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Item 9A. Controls and Procedures

2026-07-15 compared with 2025-07-10 · 26 added, 34 removed, 224 unchanged (21% of the section changed)

26 unchanged sentences

Trading Arrangements

N o n e of the Company's directors or “officers” (as defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934, as amended) adopted, modified , or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, during the Company's fiscal quarter ended May 25, 2025.

None of the Company's directors or “officers” (as defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934, as amended) adopted , modified , or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, during the Company's fiscal quarter ended May 31, 2026.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

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Indenture, dated August 12, 2021, by and between the Company and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), as Trustee, incorporated herein by reference to Exhibit 4.1 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on August 12, 2021

Bank Trust Company, National Association, as Trustee, incorporated herein by reference to Exhibit 4.1 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on August 12, 2021

First Supplemental Indenture, dated August 12, 2021, by and between the Company and U.S.

2 unchanged sentences

Second Supplemental Indenture, dated July 31, 2023, by and between the Company and U.S.

Bank Trust Company, National Association, as successor Trustee (including Form of Note), incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 31, 2023

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), as Trustee (including Form of Note), incorporated herein by reference to Exhibit 4.2 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on July 31, 2023

Third Supplemental Indenture, dated July 22, 2025, by and between the Company and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), as Trustee (including Form of Note), incorporated by reference to Exhibit 4.2 to the Conagra Brands’ Current Report on Form 8-K filed with the SEC on June 30, 2025

Description of Securities, incorporated by reference to Exhibit 4.4 to Conagra Brands' Annual Report on Form 10-K for the fiscal year ended May 28, 2023

12 unchanged sentences

Conagra Brands, Inc.

Voluntary Deferred Compensation Plan (Effective January 1, 2017), incorporated herein by reference to Exhibit 10.4.7 of Conagra Brands’ Quarterly Report on Form 10-Q for the quarter ended August 27, 2017

First Amendment to Conagra Brands, Inc.

Voluntary Deferred Compensation Plan (January 1, 2017 Restatement), incorporated herein by reference to Exhibit 10.4.8 of Conagra Brands’ Quarterly Report on Form 10-Q for the quarter ended November 26, 2017

Second Amendment, dated as of December 5, 2018, to the Conagra Brands, Inc.

Voluntary Deferred Compensation Plan, incorporated herein by reference to Exhibit 10.1 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on December 7, 2018

Third Amendment, dated as of May 14, 2020, to the Conagra Brands, Inc.

Voluntary Deferred Compensation Plan (January 1, 2017 Restatement), incorporated herein by reference to Exhibit 10.2 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on May 19, 2020

Conagra Brands, Inc.

Amended and Restated Voluntary Deferred Compensation Plan, dated May 14, 2025 (effective January 1, 2026)

ConAgra Foods, Inc.

2008 Performance Share Plan, effective July 16, 2008, incorporated herein by reference to Exhibit 10.3 of Conagra Brands’ Quarterly Report on Form 10-Q for the quarterly period ended August 24, 2008

First Amendment to ConAgra Foods, Inc.

2008 Performance Share Plan, dated July 19, 2017, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on July 25, 2017

ConAgra Foods, Inc.

2014 Executive Incentive Plan incorporated herein by reference to Exhibit 10.2 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on September 22, 2014

Amended and Restated Voluntary Deferred Compensation Plan, dated May 14, 2025 (effective January 1, 2026) , incorporated herein by reference to Exhibit 10.3.4 to Conagra Brands’ Annual Report on Form 10-K filed with the SEC on July 10, 2025

Conagra Foods, Inc.

2 unchanged sentences

2014 Stock Plan, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on December 15, 2017

Form of Nonqualified Stock Option Agreement for Employees under the ConAgra Foods, Inc.

2014 Stock Plan, incorporated herein by reference to Exhibit 10.10.4 of Conagra Brands’ Annual Report on Form 10-K for the fiscal year ended May 31, 2015

Form of Restricted Stock Unit Agreement under the ConAgra Foods, Inc.

2014 Stock Plan, incorporated herein by reference to Exhibit 10.4 of Conagra Brands’ Quarterly Report on Form 10-Q for the quarterly period ended August 26, 2018

Form of CEO Restricted Stock Unit Agreement, incorporated herein by reference to Exhibit 10.5.11 to Conagra Brands’ Annual Report on Form 10-K for the fiscal year ended May 26, 2019

Form of Restricted Stock Unit Agreement for Employees under the Conagra Brands, Inc.

27 unchanged sentences

Form of Sign-On Restricted Stock Unit Agreement for EVP & President, New Platforms and Acquisitions under the Conagra Brands, Inc.

2023 Stock Plan , incorporated herein by reference to Exhibit 10.7.6 to Conagra Brands’ Annual Report on Form 10-K filed with the SEC on July 10, 2025

Form of Sign-On Performance Share Agreement for EVP & President, New Platforms and Acquisitions under the Conagra Brands, Inc.

2023 Stock Plan , incorporated herein by reference to Exhibit 10.7.7 to Conagra Brands’ Annual Report on Form 10-K filed with the SEC on July 10, 2025

Form of Sign-On Performance-Based Restricted Stock Unit Agreement for CEO under the Conagra Brands, Inc.

2023 Stock Plan

Form of Sign-On Restricted Stock Units Agreement for CEO under the Conagra Brands, Inc.

2023 Stock Plan

Form of Director Indemnification Agreement, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on May 19, 2020

9 unchanged sentences

Connolly, incorporated herein by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 8, 2018

Employment Letter Agreement, dated April 8, 2026, between Conagra Brands, Inc.

and John Brase, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on April 13, 2026.

Change of Control Agreement, dated as of June 1, 2026, between Conagra Brands, Inc.

and John Brase

Form of Executive Time Sharing Agreement, as adopted on February 18, 2015, incorporated herein by reference to Exhibit 10.17 of Conagra Brands’ Annual Report on Form 10-K for the fiscal year ended May 31, 2015

1 unchanged sentence

(formerly ConAgra Foods, Inc.) and David Marberger, dated as of July 13, 2016, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Quarterly Report on Form 10-Q for the quarterly period ended August 28, 2016

Term Loan Agreement, dated August 26, 2022, by and among Conagra Brands, Inc., Farm Credit Services of America, PCA, as administrative agent and a lender, and the other lenders party thereto, incorporated herein by reference to Exhibit 10.1 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on August 29, 2022

Second Amended and Restated Revolving Credit Agreement, dated August 26, 2022, by and among Conagra Brands, Inc., Bank of America, N.A., as administrative agent and a lender, and the other lenders party thereto, incorporated herein by reference to Exhibit 10.2 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on August 29, 2022

Term Loan Agreement, dated April 29, 2024, by and among Conagra Brands, Inc., Bank of America, N.A., as administrative agent and a lender, and the other lenders party thereto, incorporated herein by reference to Exhibit 10.1 of Conagra Brands’ Current Report on Form 8-K filed with the SEC on April 30, 2024

Letter Amendment to Term Loan Agreement, dated April 29, 2025, by and among Conagra Brands, Inc., Bank of America, N.A., as administrative agent and a lender, and the other lenders party thereto, incorporated by reference to Exhibit 10.1 of Conagra Brands' Current Report on Form 8-K filed with the SEC on April 30, 2025

Term Loan Agreement, dated April 29, 2025, by and among Conagra Brands, Inc., Mizuho, Ltd., as administrative agent and a lender, and the other lenders party thereto, incorporated by reference to Exhibit 10.2 of Conagra Brands' Current Report on Form 8-K filed with the SEC on April 30, 2025

Third Amended and Restated Revolving Credit Agreement, dated June 27, 2025, by and among Conagra Brands, Inc., Bank of America, N.A., as administrative agent and a lender, and the other lenders party thereto, incorporated herein by reference to Exhibit 10.1 to Conagra Brands’ Current Report on Form 8-K filed with the SEC on June 30, 2025

Conagra Brands, Inc.

Insider Trading Policies

Insider Trading Policies, incorporated herein by reference to Exhibit 19 to Conagra Brands’ Annual Report on Form 10-K filed with the SEC on July 10, 2025

Subsidiaries of Conagra Brands, Inc.

6 unchanged sentences

The following materials from Conagra Brands’ Annual Report on Form 10-K for the year ended May 31, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language):

(i) the Consolidated Statements of Earnings, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Common Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, and (vii) document and entity information.

(i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Comprehensive Income (Loss), (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Common Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, and (vii) document and entity information.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

12 unchanged sentences

July 15, 2026

/s/ WILLIAM E.

/s/ MELISSA C.

Senior Vice President and Corporate Controller

9 unchanged sentences

Francisco Fraga

/s/ Fran Horowitz

Fran Horowitz

/s/ Richard H.

2 unchanged sentences

Ruth Ann Marshall

/s/ John Mulligan

John Mulligan

/s/ Denise A.

/s/ Pietro Satriano

Pietro Satriano

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures