CAL-MAINE FOODS INC

Except

as

set

forth below,

there

have

been

no

changes

in

the

risk

factors

previously

disclosed in

the

Annual

Report. The following risk factors

should be read in conjunction with

the risk factors set forth in the 2025

Our shell eggs, egg products and prepared foods

offerings are susceptible to contamination, and we may be required to,

or we may voluntarily, recall contaminated products.

We

sell

food products

for human

consumption,

including shell

eggs,

egg products

and prepared

foods,

which involves

food

safety risks such as:

●

food

contamination

caused

by

disease-producing

organisms

or

pathogens,

such

as

Listeria

monocytogenes

,

Salmonella

Enteritidis

,

and

pathogenic

E

Coli

.,

contamination

caused

by

introduction

of

pathogens

as

a

result of

improper handling by

customers or consumers (over

which we

have no

control) or by

operational errors by

suppliers or co-manufacturers

or in our facilities;

●

mislabeling, including with respect to food allergens;

●

food spoilage;

●

nutritional and health-related concerns;

and

●

product tampering.

Shipment of contaminated, mislabeled,

spoiled or otherwise deficient products, even

if inadvertent, could result in a violation of

law and lead to increased risk of exposure to product liability claims, product recall or withdrawal

and scrutiny by federal, state

and

local

regulatory

agencies.

We

have

little,

if

any,

control

over

proper

handling

once

the

product

has

been

shipped

or

delivered.

In

addition,

purchased

from

other

producers

could

contain

contaminants,

or

be

spoiled,

mislabeled

or

otherwise deficient that

might be

inadvertently redistributed or sold

by us.

This has

occurred in the

past and may

occur in the

future. As

such, we

might decide

or be

required to

recall or

withdraw a

product if

we, our

customers or

regulators believe

it

poses

a potential

health risk.

Any shipment

of deficient

product or

any action

taken in

response, such

as a

product recall

or

withdraw,

could

result

in

a

loss

of

consumer

confidence in

our

adversely

affect

our

reputation

with

and

and

have

a

adverse

effect

on

our

business,

results

of

and

condition.

We

currently maintain

insurance with

respect to

certain of

these risks,

including product

liability

insurance, business

interruption

insurance, product recall insurance and general

liability insurance, but

in many cases such

insurance is expensive and difficult

to obtain, and no assurance can be given that such

insurance can be maintained in the future on acceptable terms or in sufficient

amounts to protect us against losses due

to any such events, or at all.

Our business is highly competitive.

The production and sale of

fresh shell eggs, which accounted for 94.3%

to 95.3% of our

net sales in our

last three fiscal years,

is intensely competitive. We

compete with a large number

of competitors that

may prove to be

more successful than we are

in

producing, marketing and selling shell eggs.

We cannot provide assurance that we will be able

to compete successfully with any

or all

of these companies.

Increased competition could result in

price reductions, greater cyclicality,

reduced margins and

loss

of market share, which would negatively

affect our business, results of operations, and

financial condition.

In

addition,

our

growth

strategy

includes expansion

of

our

product

offerings

prepared foods.

The

prepared

foods

business is intensely competitive and includes competition from other prepared food companies and other suppliers of prepared

and

convenience foods,

restaurants, grocery

stores

and

convenience stores,

many

of

which

have

more

experience

operating prepared and

convenience foods

businesses. In

response to

these competitive

pressures, we may

have to

reduce the

prices of

our products,

or increase or reallocate

our spending

on marketing, advertising

and promotional activity.

Competitive

pressures may also restrict our ability to increase

prices, including in response to commodity and

other input cost increases. Our

profits could decrease if either a

reduction in prices or increase in

costs without comparable increase in price is

not offset with

Index

increased sales volume. Alternatively,

if we do not

reduce our prices or

increase our prices,

as applicable, and our competitors

seek advantage through pricing or

promotional changes, our revenues

and market share could be

adversely affected.

EQUITY SECURITIES AND USE

OF PROCEEDS