

President and Chief Executive Officer

/s/ Max P. Bowman

Max P. Bowman

Vice President and Chief Financial Officer

Date:

October 1, 2024

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Aug. 31, 2024	Oct. 01, 2024
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Aug. 31, 2024
Document Transition Report	false
Entity File Number	001-38695
Entity Registrant Name	CAL-MAINE FOODS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	64-0500378
Entity Address, Address Line One	1052 Highland Colony Pkwy
Entity Address Address Line 2	Suite 200
Entity Address, City or Town	Ridgeland
Entity Address, State or Province	MS
Entity Address, Postal Zip Code	39157
City Area Code	601
Local Phone Number	948-6813
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	CALM
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Current Fiscal Year End Date	--05-31
Amendment Flag	false
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000016160
Common Stock [Member]
Entity Common Stock, Shares Outstanding		44,236,582
Class A Common Stock [Member]
Entity Common Stock, Shares Outstanding		4,800,000

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Aug. 31, 2024	Jun. 01, 2024
Current assets:
Cash and cash equivalents	$ 181,667	$ 237,878
Investment securities available-for-sale	571,923	574,499
Trade and other receivables, net	272,092	151,983
Income tax receivable	10,459	10,459
Inventories	293,182	261,782
Prepaid expenses and other current assets	14,156	5,238
Total current assets	1,343,479	1,241,839
Property, plant & equipment, net	960,070	857,234
Investments in unconsolidated entities	11,753	11,195
Goodwill	45,776	45,776
Intangible assets, net	16,175	15,996
Other long-term assets	12,755	12,721
Total Assets	2,390,008	2,184,761
Current liabilities:
Accounts payable	128,600	75,862
Accrued wages and benefits	18,961	32,971
Accrued income taxes payable	106,288	43,348
Dividends payable	49,971	37,760
Accrued expenses and other liabilities	21,595	37,802
Total current liabilities	325,415	227,743
Other noncurrent liabilities	36,854	17,109
Deferred income taxes, net	128,676	142,866
Total liabilities	490,945	387,718
Commitments and contingencies - see Note 10
Stockholders' equity:
Paid-in capital	77,503	76,371
Retained earnings	1,856,405	1,756,395
Accumulated other comprehensive loss, net of tax	(474)	(1,773)
Common stock in treasury at cost - 26,024 shares at August 31, 2024 and 26,022 shares at June 1, 2024	(31,632)	(31,597)
Total Cal-Maine Foods, Inc. stockholders' equity	1,902,553	1,800,147
Noncontrolling interest in consolidated entity	(3,490)	(3,104)
Total stockholders' equity	1,899,063	1,797,043
Total Liabilities and Stockholders' Equity	2,390,008	2,184,761
Common Stock [Member]
Stockholders' equity:
Common stock ($0.01 par value):	703	703
Class A Convertible Common Stock [Member]
Stockholders' equity:
Common stock ($0.01 par value):	$ 48	$ 48

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Aug. 31, 2024	Jun. 01, 2024
Common Stock [Member]
Common stock, par value per share (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	120,000,000	120,000,000
Common stock, shares issued (in shares)	70,261,000	70,261,000
Common stock in treasury (in shares)	26,024,000	26,022,000
Class A Convertible Common Stock [Member]
Common stock, par value per share (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	4,800,000	4,800,000
Common stock, shares issued (in shares)	4,800,000	4,800,000

Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Condensed Consolidated Statements of Income [Abstract]
Net sales	$ 785,871	$ 459,344
Cost of sales	538,653	413,911
Gross profit	247,218	45,433
Selling, general and administrative	61,932	52,246
Loss on involuntary conversions	146	0
Gain on disposal of fixed assets	(1,817)	(56)
Operating income (loss)	186,957	(6,757)
Other income (expense):
Interest income, net	9,785	7,346
Other, net	1,211	144
Total other income, net	10,996	7,490
Income before income taxes	197,953	733
Income tax expense	48,363	322
Net income	149,590	411
Less: Loss attributable to noncontrolling interest	(386)	(515)
Net income attributable to Cal-Maine Foods, Inc.	$ 149,976	$ 926
Net income per common share:
Basic (in dollars per share)	$ 3.08	$ 0.02
Diluted (in dollars per share)	$ 3.06	$ 0.02
Weighted average shares outstanding:
Basic (in shares)	48,761	48,690
Diluted (in shares)	48,932	48,840

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Condensed Consolidated Statements of Comprehensive Income [Abstract]
Net income	$ 149,590	$ 411
Other comprehensive income (loss), before tax:
Unrealized holding gain on available-for-sale securities, net of reclassification adjustments	1,715	786
Income tax expense related to items of other comprehensive income	(416)	(191)
Other comprehensive Income, net of tax	1,299	595
Comprehensive income	150,889	1,006
Less: Comprehensive loss attributable to the noncontrolling interest	(386)	(515)
Comprehensive income attributable to Cal-Maine Foods, Inc.	$ 151,275	$ 1,521

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Cash flows from operating activities:
Net income	$ 149,590	$ 411
Depreciation and amortization	22,048	19,340
Deferred income taxes	(14,605)	322
Other adjustments, net	(39,581)	3,612
Net cash provided by operations	117,452	23,685
Cash flows from investing activities:
Purchases of investment securities	(202,196)	(28,296)
Sales and maturities of investment securities	209,673	135,768
Acquisition of business	(111,521)	0
Purchases of property, plant and equipment	(35,773)	(26,666)
Net proceeds from disposal of property, plant and equipment	3,946	74
Net cash provided by (used in) investing activities	(135,871)	80,880
Cash flows from financing activities:
Payments of dividends	(37,758)	(36,983)
Purchase of common stock by treasury	(34)	(5)
Principal payments on finance lease	0	(58)
Net cash used in financing activities	(37,792)	(37,046)
Net change in cash and cash equivalents	(56,211)	67,519
Cash and cash equivalents at beginning of period	237,878	292,824
Cash and cash equivalents at end of period	$ 181,667	$ 360,343

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Aug. 31, 2024
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 1 - Summary of Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements of Cal-Maine Foods, Inc. and its subsidiaries (the “Company,” “we,” “us,” “our”) have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial reporting and should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended June 1, 2024 (the “2024 Annual Report”). These statements reflect all adjustments that are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented and, in the opinion of management, consist of adjustments of a normal recurring nature. Operating results for the interim periods are not necessarily indicative of operating results for the entire fiscal year. Fiscal Year The Company’s fiscal year ends on the Saturday closest to May 31. Each of the three-month periods ended on August 31, 2024 and September 2, 2023 included 13 weeks . Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Investment Securities Available-for-Sale The Company has determined that its debt securities are available-for-sale investments. We classify these securities as current because the amounts invested are available for current operations. Available -for-sale securities are carried at fair value, based on quoted market prices as of the balance sheet date, with unrealized gains and losses recorded in other comprehensive income. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity and is recorded in interest income. The Company regularly evaluates changes to the rating of its debt securities by credit agencies and economic conditions to assess and record any expected credit losses through allowance for credit losses, limited to the amount that fair value was less than the amortized cost basis. The cost basis for realized gains and losses on available-for-sale securities is determined by the specific identification method. Gains and losses are recognized in other income (expenses) as Other, net in the Company’s Condensed Consolidated Statements of Income. Interest and dividends on securities classified as available-for-sale are recorded in interest income. Trade Receivables Trade receivables are stated at their carrying values, which include a reserve for credit losses. As of August 31, 2024 and June 1, 2024, reserves for credit losses were $ 716 thousand and $ 490 thousand, respectively. The Company extends credit to customers based on an evaluation of each customer’s financial condition and credit history. Collateral is generally not required. The Company minimizes exposure to counter party credit risk through credit analysis and approvals, credit limits, and monitoring procedures. In determining our reserve for credit losses, receivables are assigned an expected loss based on historical loss information adjusted as needed for economic and other forward-looking factors. Dividends Payable We accrue dividends at the end of each quarter according to the Company’s dividend policy adopted by its Board of Directors. The Company pays a dividend to shareholders of its Common Stock and Class A Common Stock on a quarterly basis for each quarter for which the Company reports net income attributable to Cal-Maine Foods, Inc. computed in accordance with GAAP in an amount equal to one-third (1/3) of such quarterly income. Dividends are paid to shareholders of record as of the 60th day following the last day of such quarter, except for the fourth fiscal quarter. For the fourth quarter, the Company pays dividends to shareholders of record on the 65th day after the quarter end. Dividends are payable on the 15th day following the record date. Following a quarter for which the Company does not report net income attributable to Cal-Maine Foods, Inc., the Company will not pay a dividend for a subsequent profitable quarter until the Company is profitable on a cumulative basis computed from the date of the most recent quarter for which a dividend was paid. The dividend policy is subject to periodic review by the Board of Directors. Revenue Recognition The Company recognizes revenue through sale of its products to customers through retail, foodservice and other distribution channels. The majority of the Company’s revenue is derived from agreements or contracts with customers based upon the customer ordering its products with a single performance obligation of delivering the product. The Company believes the performance obligation is met upon delivery and acceptance of the product by our customers, which generally occurs upon shipment or delivery to a customer based on terms of the sale. Costs paid to third party brokers to obtain agreements are expensed as the Company’s agreements are generally less than one year. Revenues are recognized in an amount that reflects the net consideration we expect to receive in exchange for delivery of the products. The Company periodically offers sales incentives or other programs such as rebates, discounts, coupons, volume- based incentives, guaranteed sales and other programs. The Company records an estimated allowance for costs associated with these programs, which is recorded as a reduction in revenue at the time of sale using historical trends and projected redemption rates of each program. The Company regularly reviews these estimates and any difference between the estimated costs and actual realization of these programs would be recognized the subsequent period. Business Combinations The Company applies the acquisition method of accounting, which requires that once control is obtained, all the assets acquired and liabilities assumed, including amounts attributable to noncontrolling interests, are recorded at their respective fair values at the date of acquisition. We determine the fair values of identifiable assets and liabilities internally, which requires estimates and the use of various valuation techniques. When a market value is not readily available, our internal valuation methodology considers the remaining estimated life of the assets acquired and what management believes is the market value for those assets. We typically use the income method approach for intangible assets acquired in a business combination. Significant estimates in valuing certain intangible assets include, but are not limited to, the amount and timing of future cash flows, growth rates, discount rates and useful lives. The excess of the purchase price over fair values of identifiable assets and liabilities is recorded as goodwill. Loss Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued that may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. The Company expenses the costs of litigation as they are incurred. New Accounting Pronouncements and Policies No new accounting pronouncement issued or effective during the fiscal year had or is expected to have a material impact on our Consolidated Financial Statements.

Acquisition	3 Months Ended
Acquisition	Aug. 31, 2024
Acquisition [Abstract]
Acquisition	Note 2 - Acquisition Effective June 28, 2024 , the Company acquired substantially all of the commercial shell egg production, processing and egg products breaking facilities of ISE America, Inc. and certain of its affiliates (“ISE”). The assets acquired included commercial shell egg production and processing facilities with a capacity at the time of acquisition of approximately 4.7 million laying hens, including 1.0 million cage-free, and 1.2 million pullets, feed mills, approximately 4,000 acres of land, inventories and an egg products breaking facility. The acquired assets also include an extensive customer distribution network across the Northeast and Mid-Atlantic states, and production operations in Maryland, New Jersey, Delaware and South Carolina. The Company accounted for the acquisition as a business combination. Pending the finalization of the Company’s valuation, the following table summarizes the consideration paid for the ISE assets and the amounts of assets acquired and liabilities assumed recognized at the acquisition date (in thousands): Cash consideration paid $ 111,521 Recognized amounts of identifiable assets acquired and liabilities assumed Inventories $ 20,547 Property, plant and equipment 90,572 Intangible assets 710 Liabilities assumed (308) Total identifiable net assets $ 111,521 Inventories consisted primarily of flock, feed ingredients, packaging, and egg inventory. Flock inventory was valued at carrying value as management believes that its carrying value best approximates its fair value. Feed ingredients, packaging and egg inventory were all valued based on market prices as of June 28, 2024. Property, plant and equipment were valued utilizing the cost approach which is based on replacement or reproduction costs of the assets and subtracting any depreciation resulting from physical deterioration and/or functional or economic obsolescence. Intangible assets consisted primarily of customer lists acquired. Customers lists were valued using the income method approach.

Investment Securities	3 Months Ended
Investment Securities	Aug. 31, 2024
Investments Securities [Abstract]
Investment Securities	Note 3 - Investment Securities The following represents the Company’s investment securities as of August 31, 2024 and June 1, 2024 (in thousands): August 31, 2024 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Municipal bonds $ 4,280 $ — $ 15 $ 4,265 Commercial paper 86,698 5 — 86,703 Corporate bonds 288,383 547 — 288,930 Certificates of deposits 5,086 11 — 5,097 US government and agency obligations 148,399 — 7 148,392 Asset backed securities 2,877 — 8 2,869 Treasury bills 35,668 — 1 35,667 Total current investment securities $ 571,391 $ 563 $ 31 $ 571,923 June 1, 2024 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Municipal bonds $ 4,100 $ — $ 41 $ 4,059 Commercial paper 137,856 — 121 137,735 Corporate bonds 233,289 — 697 232,592 Certificates of deposits 3,505 — 14 3,491 US government and agency obligations 154,520 — 251 154,269 Asset backed securities 3,154 — 30 3,124 Treasury bills 39,239 — 10 39,229 Total current investment securities $ 575,663 $ — $ 1,164 $ 574,499 Available-for-sale Proceeds from sales and maturities of investment securities available-for-sale were $ 209.7 million and $ 135.8 million during the thirteen weeks ended August 31, 2024 and September 2, 2023, respectively. Gross realized gains for the thirteen weeks ended August 31, 2024 and September 2, 2023 were $ 11 thousand and $ 2 thousand, respectively. There were no gross realized losses for the thirteen weeks ended August 31, 2024. Gross realized losses for the thirteen weeks ended September 2, 2023 were $ 8 thousand. There were no allowances for credit losses at August 31, 2024 and June 1, 2024. Actual maturities may differ from contractual maturities as some borrowers have the right to call or prepay obligations with or without penalties. Contractual maturities of current investments at August 31, 2024 are as follows (in thousands): Estimated Fair Value Within one year $ 365,628 1-5 years 206,295 Total $ 571,923

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Aug. 31, 2024
Fair Value Measurements [Abstract]
Fair Value Measurements	Note 4 - Fair Value Measurements The Company is required to categorize both financial and nonfinancial assets and liabilities based on the following fair value hierarchy. The fair value of an asset is the price at which the asset could be sold in an orderly transaction between unrelated, knowledgeable, and willing parties able to engage in the transaction. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor in a transaction between such parties, not the amount that would be paid to settle the liability with the creditor. • Level 1 - Quoted prices in active markets for identical assets or liabilities • Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including: ◦ Quoted prices for similar assets or liabilities in active markets ◦ Quoted prices for identical or similar assets in non-active markets ◦ Inputs other than quoted prices that are observable for the asset or liability ◦ Inputs derived principally from or corroborated by other observable market data • Level 3 - Unobservable inputs for the asset or liability that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities The disclosures of fair value of certain financial assets and liabilities that are recorded at cost are as follows: Cash and cash equivalents, accounts receivable, and accounts payable: The carrying amount approximates fair value due to the short maturity of these instruments. Assets and Liabilities Measured at Fair Value on a Recurring Basis In accordance with the fair value hierarchy described above, the following table shows the fair value of financial assets and liabilities measured at fair value on a recurring basis as of August 31, 2024 and June 1, 2024 (in thousands): August 31, 2024 Level 1 Level 2 Level 3 Balance Assets Municipal bonds $ — $ 4,265 $ — $ 4,265 Commercial paper — 86,703 — 86,703 Corporate bonds — 288,930 — 288,930 Certificates of deposits — 5,097 — 5,097 US government and agency obligations — 148,392 — 148,392 Asset backed securities — 2,869 — 2,869 Treasury bills — 35,667 — 35,667 Total assets measured at fair value $ — $ 571,923 $ — $ 571,923 Liabilities Contingent consideration $ — $ — $ 6,500 $ 6,500 Total liabilities measured at fair value $ — $ — $ 6,500 $ 6,500 June 1, 2024 Level 1 Level 2 Level 3 Balance Assets Municipal bonds $ — $ 4,059 $ — $ 4,059 Commercial paper — 137,735 — 137,735 Corporate bonds — 232,592 — 232,592 Certificates of deposits — 3,491 — 3,491 US government and agency obligations — 154,269 — 154,269 Asset backed securities — 3,124 — 3,124 Treasury bills — 39,229 — 39,229 Total assets measured at fair value $ — $ 574,499 $ — $ 574,499 Liabilities Contingent consideration $ — $ — $ 6,500 $ 6,500 Total liabilities measured at fair value $ — $ — $ 6,500 $ 6,500 Investment securities – available-for-sale classified as Level 2 consist of securities with maturities of three months or longer when purchased. We classified these securities as current because amounts invested are readily available for current operations. Observable inputs for these securities are yields, credit risks, default rates, and volatility. Contingent consideration classified as Level 3 consists of the potential obligation to pay an earnout to the sellers of Fassio Egg Farms, Inc. contingent on the acquired business meeting certain return on profitability milestones over a three-year period, commencing on the date of the acquisition in the second quarter of fiscal 2024. The fair value of the contingent consideration is estimated using a discounted cash flow model. Key assumptions and unobservable inputs that require significant judgement used in the estimate include weighted average cost of capital, egg prices, projected revenue and expenses over which the contingent considered is measured , and the probability assessments with respect to the likelihood of achieving the forecasted projections.

Inventories	3 Months Ended
Inventories	Aug. 31, 2024
Inventories [Abstract]
Inventories	Note 5 - Inventories Inventories consisted of the following as of August 31, 2024 and June 1, 2024 (in thousands): August 31, 2024 June 1, 2024 Flocks, net of amortization $ 169,497 $ 149,985 Eggs and egg products 30,800 25,217 Feed and supplies 92,885 86,580 $ 293,182 $ 261,782 We grow and maintain flocks of layers (mature female chickens), pullets (female chickens, under 18 weeks of age), and breeders (male and female chickens used to produce fertile eggs to hatch for egg production flocks). Our total flock at August 31, 2024 and June 1, 2024 consisted of approximately 10.9 million and 11.8 million pullets and breeders and 46.7 million and 39.9 million layers, respectively.

Equity	3 Months Ended
Equity	Aug. 31, 2024
Equity [Abstract]
Equity	Note 6 - Equity The following reflects equity activity for the thirteen weeks ended August 31, 2024 and September 2, 2023 (in thousands): Thirteen Weeks Ended August 31, 2024 Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Loss Earnings Interest Total Balance at June 1, 2024 $ 703 $ 48 $ (31,597) $ 76,371 $ (1,773) $ 1,756,395 $ (3,104) $ 1,797,043 Other comprehensive income, net of tax — — — — 1,299 — — 1,299 Stock compensation plan transactions — — (35) 1,132 — — — 1,097 Dividends ($ 1.019 per share) Common — — — — — (45,075) — (45,075) Class A common — — — — — (4,891) — (4,891) Net income (loss) — — — — — 149,976 (386) 149,590 Balance at August 31, 2024 $ 703 $ 48 $ (31,632) $ 77,503 $ (474) $ 1,856,405 $ (3,490) $ 1,899,063 Thirteen Weeks Ended September 2, 2023 Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Loss Earnings Interest Total Balance at June 3, 2023 $ 703 $ 48 $ (30,008) $ 72,112 $ (2,886) $ 1,571,112 $ (1,498) $ 1,609,583 Other comprehensive income, net of tax — — — — 595 — — 595 Stock compensation plan transactions — — (6) 1,041 — — — 1,035 Dividends ($ 0.006 per share) Common — — — — — (265) — (265) Class A common — — — — — (29) — (29) Net income (loss) — — — — — 926 (515) 411 Balance at September 2, 2023 $ 703 $ 48 $ (30,014) $ 73,153 $ (2,291) $ 1,571,744 $ (2,013) $ 1,611,330

Net Income per Common Share	3 Months Ended
Net Income per Common Share	Aug. 31, 2024
Net Income per Common Share [Abstract]
Net Income per Common Share	Note 7 - Net Income per Common Share Basic net income per share is based on the weighted average Common Stock and Class A Common Stock outstanding. Diluted net income per share is based on weighted-average common shares outstanding during the relevant period adjusted for the dilutive effect of share-based awards. The following table provides a reconciliation of the numerators and denominators used to determine basic and diluted net income per common share (amounts in thousands, except per share data): Thirteen Weeks Ended August 31, 2024 September 2, 2023 Numerator Net income $ 149,590 $ 411 Less: Loss attributable to noncontrolling interest (386) (515) Net income attributable to Cal-Maine Foods, Inc. $ 149,976 $ 926 Denominator Weighted-average common shares outstanding, basic 48,761 48,690 Effect of dilutive restricted shares 171 150 Weighted-average common shares outstanding, diluted 48,932 48,840 Net income per common share attributable to Cal-Maine Foods, Inc. Basic $ 3.08 $ 0.02 Diluted $ 3.06 $ 0.02

Revenue from Contracts with Customers	3 Months Ended
Revenue from Contracts with Customers	Aug. 31, 2024
Revenue from Contracts with Customers [Abstract]
Revenue from Contracts with Customers	Note 8 - Revenue from Contracts with Customers Net revenue is primarily generated through the sales of shell eggs and egg products. The Company’s shell egg product offerings include specialty and conventional shell eggs. Specialty shell eggs include cage-free, organic, brown, free-range, pasture-raised and nutritionally enhanced eggs. Conventional shell egg sales represent all other shell egg sales not sold as specialty shell eggs. The Company’s egg products offerings include liquid and frozen egg products and hard-cooked eggs. Liquid and frozen egg products are primarily sold to the institutional, foodservice and food manufacturing sectors. Hard-cooked eggs are sold primarily within the foodservice and retail channels. The following table provides revenue disaggregated by product category (in thousands): Thirteen Weeks Ended August 31, 2024 September 2, 2023 Conventional shell egg sales $ 484,736 $ 225,280 Specialty shell egg sales 256,777 208,681 Egg products 35,175 22,223 Other 9,183 3,160 $ 785,871 $ 459,344

Stock Based Compensation	3 Months Ended
Stock Based Compensation	Aug. 31, 2024
Stock Based Compensation [Abstract]
Stock Based Compensation	Note 9 - Stock Based Compensation Total stock-based compensation expense was $ 1.1 million and $ 1.0 million for the thirteen weeks ended August 31, 2024 and September 2, 2023, respectively. Unrecognized compensation expense as a result of non -vested shares of restricted stock outstanding under the Amended and Restated 2012 Omnibus Long-Term Incentive Plan at August 31, 2024 of $ 6.3 million will be recorded over a weighted average period of 1.9 years. Refer to Part II Item 8, Notes to Consolidated Financial Statements and Supplementary Data, Note 14 - Stock Compensation Plans in our 2024 Annual Report for further information on our stock compensation plans. The Company’s restricted share activity for the thirteen weeks ended August 31, 2024 follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding, June 1, 2024 277,954 $ 49.38 Vested (2,057) 44.72 Forfeited (1,682) 54.64 Outstanding, August 31, 2024 274,215 $ 49.38

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Aug. 31, 2024
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 10 - Commitments and Contingencies LEGAL PROCEEDINGS State of Texas v. Cal-Maine Foods, Inc. d/b/a Wharton; and Wharton County Foods, LLC On April 23, 2020, the Company and its subsidiary Wharton County Foods, LLC (“WCF”) were named as defendants in State of Texas v. Cal-Maine Foods, Inc. d/b/a Wharton; and Wharton County Foods, LLC, Cause No. 2020-25427, in the District Court of Harris County, Texas. The State of Texas (the “State”) asserted claims based on the Company’s and WCF’s alleged violation of the Texas Deceptive Trade Practices—Consumer Protection Act, Tex. Bus. & Com. Code §§ 17.41-17.63 (“DTPA”). The State claimed that the Company and WCF offered shell eggs at excessive or exorbitant prices during the COVID-19 state of emergency and made misleading statements about shell egg prices. The State sought temporary and permanent injunctions against the Company and WCF to prevent further alleged violations of the DTPA, along with over $ 100,000 in damages. On August 13, 2020, the court granted the defendants’ motion to dismiss the State’s original petition with prejudice. On September 11, 2020, the State filed a notice of appeal, which was assigned to the Texas Court of Appeals for the First District. On August 16, 2022, the appeals court reversed and remanded the case back to the trial court for further proceedings. On October 31, 2022, the Company and WCF appealed the First District Court’s decision to the Supreme Court of Texas. On September 29, 2023, the Supreme Court of Texas denied the Company’s Petition for Review and remanded to the trial court for further proceedings. The district court entered a pre-trial order scheduling pre-trial proceedings and tentatively setting a trial date for August 11, 2025. Management believes the risk of material loss related to this matter to be remote. Kraft Foods Global, Inc. et al. v. United Egg Producers, Inc. et al. As previously reported, on September 25, 2008, the Company was named as one of several defendants in numerous antitrust cases involving the United States shell egg industry. The Company settled all of these cases, except for the claims of certain plaintiffs who sought substantial damages allegedly arising from the purchase of egg products (as opposed to shell eggs). These remaining plaintiffs are Kraft Food Global, Inc., General Mills, Inc., and Nestle USA, Inc. (the “Egg Products Plaintiffs”) and, until a subsequent settlement was reached as described below, The Kellogg Company. On September 13, 2019, the case with the Egg Products Plaintiffs was remanded from a multi-district litigation proceeding in the United States District Court for the Eastern District of Pennsylvania, In re Processed Egg Products Antitrust Litigation, MDL No. 2002, to the United States District Court for the Northern District of Illinois, Kraft Foods Global, Inc. et al. v. United Egg Producers, Inc. et al., Case No. 1:11-cv-8808, for trial. The Egg Products Plaintiffs alleged that the Company and other defendants violated Section 1 of the Sherman Act, 15. U.S.C. § 1, by agreeing to limit the production of eggs and thereby illegally to raise the prices that plaintiffs paid for processed egg products. In particular, the Egg Products Plaintiffs attacked certain features of the United Egg Producers animal-welfare guidelines and program used by the Company and many other egg producers. On October 24, 2019, the Company entered into a confidential settlement agreement with The Kellogg Company dismissing all claims against the Company for an amount that did not have a material impact on the Company’s financial condition or results of operations. On November 11, 2019, a stipulation for dismissal was filed with the court, and on March 28, 2022, the court dismissed the Company with prejudice. The trial of this case began on October 17, 2023. On December 1, 2023, the jury returned a decision awarding the Egg Products Plaintiffs $ 17.8 million in damages. If the jury’s decision is ultimately upheld, the defendants would be jointly and severally liable for treble damages, or $ 53.3 million, subject to credit for the Kellogg settlement described above and certain other settlements with previous settling defendants, plus the Egg Product Plaintiffs’ reasonable attorneys’ fees. This decision is not final and remains subject to appeals by the parties. During our second fiscal quarter of 2024, we recorded an accrued expense of $ 19.6 million in selling, general and administrative expenses in the Company’s Condensed Consolidated Statements of Income and classified as other noncurrent liabilities in the Company’s Condensed Consolidated Balance Sheets. The accrual represents our estimate of the Company’s proportional share of the reasonably possible ultimate damages award, excluding the Egg Product Plaintiffs’ attorneys’ fees that we believe would be approximately offset by the credits noted above. We have entered into a judgment allocation and joint defense agreement with the other major producer defendant remaining in the case, and are in discussions with other defendants regarding their contributions. Our accrual may change in the future based on the outcome of those discussions. Our accrual may also be revised in whole or in part in the future to the extent we are successful in further proceedings in the litigation. On November 29, 2023, the defendants, including the Company, filed a motion for judgment as a matter of law in their favor, known as a directed verdict, notwithstanding the jury’s decision. The court denied this motion on September 30, 2024. The Company is evaluating the court’s September 30, 2024 order and intends to continue to vigorously defend the claims asserted by the Egg Products Plaintiffs. State of Oklahoma Watershed Pollution Litigation On June 18, 2005, the State of Oklahoma filed suit, in the United States District Court for the Northern District of Oklahoma, against Cal-Maine Foods, Inc. and Tyson Foods, Inc., Cobb-Vantress, Inc., Cargill, Inc., George’s, Inc., Peterson Farms, Inc. and Simmons Foods, Inc., and certain of their affiliates. The State of Oklahoma claims that through the disposal of chicken litter the defendants polluted the Illinois River Watershed. This watershed provides water to eastern Oklahoma. The complaint sought injunctive relief and monetary damages, but the claim for monetary damages was dismissed by the court. Cal-Maine Foods, Inc. discontinued operations in the watershed in or around 2005. Since the litigation began, Cal-Maine Foods, Inc. purchased 100 % of the membership interests of Benton County Foods, LLC, which is an ongoing commercial shell egg operation within the Illinois River Watershed. Benton County Foods, LLC is not a defendant in the litigation. We also have a number of small contract producers that operate in the area. The non-jury trial in the case began in September 2009 and concluded in February 2010. On January 18, 2023, the court entered findings of fact and conclusions of law in favor of the State of Oklahoma, but no penalties were assessed. The court found the defendants liable for state law nuisance, federal common law nuisance, and state law trespass. The court also found the producers vicariously liable for the actions of their contract producers. The court directed the parties to confer in attempt to reach agreement on appropriate remedies. On June 12, 2023, the court ordered the parties to mediate before retired Tenth Circuit Chief Judge Deanell Reece Tacha, but the mediation was unsuccessful. On June 26, 2024, the district court denied defendants’ motion to dismiss the case. On September 13, 2024, a status hearing was held and the court scheduled an evidentiary hearing for December 3, 2024, to determine whether any legal remedy is available based on the now 14 year old record and changed circumstances of the Illinois River watershed. On September 20, 2024, the defendants filed motions to certify an interlocutory appeal and stay further proceedings pending appeal to the United States Court of Appeals for the Tenth Circuit. The court has not ruled on these motions. While management believes there is a reasonable possibility of a material loss from the case, at the present time, it is not possible to estimate the amount of monetary exposure, if any, to the Company due to a range of factors, including the following, among others: uncertainties inherent in any assessment of potential costs associated with injunctive relief or other penalties based on a decision in a case tried over 14 years ago based on environmental conditions that existed at the time, the lack of guidance from the court as to what might be considered appropriate remedies, the ongoing litigation with the State of Oklahoma, and uncertainty regarding what our proportionate share of any remedy would be, although we believe that our share compared to the other defendants is small. Other Matters In addition to the above, the Company is involved in various other claims and litigation incidental to its business. Although the outcome of these matters cannot be determined with certainty, management, upon the advice of counsel, is of the opinion that the final outcome should not have a material effect on the Company’s consolidated results of operations or financial position.

Subsequent Events	3 Months Ended
Subsequent Events	Aug. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 11 - Subsequent Events Effective on September 9, 2024, the Company completed a strategic investment with Crepini LLC, establishing a new egg products and prepared foods venture. Crepini LLC, founded in 2007, grew its brand throughout the United States and Mexico featuring egg wraps, protein pancakes, crepes, and wrap-ups, which are sold online and in over 3,500 retail stores. The new entity, located in Hopewell Junction, New York, operates as Crepini Foods LLC (“Crepini”). The Company capitalized Crepini with approximately $ 6.75 million in cash to purchase additional equipment and other assets and fund working capital in exchange for a 51 % interest in the new venture. Crepini LLC contributed its existing assets and business in exchange for a 49 % interest in the new venture.

Summary of Significant Accounting Policies (Policy)	3 Months Ended
Summary of Significant Accounting Policies (Policy)	Aug. 31, 2024
Summary of Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The unaudited condensed consolidated financial statements of Cal-Maine Foods, Inc. and its subsidiaries (the “Company,” “we,” “us,” “our”) have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial reporting and should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended June 1, 2024 (the “2024 Annual Report”). These statements reflect all adjustments that are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented and, in the opinion of management, consist of adjustments of a normal recurring nature. Operating results for the interim periods are not necessarily indicative of operating results for the entire fiscal year.
Fiscal Year	Fiscal Year The Company’s fiscal year ends on the Saturday closest to May 31. Each of the three-month periods ended on August 31, 2024 and September 2, 2023 included 13 weeks .
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Investment Securities Available-for-Sale	Investment Securities Available-for-Sale The Company has determined that its debt securities are available-for-sale investments. We classify these securities as current because the amounts invested are available for current operations. Available -for-sale securities are carried at fair value, based on quoted market prices as of the balance sheet date, with unrealized gains and losses recorded in other comprehensive income. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity and is recorded in interest income. The Company regularly evaluates changes to the rating of its debt securities by credit agencies and economic conditions to assess and record any expected credit losses through allowance for credit losses, limited to the amount that fair value was less than the amortized cost basis. The cost basis for realized gains and losses on available-for-sale securities is determined by the specific identification method. Gains and losses are recognized in other income (expenses) as Other, net in the Company’s Condensed Consolidated Statements of Income. Interest and dividends on securities classified as available-for-sale are recorded in interest income.
Trade Receivables	Trade Receivables Trade receivables are stated at their carrying values, which include a reserve for credit losses. As of August 31, 2024 and June 1, 2024, reserves for credit losses were $ 716 thousand and $ 490 thousand, respectively. The Company extends credit to customers based on an evaluation of each customer’s financial condition and credit history. Collateral is generally not required. The Company minimizes exposure to counter party credit risk through credit analysis and approvals, credit limits, and monitoring procedures. In determining our reserve for credit losses, receivables are assigned an expected loss based on historical loss information adjusted as needed for economic and other forward-looking factors.
Dividends Payable	Dividends Payable We accrue dividends at the end of each quarter according to the Company’s dividend policy adopted by its Board of Directors. The Company pays a dividend to shareholders of its Common Stock and Class A Common Stock on a quarterly basis for each quarter for which the Company reports net income attributable to Cal-Maine Foods, Inc. computed in accordance with GAAP in an amount equal to one-third (1/3) of such quarterly income. Dividends are paid to shareholders of record as of the 60th day following the last day of such quarter, except for the fourth fiscal quarter. For the fourth quarter, the Company pays dividends to shareholders of record on the 65th day after the quarter end. Dividends are payable on the 15th day following the record date. Following a quarter for which the Company does not report net income attributable to Cal-Maine Foods, Inc., the Company will not pay a dividend for a subsequent profitable quarter until the Company is profitable on a cumulative basis computed from the date of the most recent quarter for which a dividend was paid. The dividend policy is subject to periodic review by the Board of Directors.
Revenue Recognition	Revenue Recognition The Company recognizes revenue through sale of its products to customers through retail, foodservice and other distribution channels. The majority of the Company’s revenue is derived from agreements or contracts with customers based upon the customer ordering its products with a single performance obligation of delivering the product. The Company believes the performance obligation is met upon delivery and acceptance of the product by our customers, which generally occurs upon shipment or delivery to a customer based on terms of the sale. Costs paid to third party brokers to obtain agreements are expensed as the Company’s agreements are generally less than one year. Revenues are recognized in an amount that reflects the net consideration we expect to receive in exchange for delivery of the products. The Company periodically offers sales incentives or other programs such as rebates, discounts, coupons, volume- based incentives, guaranteed sales and other programs. The Company records an estimated allowance for costs associated with these programs, which is recorded as a reduction in revenue at the time of sale using historical trends and projected redemption rates of each program. The Company regularly reviews these estimates and any difference between the estimated costs and actual realization of these programs would be recognized the subsequent period.
Business Combinations	Business Combinations The Company applies the acquisition method of accounting, which requires that once control is obtained, all the assets acquired and liabilities assumed, including amounts attributable to noncontrolling interests, are recorded at their respective fair values at the date of acquisition. We determine the fair values of identifiable assets and liabilities internally, which requires estimates and the use of various valuation techniques. When a market value is not readily available, our internal valuation methodology considers the remaining estimated life of the assets acquired and what management believes is the market value for those assets. We typically use the income method approach for intangible assets acquired in a business combination. Significant estimates in valuing certain intangible assets include, but are not limited to, the amount and timing of future cash flows, growth rates, discount rates and useful lives. The excess of the purchase price over fair values of identifiable assets and liabilities is recorded as goodwill.
Loss Contingencies	Loss Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued that may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. The Company expenses the costs of litigation as they are incurred.
New Accounting Pronouncements and Policies	New Accounting Pronouncements and Policies No new accounting pronouncement issued or effective during the fiscal year had or is expected to have a material impact on our Consolidated Financial Statements.

Fair Value Measurements (Policy)	3 Months Ended
Fair Value Measurements (Policy)	Aug. 31, 2024
Fair Value Measurements [Abstract]
Fair Value Measurement	The Company is required to categorize both financial and nonfinancial assets and liabilities based on the following fair value hierarchy. The fair value of an asset is the price at which the asset could be sold in an orderly transaction between unrelated, knowledgeable, and willing parties able to engage in the transaction. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor in a transaction between such parties, not the amount that would be paid to settle the liability with the creditor. • Level 1 - Quoted prices in active markets for identical assets or liabilities • Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including: ◦ Quoted prices for similar assets or liabilities in active markets ◦ Quoted prices for identical or similar assets in non-active markets ◦ Inputs other than quoted prices that are observable for the asset or liability ◦ Inputs derived principally from or corroborated by other observable market data • Level 3 - Unobservable inputs for the asset or liability that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities The disclosures of fair value of certain financial assets and liabilities that are recorded at cost are as follows: Cash and cash equivalents, accounts receivable, and accounts payable: The carrying amount approximates fair value due to the short maturity of these instruments.

Acquisition (Tables)	3 Months Ended
Acquisition (Tables)	Aug. 31, 2024
Acquisition [Abstract]
Summary of Consideration Paid for Fassio and Amounts of Assets Acquired and Liabilities Assumed	Cash consideration paid $ 111,521 Recognized amounts of identifiable assets acquired and liabilities assumed Inventories $ 20,547 Property, plant and equipment 90,572 Intangible assets 710 Liabilities assumed (308) Total identifiable net assets $ 111,521

Investment Securities (Tables)	3 Months Ended
Investment Securities (Tables)	Aug. 31, 2024
Investments Securities [Abstract]
Schedule of Investment Securities	August 31, 2024 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Municipal bonds $ 4,280 $ — $ 15 $ 4,265 Commercial paper 86,698 5 — 86,703 Corporate bonds 288,383 547 — 288,930 Certificates of deposits 5,086 11 — 5,097 US government and agency obligations 148,399 — 7 148,392 Asset backed securities 2,877 — 8 2,869 Treasury bills 35,668 — 1 35,667 Total current investment securities $ 571,391 $ 563 $ 31 $ 571,923 June 1, 2024 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Municipal bonds $ 4,100 $ — $ 41 $ 4,059 Commercial paper 137,856 — 121 137,735 Corporate bonds 233,289 — 697 232,592 Certificates of deposits 3,505 — 14 3,491 US government and agency obligations 154,520 — 251 154,269 Asset backed securities 3,154 — 30 3,124 Treasury bills 39,239 — 10 39,229 Total current investment securities $ 575,663 $ — $ 1,164 $ 574,499
Schedule of Contractual Maturities of Investment Securities	Estimated Fair Value Within one year $ 365,628 1-5 years 206,295 Total $ 571,923

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Aug. 31, 2024
Fair Value Measurements [Abstract]
Schedule of Assets Measured at Fair Value on a Recurring Basis	August 31, 2024 Level 1 Level 2 Level 3 Balance Assets Municipal bonds $ — $ 4,265 $ — $ 4,265 Commercial paper — 86,703 — 86,703 Corporate bonds — 288,930 — 288,930 Certificates of deposits — 5,097 — 5,097 US government and agency obligations — 148,392 — 148,392 Asset backed securities — 2,869 — 2,869 Treasury bills — 35,667 — 35,667 Total assets measured at fair value $ — $ 571,923 $ — $ 571,923 Liabilities Contingent consideration $ — $ — $ 6,500 $ 6,500 Total liabilities measured at fair value $ — $ — $ 6,500 $ 6,500 June 1, 2024 Level 1 Level 2 Level 3 Balance Assets Municipal bonds $ — $ 4,059 $ — $ 4,059 Commercial paper — 137,735 — 137,735 Corporate bonds — 232,592 — 232,592 Certificates of deposits — 3,491 — 3,491 US government and agency obligations — 154,269 — 154,269 Asset backed securities — 3,124 — 3,124 Treasury bills — 39,229 — 39,229 Total assets measured at fair value $ — $ 574,499 $ — $ 574,499 Liabilities Contingent consideration $ — $ — $ 6,500 $ 6,500 Total liabilities measured at fair value $ — $ — $ 6,500 $ 6,500

Inventories (Tables)	3 Months Ended
Inventories (Tables)	Aug. 31, 2024
Inventories [Abstract]
Schedule of Inventories	August 31, 2024 June 1, 2024 Flocks, net of amortization $ 169,497 $ 149,985 Eggs and egg products 30,800 25,217 Feed and supplies 92,885 86,580 $ 293,182 $ 261,782

Equity (Tables)	3 Months Ended
Equity (Tables)	Aug. 31, 2024
Equity [Abstract]
Summary of Equity Activity	Thirteen Weeks Ended August 31, 2024 Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Loss Earnings Interest Total Balance at June 1, 2024 $ 703 $ 48 $ (31,597) $ 76,371 $ (1,773) $ 1,756,395 $ (3,104) $ 1,797,043 Other comprehensive income, net of tax — — — — 1,299 — — 1,299 Stock compensation plan transactions — — (35) 1,132 — — — 1,097 Dividends ($ 1.019 per share) Common — — — — — (45,075) — (45,075) Class A common — — — — — (4,891) — (4,891) Net income (loss) — — — — — 149,976 (386) 149,590 Balance at August 31, 2024 $ 703 $ 48 $ (31,632) $ 77,503 $ (474) $ 1,856,405 $ (3,490) $ 1,899,063 Thirteen Weeks Ended September 2, 2023 Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Loss Earnings Interest Total Balance at June 3, 2023 $ 703 $ 48 $ (30,008) $ 72,112 $ (2,886) $ 1,571,112 $ (1,498) $ 1,609,583 Other comprehensive income, net of tax — — — — 595 — — 595 Stock compensation plan transactions — — (6) 1,041 — — — 1,035 Dividends ($ 0.006 per share) Common — — — — — (265) — (265) Class A common — — — — — (29) — (29) Net income (loss) — — — — — 926 (515) 411 Balance at September 2, 2023 $ 703 $ 48 $ (30,014) $ 73,153 $ (2,291) $ 1,571,744 $ (2,013) $ 1,611,330

Net Income per Common Share (Tables)	3 Months Ended
Net Income per Common Share (Tables)	Aug. 31, 2024
Net Income per Common Share [Abstract]
Computation of Basic and Diluted Net Income Per Share	Thirteen Weeks Ended August 31, 2024 September 2, 2023 Numerator Net income $ 149,590 $ 411 Less: Loss attributable to noncontrolling interest (386) (515) Net income attributable to Cal-Maine Foods, Inc. $ 149,976 $ 926 Denominator Weighted-average common shares outstanding, basic 48,761 48,690 Effect of dilutive restricted shares 171 150 Weighted-average common shares outstanding, diluted 48,932 48,840 Net income per common share attributable to Cal-Maine Foods, Inc. Basic $ 3.08 $ 0.02 Diluted $ 3.06 $ 0.02

Revenue from Contracts with Customers (Tables)	3 Months Ended
Revenue from Contracts with Customers (Tables)	Aug. 31, 2024
Revenue from Contracts with Customers [Abstract]
Disaggregation of Revenue	Thirteen Weeks Ended August 31, 2024 September 2, 2023 Conventional shell egg sales $ 484,736 $ 225,280 Specialty shell egg sales 256,777 208,681 Egg products 35,175 22,223 Other 9,183 3,160 $ 785,871 $ 459,344

Stock Based Compensation (Tables)	3 Months Ended
Stock Based Compensation (Tables)	Aug. 31, 2024
Stock Based Compensation [Abstract]
Summary of Equity Award Activity	Number of Shares Weighted Average Grant Date Fair Value Outstanding, June 1, 2024 277,954 $ 49.38 Vested (2,057) 44.72 Forfeited (1,682) 54.64 Outstanding, August 31, 2024 274,215 $ 49.38

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023	Jun. 01, 2024
Significant Accounting Policies [Line Items]
Fiscal period duration	91 days	91 days
Reserves for credit losses	$ 716		$ 490
Percentage of net income loss used to compute accrued dividends	33.33%

Acquisition (Narrative) (Details) $ in Thousands, pullet_and_breeder in Millions, Layers in Millions, Item in Millions		3 Months Ended
	Jun. 28, 2024 a Layers pullet_and_breeder Item	Aug. 31, 2024 USD ($)	Jun. 01, 2024 USD ($)
Business Acquisition [Line Items]
Goodwill \| $		$ 45,776	$ 45,776
ISE America, Inc. [Member]
Business Acquisition [Line Items]
Effective date of acquisition		Jun. 28, 2024
Layer capacity at the time of acquisition \| Layers	4.7
Number of pullets \| pullet_and_breeder	1.2
Number of cage-free \| Item	1.0
Area of land, inventories and an egg products breaking facility \| a	4,000

Acquisition (Summary of Consideration Paid for Fassio and Amounts of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands	Jun. 28, 2024	Aug. 31, 2024	Jun. 01, 2024
Business Acquisition [Line Items]
Goodwill		$ 45,776	$ 45,776
ISE America, Inc. [Member]
Business Acquisition [Line Items]
Cash consideration paid	$ 111,521
Inventory	20,547
Property, plant and equipment	90,572
Intangible assets	710
Liabilities assumed	(308)
Total identifiable net assets	$ 111,521

Investment Securities (Narrative) (Details) - USD ($)	3 Months Ended
Investment Securities (Narrative) (Details) - USD ($)	Aug. 31, 2024	Sep. 02, 2023	Jun. 01, 2024
Investments Securities [Abstract]
Proceeds from sale of available-for-sale securities, current	$ 209,700,000	$ 135,800,000
Gross realized gains on sales of available-for-sale securities, current	11,000	2,000
Gross realized losses on sales of available-for-sale securities, current	0	$ 8,000
Allowance for credit losses	$ 0		$ 0

Investment Securities (Schedule of Investment Securities) (Details) - USD ($) $ in Thousands	Aug. 31, 2024	Jun. 01, 2024
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	$ 571,391	$ 575,663
Unrealized Gains, Current	563	0
Unrealized Losses, Current	31	1,164
Estimated Fair Value, Current	571,923	574,499
Municipal Bonds [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	4,280	4,100
Unrealized Gains, Current	0	0
Unrealized Losses, Current	15	41
Estimated Fair Value, Current	4,265	4,059
Commercial Paper [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	86,698	137,856
Unrealized Gains, Current	5	0
Unrealized Losses, Current	0	121
Estimated Fair Value, Current	86,703	137,735
Corporate Bonds [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	288,383	233,289
Unrealized Gains, Current	547	0
Unrealized Losses, Current	0	697
Estimated Fair Value, Current	288,930	232,592
Certificates of Deposits [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	5,086	3,505
Unrealized Gains, Current	11	0
Unrealized Losses, Current	0	14
Estimated Fair Value, Current	5,097	3,491
US Government and Agency Obligations [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	148,399	154,520
Unrealized Gains, Current	0	0
Unrealized Losses, Current	7	251
Estimated Fair Value, Current	148,392	154,269
Asset Backed Securities [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	2,877	3,154
Unrealized Gains, Current	0	0
Unrealized Losses, Current	8	30
Estimated Fair Value, Current	2,869	3,124
Treasury Bills [Member]
Debt Securities, Available-for-sale [Line Items]
Amortized Cost, Current	35,668	39,239
Unrealized Gains, Current	0	0
Unrealized Losses, Current	1	10
Estimated Fair Value, Current	$ 35,667	$ 39,229

Investment Securities (Schedule of Contractual Maturities of Investment Securities) (Details) - USD ($) $ in Thousands	Aug. 31, 2024	Jun. 01, 2024
Investments Securities [Abstract]
Within one year	$ 365,628
1-5 years	206,295
Total	$ 571,923	$ 574,499

Fair Value Measurements (Narrative) (Details)	3 Months Ended
Fair Value Measurements (Narrative) (Details)	Aug. 31, 2024
Fassio Egg Farms, Inc. [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration measurement period	3 years

Fair Value Measurements (Schedule of Assets Measured at Fair Value on A Recurring Basis) (Details) - USD ($) $ in Thousands	Aug. 31, 2024	Jun. 01, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	$ 571,923	$ 574,499
Liabilities measured at fair value	6,500	6,500
Contingent consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities measured at fair value	6,500	6,500
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Liabilities measured at fair value	0	0
Level 1 [Member] \| Contingent consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities measured at fair value	0	0
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	571,923	574,499
Liabilities measured at fair value	0	0
Level 2 [Member] \| Contingent consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities measured at fair value	0	0
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Liabilities measured at fair value	6,500	6,500
Level 3 [Member] \| Contingent consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities measured at fair value	6,500	6,500
Municipal Bonds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	4,265	4,059
Municipal Bonds [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Municipal Bonds [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	4,265	4,059
Municipal Bonds [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	86,703	137,735
Commercial Paper [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Commercial Paper [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	86,703	137,735
Commercial Paper [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Corporate Bonds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	288,930	232,592
Corporate Bonds [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Corporate Bonds [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	288,930	232,592
Corporate Bonds [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Certificates of Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	5,097	3,491
Certificates of Deposits [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Certificates of Deposits [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	5,097	3,491
Certificates of Deposits [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
US Government and Agency Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	148,392	154,269
US Government and Agency Obligations [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
US Government and Agency Obligations [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	148,392	154,269
US Government and Agency Obligations [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Asset Backed Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	2,869	3,124
Asset Backed Securities [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Asset Backed Securities [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	2,869	3,124
Asset Backed Securities [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Treasury Bills [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	35,667	39,229
Treasury Bills [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	0	0
Treasury Bills [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	35,667	39,229
Treasury Bills [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value	$ 0	$ 0

Inventories (Narrative) (Details) pullet_and_breeder in Millions, Layers in Millions	Aug. 31, 2024 Layers pullet_and_breeder	Jun. 01, 2024 Layers pullet_and_breeder
Inventories [Abstract]
Pullets and breeders \| pullet_and_breeder	10.9	11.8
Layers \| Layers	46.7	39.9

Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands	Aug. 31, 2024	Jun. 01, 2024
Inventories [Abstract]
Flocks, net of amortization	$ 169,497	$ 149,985
Eggs and egg products	30,800	25,217
Feed and supplies	92,885	86,580
Total inventories	$ 293,182	$ 261,782

Equity (Summary of Equity Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Beginning balance	$ 1,797,043	$ 1,609,583
Other comprehensive income (loss), net of tax	1,299	595
Stock compensation plan transactions	1,097	1,035
Net income (loss)	149,590	411
Ending balance	$ 1,899,063	$ 1,611,330
Dividends per common share (in dollars per share)	$ 1.019	$ 0.006
Common Stock [Member]
Beginning balance	$ 703	$ 703
Stock compensation plan transactions	0	0
Ending balance	703	703
Treasury Stock [Member]
Beginning balance	(31,597)	(30,008)
Stock compensation plan transactions	(35)	(6)
Ending balance	(31,632)	(30,014)
Paid In Capital [Member]
Beginning balance	76,371	72,112
Stock compensation plan transactions	1,132	1,041
Ending balance	77,503	73,153
Accum. Other Comp. Loss [Member]
Beginning balance	(1,773)	(2,886)
Other comprehensive income (loss), net of tax	1,299	595
Ending balance	(474)	(2,291)
Retained Earnings [Member]
Beginning balance	1,756,395	1,571,112
Net income (loss)	149,976	926
Ending balance	1,856,405	1,571,744
Noncontrolling Interest [Member]
Beginning balance	(3,104)	(1,498)
Net income (loss)	(386)	(515)
Ending balance	(3,490)	(2,013)
Common Stock [Member]
Dividends	(45,075)	(265)
Common Stock [Member] \| Retained Earnings [Member]
Dividends	(45,075)	(265)
Class A Common Stock [Member]
Dividends	(4,891)	(29)
Class A Common Stock [Member] \| Common Stock [Member]
Beginning balance	48	48
Stock compensation plan transactions	0	0
Ending balance	48	48
Class A Common Stock [Member] \| Retained Earnings [Member]
Dividends	$ (4,891)	$ (29)

Net Income per Common Share (Computation of Basic and Diluted Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Net Income per Common Share [Abstract]
Net income	$ 149,590	$ 411
Less: Loss attributable to noncontrolling interest	(386)	(515)
Net income attributable to Cal-Maine Foods, Inc.	$ 149,976	$ 926
Denominator
Weighted-average common shares outstanding, basic (in shares)	48,761	48,690
Effect of dilutive restricted shares (in shares)	171	150
Weighted-average common shares outstanding, diluted (in shares)	48,932	48,840
Net income per common share attributable to Cal-Maine Foods, Inc.
Basic (in dollars per share)	$ 3.08	$ 0.02
Diluted (in dollars per share)	$ 3.06	$ 0.02

Revenue from Contracts with Customers (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Disaggregation of Revenue [Line Items]
Net sales	$ 785,871	$ 459,344
Conventional shell egg sales [Member]
Disaggregation of Revenue [Line Items]
Net sales	484,736	225,280
Specialty shell egg sales [Member]
Disaggregation of Revenue [Line Items]
Net sales	256,777	208,681
Egg products [Member]
Disaggregation of Revenue [Line Items]
Net sales	35,175	22,223
Other [Member]
Disaggregation of Revenue [Line Items]
Net sales	$ 9,183	$ 3,160

Stock Based Compensation (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2024	Sep. 02, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 6.3
Weighted average period of unrecognized compensation expense	1 year 10 months 24 days
Stock based compensation expense	$ 1.1	$ 1.0

Stock Based Compensation (Summary of Equity Award Activity) (Details)	3 Months Ended
	Aug. 31, 2024 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Number of Shares, Outstanding, Beginning Balance (in shares) \| shares	277,954
Number of Shares, Vested (in shares) \| shares	(2,057)
Number of Shares, Forfeited (in shares) \| shares	(1,682)
Number of Shares, Outstanding, Ending Balance (in shares) \| shares	274,215
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance (in dollars per share) \| $ / shares	$ 49.38
Weighted Average Grant Date Fair Value, Vested (in dollars per share) \| $ / shares	44.72
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) \| $ / shares	54.64
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance (in dollars per share) \| $ / shares	$ 49.38

Commitments and Contingencies (Narrative) (Details) - USD ($)		3 Months Ended
	Dec. 01, 2023	Aug. 31, 2024	Dec. 02, 2023
Benton County Foods [Member]
Loss Contingencies [Line Items]
Ownership interest		100.00%
Kraft Foods Global, Inc. et al. v. United Egg Producers, Inc. et al [Member]
Loss Contingencies [Line Items]
Amount awarded to other party	$ 17,800,000
Treble damages	$ 53,300,000
Settlement accrual			$ 19,600,000
Pending Litigation \| State of Texas v. Cal-Maine Foods, Inc. d/b/a Wharton; and Wharton County Foods, LLC [Member]
Loss Contingencies [Line Items]
Damages sought		$ 100,000

Subsequent Events (Narrative) (Details) $ in Thousands	Sep. 09, 2024 USD ($)	Aug. 31, 2024 Item
Crepini LLC [Member]
Subsequent Event [Line Items]
Number of retail stores \| Item		3,500
Subsequent Event [Member] \| Crepini Foods LLC [Member]
Subsequent Event [Line Items]
Payments to acquire interest in joint venture \| $	$ 6,750
Subsequent Event [Member] \| Crepini Foods LLC [Member] \| Cal-Maine Foods LLC [Member]
Subsequent Event [Line Items]
Ownership percentage	51.00%
Subsequent Event [Member] \| Crepini Foods LLC [Member] \| Crepini LLC [Member]
Subsequent Event [Line Items]
Ownership percentage	49.00%

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