What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-06-22 compared with 2025-06-23 · 62 added, 80 removed, 227 unchanged (38% of the section changed)

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As of April 30, 2026, Casey’s General Stores, Inc.

and its direct and indirect wholly-owned subsidiaries operate convenience stores primarily under the names "Casey's" and "Casey’s General Store" (collectively, with the stores below referenced as "GoodStop", "CEFCO", "Bucky's", or "Lone Star Food Store", referred to as "Casey's" or the "Company") throughout 20 states, approximately half of which are located in Iowa, Missouri and Illinois.

On November 1, 2024, the Company closed on the acquisition of Fikes Wholesale and Group Petroleum Services (collectively "Fikes"), owner of CEFCO Convenience Stores, which added 198 total stores, including 148 additional stores in Texas, as well as 50 stores in Alabama, Florida, and Mississippi, which are the first stores Casey's has operated in these states.

The acquisition also included the Company's first fuel terminal, located in Waco, Texas.

and its direct and indirect wholly-owned subsidiaries operate convenience stores primarily under the names "Casey's" and "Casey’s General Store" throughout 19 states, approximately half of which are located in Iowa, Missouri and Illinois.

During the third quarter of the prior fiscal year, the Company closed on the acquisition of Fikes Wholesale and Group Petroleum Services (collectively "Fikes"), owner of CEFCO Convenience Stores, which added 198 total stores (the "Fikes acquisition") and a wholesale fuel network.

As of April 30, 2026, there were 2,944 stores in operation.

Approximately 71% of all stores were opened in areas with populations of fewer than 20,000 persons.

The Company competes on the basis of price, as well as on the basis of traditional features of convenience store operations such as location, extended hours, product offerings, and quality of service.

As of April 30, 2025, there were a total of 2,904 stores in operation.

All convenience stores carry a broad selection of food items (which at most stores includes, but is not limited to, freshly prepared foods such as regular and breakfast pizza, donuts, hot breakfast items, and hot and cold sandwiches), beverages, tobacco and nicotine products, health and beauty aids, automotive products, and other non-food items.

The Company competes on the basis of traditional features of convenience store operations such as location, extended hours, product offerings, price and quality of service.

All stores carry a broad selection of food items (which at most stores includes, but is not limited to, prepared foods such as regular and breakfast pizza, donuts, hot breakfast items, and hot and cold sandwiches), beverages, tobacco and nicotine products, groceries, health and beauty aids, automotive products, and other non-food items.

As of April 30, 2026, 241 store locations offered car washes.

In addition, all but six store locations offer fuel for sale on a self-service basis.

As part of the Fikes transaction, the Company expanded its wholesale network where Casey’s manages fuel wholesale supply agreements to certain dealer sites and other wholesale locations.

The dealer and wholesale locations are not operated by Casey's and are not included in our overall store count in the table below.

Approximately 2% of total revenue for the year-ended April 30, 2025 relates to this fuel wholesale network.

In addition, all but six store locations offer fuel.

The Company operates a wholesale network where Casey’s manages wholesale fuel supply agreements to certain dealer sites and other wholesale locations.

The dealer and wholesale locations are not operated by Casey's and are not included in our overall store count.

Approximately 3% of total revenue for the year-ended April 30, 2026 relates to the wholesale fuel network.

The Company’s business is seasonal, and generally experiences higher sales and profitability during the first and second fiscal quarters (May-October), when the weather is warmer across our footprint and guests tend to purchase greater quantities of fuel and certain convenience items such as beer, sports drinks, water, soft drinks and ice.

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Acquisitions 40

Acquisitions not opened (1)

Prior acquisitions opened 1

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Long-Term Strategic Plan

The Company announced a three-year strategic plan in June 2023 focused on three enterprise objectives:

The end of this fiscal year marks the end of the three-year strategic plan originally announced in June 2023.

The plan focused on three enterprise objectives:

grow store count, accelerate the food business, and enhance operational efficiency, which are enabled by a strong foundation and Team Member experience.

The Company's plan was based on building on our proud heritage and distinct advantages, to become more contemporary through new capabilities, technology, data, and processes.

We believe this will best position the Company to address rapidly evolving shifts in consumer habits and other macro retail trends.

The Company made significant progress towards its strategic plan goals during the 2025 fiscal year.

The Company performed strongly over the three-year period, compared to the original goals in our plan.

Some of the key highlights include:

• Built or acquired 270 additional stores, the largest annual growth in Company history.

This included 198 retail stores through the acquisition of Fikes, the largest acquisition in Company history,

• Diluted earnings per share of $14.64, representing an increase 9.0% from the prior year,

• Built or acquired 504 additional stores over the three-year period, well above the original goal of 350 stores,

• Diluted earnings per share for the year was $19.16, representing an increase of 30.9% from the prior year, and annualized growth of 17.2% over the three-year period,

• Casey's Rewards members grew to over 10 million at year-end, and

• Same-store labor hours were down year over year, marking twelve consecutive quarters of reduction.

Fuel Profitability

The Company, and the retail fuel industry, has experienced historically high average revenue less cost of goods sold per gallon (excluding depreciation and amortization).

Although this has remained relatively consistent, on a longer-term basis, this metric can fluctuate significantly, and sometimes unpredictably, in the short-term.

While the Company believes that its average revenue less cost of goods sold per gallon (excluding depreciation and amortization) will remain elevated from historical levels for the foreseeable future, it is possible that increased oil and fuel prices, higher interest rates, macroeconomic conditions and/or continuing conflicts or disruptions involving oil producing countries may materially impact the performance of this metric.

Electric Vehicles and Renewable Fuels

Casey's continues its process of implementing an electric vehicle ("EV") strategy and our management team remains committed to understanding if and how the increased demand for, and usage of, EVs impacts consumer behavior across our store footprint and beyond.

As consumer demand for alternative fuel options continues to grow, Casey’s has continued to add EV charging stations across our 20-state footprint.

• Continued growth of the prepared food program with the expansion of our bone-in and boneless chicken wings, in a variety of flavors, which were available in approximately 850 stores as of the end of the year.

The Company will introduce a new a three-year strategic plan in June 2026.

Electric Vehicles

Casey's continues to implement our electric vehicle ("EV") strategy and our management team remains committed to understanding how the increased demand for, and usage of, EVs impacts consumer behavior across our store footprint and beyond.

As consumer demand for alternative fuel options continues to grow, albeit slowly, Casey’s has continued to add EV charging stations across our 19-state footprint.

As of April 30, 2026, the Company has 282 charging stations at 64 stores, across 14 states.

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As EV demand from our guests increases, we are prepared to strategically integrate charging station options at select stores.

The Company also remains committed to offering renewable fuel options at our stores and continues to expand its alternative fuel options in response to evolving guest needs and as part of its environmental stewardship efforts.

Currently, almost all of our stores offer fuel with at least 10% of blended ethanol and 41% of our stores offer biodiesel.

Every newly built store has the capability to sell renewable fuels, and we aim to continue growing sales of renewable fuels throughout our footprint.

Fiscal 2026 Compared with Fiscal 2025

Total revenue for fiscal 2025 increased by $1,077,986 (7.3%) since the prior fiscal year, primarily driven by $952,018 of additional revenue from the Fikes acquisition, which included 198 additional convenience stores and a wholesale fuel network.

Prepared food and dispensed beverage revenue increased by $150,162 (10.3%), due to an increase in same-store sales of 3.5% and an increase of approximately 6.8% due to store growth.

The increase in same-store sales was driven by improved sales of hot sandwiches, bakery, and dispensed beverages.

Grocery and general merchandise revenue increased by $416,493 (11.2%), due to an increase in same-store sales of 2.3% and an increase of approximately 8.9% due to store growth.

The increase in same-store sales was driven by strong sales of non-alcoholic and alcoholic beverages.

Total revenue for fiscal 2026 increased by $1,620,202 (10.2%) compared to the prior fiscal year, primarily driven by $1,034,139 of additional revenue from the Fikes acquisition, during the first six months of fiscal 2026.

Prepared food and dispensed beverage revenue increased by $165,066 (10.2%), due to an increase in same-store sales of 5.2% driven by improved sales of hot sandwiches, bakery, and whole pizzas, as well as an increase of approximately 5.0% due to store growth.

Grocery and general merchandise revenue increased by $419,727 (10.1%), due to an increase in same-store sales of 3.9% driven by strong sales of non-alcoholic beverages, as well as an increase of approximately 6.2% due to store growth.

Retail fuel revenue increased by $839,374 (8.6%).

The increase in the number of gallons sold of 318,345 (10.0%), was partially offset by a decrease in the average retail price per gallon of 1.3%.

The increase in gallons sold was primarily attributable to store growth, as same-store gallons sold increased 0.1%.

Other revenue increased $137,369 (50.5%) compared to the prior year, driven primarily by an increase in total revenue related to the wholesale fuel network, as a result of the Fikes acquisition.

The increase in gallons sold was primarily attributable to store growth.

Other revenue increased $196,035 (47.9%) compared to the prior year, driven primarily by an increase in wholesale fuel revenue, primarily as a result of the Fikes acquisition.

The increased activity related to the wholesale fuel network carries a lower revenue less cost of goods sold as a percentage of total revenue.

Additionally, other revenue and other revenue less cost of goods sold (excluding depreciation and amortization) was favorably impacted by a one-time adjustment of $8,000 due to a change in estimate related to breakage assumptions on the outstanding gift card liability balance in the second fiscal quarter.

Total revenue less cost of goods sold (excluding depreciation and amortization) was 24.6% of revenue for fiscal 2026 compared with 23.5% for the prior year.

Prepared food and dispensed beverage revenue less related cost of goods sold (excluding depreciation and amortization) decreased to 58.2% of revenue from 58.7% during fiscal 2025 compared to the prior year, driven primarily by the acquisition of Fikes, as the current food offerings at these acquired stores have a lower percentage than a Casey's store.

Grocery and general merchandise revenue less related cost of goods sold (excluding depreciation and amortization) increased to 35.0% of revenue from 34.1% during fiscal 2025 compared to the prior year.

The current year percentage was positively impacted by product mix.

Fuel revenue less related cost of goods sold (excluding of depreciation and amortization) was 12.7% of revenue for fiscal 2025 compared with 11.9% for the prior year.

Fuel cents per gallon decreased to 38.7 cents in fiscal 2025 from 39.5 cents in fiscal 2024.

The Company sold 23.8 million RINs (renewable identification numbers) for $16,664 during fiscal 2025, compared to the sale of 25.9 million RINs fiscal 2024, which generated $33,023 (see Note 1 , below, for a further description of RINs and how they are generated).

Prepared food and dispensed beverage revenue less related cost of goods sold (excluding depreciation and amortization) increased to 58.6% of revenue from 58.2% during fiscal 2026 compared to the prior year, driven primarily by improved waste.

Grocery and general merchandise revenue less related cost of goods sold (excluding depreciation and amortization) increased to 35.8% of revenue from 35.0% during fiscal 2026 compared to the prior year, primarily due to a favorable product mix shift.

Fuel revenue less related cost of goods sold (excluding depreciation and amortization) was 14.1% of revenue for fiscal 2026 compared with 12.7% for the prior year.

Revenue less cost of goods sold (excluding depreciation and amortization) per gallon increased to 42.6 cents in fiscal 2026 from 38.7 cents in fiscal 2025.

During the fiscal year, particularly in the last quarter, the Company, and the retail fuel industry, experienced historically higher than average fuel revenue less cost of goods sold per gallon (excluding depreciation and amortization).

On a longer-term basis, this metric can fluctuate significantly, and sometimes unpredictably, in the short-term.

The Company generated 28.0 million RINs (renewable identification numbers) for $35,410 during fiscal 2026, compared to 23.8 million RINs in fiscal 2025, which generated $16,664 (see Note 1 , below, for a further description of RINs and how they are generated).

Operating expenses increased $285,070 (11.2%) to $2,837,426 in fiscal 2026.

Approximately 10% of the increase is due to operating 246 more stores than the comparable period in the prior year, including transaction costs related to the Fikes acquisition.

Insurance expense contributed approximately 1% of the increase.

Total same-store employee expense contributed to approximately 1% of the increase, as the increases in wage rates were mostly offset by a reduction in same-store labor hours.

Depreciation and amortization expense increased $53,850 (15.4%) to $403,647 in fiscal 2025, primarily due to operating 246 more stores than a year ago.

Interest, net increased $30,510 (57.1%) to $83,951 in fiscal 2025, primarily due to issuing incremental debt of $1,100,000 to partially fund the acquisition of Fikes.

Approximately 5% of the increase is due to operating 40 more stores than the comparable period in the prior year, as well as a full-year contribution from stores added in the Fikes acquisition, compared to only six months in the prior year.

Approximately 2% of the change is related to an increase in accrued costs for variable compensation due to strong financial performance as well as charitable contributions.

Same-store employee expense accounted for approximately 1% of the increase, as the increase in wage rates were partially offset by a reduction in same-store labor hours.

Depreciation and amortization expense increased $46,311 (11.5%) to $449,958 in fiscal 2026, primarily due to purchases of property and equipment since the prior period.

Interest, net increased $12,683 (15.1%) to $96,634 in fiscal 2026, primarily due to issuing incremental debt of $1,100,000 in the prior year to partially fund the acquisition of Fikes.

For additional discussion, refer to Note 3 .

The effective tax rate decreased to 23.3% in fiscal 2025 from 23.5% in fiscal 2024.

The decrease in the effective tax rate was primarily due to a one-time benefit to update the state deferred tax rate following the Fikes acquisition (0.7%) and an increase in excess tax benefits recognized on share-based awards (0.3%).

The effect of these favorable items was partially offset by a one-time benefit in the prior year from adjusting the Company’s deferred tax assets and liabilities for state law changes enacted during the year (0.8%).

The effective tax rate increased to 23.8% in fiscal 2026 from 23.3% in fiscal 2025.

The increase in the effective tax rate was primarily due to a one-time benefit in the prior year to update the state deferred tax rate following the Fikes transaction (0.7%), offset by an increase in excess tax benefits recognized on share-based awards in the current year (0.4%).

Net income increased by $167,928 (30.7%) to $714,448 in fiscal 2026 from $546,520 in fiscal 2025.

The increase was primarily attributable to higher profitability both inside the store and in fuel.

This increase was partially offset by higher operating expenses, depreciation and amortization, interest, net and income tax expense.

The increase in net income was primarily attributable to higher profitability both inside the store and in fuel, partially offset by increases in operating expenses, depreciation and amortization and interest expense.

See discussion in the paragraphs above for the primary drivers for each of these increases.

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Use of Non-GAAP Measures

We define EBITDA as net income before net interest expense, income taxes, depreciation and amortization.

We define EBITDA as net income before net interest expense, income taxes, and depreciation and amortization.

EBITDA is not considered to be a GAAP measure and should not be considered as a substitute for net income, cash flows from operating activities or other income or cash flow statement data.

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For the year ended April 30, 2026, EBITDA increased 23.6%.

The increase was primarily attributable to higher profitability both inside the store and in fuel, which was partially offset by higher operating expenses.

The increase was primarily attributable to higher profitability both inside the store and in fuel, partially offset by higher operating expenses.

See discussion in the preceding sections for the primary drivers for each of these individual changes.

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If the sum of the expected future undiscounted cash flows is less than the carrying amount of the assets, an impairment loss is recognized to the extent carrying value of the assets exceeds their estimated fair value.

Fair value is based on management’s estimate of the price that would be received to sell an asset in an orderly transaction between market participants.

The estimate is derived from offers, actual sale or disposition of assets subsequent to year-end, and other

indications of fair value, which are considered Level 3 inputs (see Note 3 to the consolidated financial statements).

Fair value is based on

management’s estimate of the price that would be received to sell an asset in an orderly transaction between market participants.

The estimate is derived from offers, actual sale or disposition of assets subsequent to year-end, and other indications of fair value, which are considered Level 3 inputs (see Note 3 to the consolidated financial statements).

In determining whether an asset is impaired, assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets, which for the Company is generally on a store-by-store basis.

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The liability is not discounted.

The balances of our self-insurance reserves were $74,471 and $57,369 for the years ended April 30, 2025 and 2024, respectively.

The self-insurance reserves were $67,240 and $74,471 as of April 30, 2026 and 2025, respectively.

Recent Accounting Pronouncements

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The primary uses of operating cash flows are payments to our team members and suppliers, as well as payments for taxes and interest.

Cash flow from operations was favorably impacted by improved revenue less cost of goods sold (excluding depreciation and amortization) of $404,492, offset by an increase in operating expenses of approximately $263,843 and an increase in cash paid for interest of approximately $23,149.

Refer to “Fiscal 2025 Compared with Fiscal 2024” starting on page 20 for further details on the primary drivers for the changes in revenue, cost of goods sold, operating expenses, and interest.

Cash flow from operations was favorably impacted by improved revenue less cost of goods sold (excluding depreciation and amortization) of $568,638, offset by an increase in operating expenses of $285,070, an increase in cash paid for interest of $23,948, and an increase in cash paid for taxes of $48,247, due to an increase in income before taxes.

Refer to “Fiscal 2026 Compared with Fiscal 2025” starting on page 20 for further details on the primary drivers for the changes in components of the consolidated statements of income.

Cash flows from operations can also be impacted by variability in the timing of payments and receipts for certain assets and liabilities, such as wage related accruals, accounts payable, and receivables from credit card companies or our vendors.

The increase in operating cash flows, compared to the prior year, was favorably impacted by an increase in operating cash flows of $44,029 due to the timing of inventory purchases, as well as an increase in $29,949 related to receivables, primarily due to the timing of vendor rebate payments in comparison to the prior year.

Cash used in investing activities increased $901,312.

Operating cash flows were also favorably impacted by an increase of $179,954 related to accounts payable, offset by a decrease in operating cash flows of $82,328, related to inventory, both primarily due to fuel pricing.

The increase in operating cash flows was further offset by a decrease of $58,778 related to receivables, primarily due to fuel pricing and the timing of vendor rebate payments in comparison to the prior year.

Refer to Note 1 for a summary of the receivables balance.

Net cash used in investing activities decreased $971,237.

During fiscal 2026, the Company expended $797,503 for purchases of property and equipment and payments for acquisitions compared to $1,745,473 for fiscal 2025 related to these activities.

The increase in cash used in investing activities was attributable to an increase in acquisition related activity, with the Fikes acquisition closing during the fiscal year.

For additional information, please refer to Note 2 .

The decrease in cash used in investing activities was attributable to the Fikes acquisition, which closed during the prior year and had a purchase price of $1,165,752.

Purchases of property and equipment and payments for acquisitions of businesses typically represent the single largest use of excess Company funds.

Management believes that by acquiring, building, and reinvesting in stores, the Company will be better able to drive long-term shareholder value.

Cash provided by financing increased $995,978, from the comparable period of the prior year, primarily due to the proceeds from long-term debt of $1,100,000, which was used to partially fund the Fikes acquisition.

For additional information, please refer to Note 2 and Note 3 .

Additionally, cash provided by financing was positively impacted by a decrease in share repurchase related activity of $104,164.

These increases were offset by a $185,836 increase in payments of long-term debt and finance lease obligations, due to an increase in debt principal payments, notably the full pre-payment of the Senior Notes Series E of $150,000 in the fourth quarter of fiscal 2025.

Net cash used in financing was $425,780 for the year ended April 30, 2026, compared to net cash provided by financing activities of $755,994 for the year ended April 30, 2025.

The change from the prior year was primarily due to the proceeds from long-term debt of $1,100,000 received to partially fund the Fikes acquisition in the prior year.

Additionally, the repurchase and retirement of common stock under our share repurchase program resulted in an increase in the net cash used of approximately $199,771 during the period.

As of April 30, 2026, we had long-term debt and finance lease obligations consisting of:

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5.43% Senior notes (Series J) due November 2, 2034 100,000

Variable rate term loan facility, requiring quarterly installments ending April 21, 2028 200,000

Variable rate term loan facility, requiring quarterly installments beginning June 30, 2027 and ending April 21, 2028 200,000

Variable rate incremental term loan facility, requiring quarterly installments ending October 30, 2029 796,875

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We may prepay the 2.85% and 2.96% Senior Notes in whole or in part at any time in an amount of not less than $2,000 at a redemption price calculated in accordance with the Note Purchase Agreement dated June 30, 2020, between the Company and the purchasers of the Senior Notes Series G and Series H.

During the year, the Company entered into a note purchase agreement with respect to the issuance of $250,000 aggregate principal amount of senior notes, consisting of:

(i) $150,000 aggregate principal amount of 5.23% Senior Notes Series I, due November 2, 2031;

and (ii) $100,000 aggregate principal amount of 5.43% Senior Notes Series J due November 2, 2034.

The Senior Notes Series I and Series J were issued on October 30, 2024.

Interest on the 5.23% Senior Notes Series I and 5.43% Senior Notes Series J is payable on the 2nd day of each May and November.

Principal on the Senior Notes Series I and Series J is payable in full on November 2, 2031 (Series I) and November 2, 2034 (Series J), respectively.

We may prepay these notes in whole or in part at any time in an amount of not less than $2,000 at a redemption price calculated in accordance with the note

purchase agreement.

The Company used the proceeds of these notes to partially fund the Fikes acquisition (see further discussion of the Fikes acquisition in Note 2 ).

We may prepay the 5.23% and 5.43% Senior Notes in whole or in part at any time in an amount of not less than $2,000 at a redemption price calculated in accordance with the Note Purchase Agreement dated October 30, 2024, between the Company and the purchasers of the Senior Notes Series I and Series J.

The Company is party to a credit agreement, dated as of April 21, 2023, which provides for term loan borrowings and a committed, unsecured $850,000 revolving credit facility.

On October 30, 2024, the Company entered into an amendment to the credit agreement (the “Amendment” and, together with the original credit agreement, the “Credit Agreement”), pursuant to which the Company incurred an incremental term loan in an aggregate principal amount of $850,000 (the “Incremental Term Loan”).

See Note 3 for additional information related to the Credit Agreement.

The proceeds of the Incremental Term Loan were used to partially fund the Fikes acquisition (see further discussion of the Fikes acquisition in Note 2 ).

Amounts borrowed under the Credit Agreement bear interest at variable rates based upon, at the Company’s option, either:

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(1) The long-term debt portion of the table above excludes interest payments related to the Company's term loan facility and the incremental term loan facility, due to the variable nature of the required interest payments.

Included in other long-term liabilities on our consolidated balance sheet at April 30, 2025, was a $11,488 obligation for deferred compensation.

(2) Included in other long-term liabilities and other accrued expenses on our consolidated balance sheet at April 30, 2026, was a $14,152 obligation for deferred compensation.

As the specific payment dates for a portion of the deferred compensation outstanding are unknown due to the unknown retirement dates of many of the participants, the related timing of the payment of the balances have not been reflected in the above “Payments due by period” table.

However, known payments of $4,936 are scheduled over the next 5 years, which includes $757 recognized in current liabilities as of April 30, 2025.

However, known payments of $4,698 are scheduled over the next 5 years, which includes $647 recognized in other accrued expenses as of April 30, 2026.

Forward-Looking Statements

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any failure to anticipate and respond to changes in consumer preferences, or to introduce and promote innovative technology for guest interaction, could adversely affect our financial results;

we rely on our information technology systems, and a number of third-party software providers, to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business;

we rely on our information technology systems, and a number of third-party software and technology providers, to support numerous aspects of our business, and a disruption of these systems could adversely affect our business;

increased credit card expenses could lead to higher operating expenses and other costs for the Company;

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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 7. Management’s Discussion and Analysis