CHS INC 10-K

ITEM 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our CEO and CFO, we evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 44 Table of Contents 1934, as amended ("Exchange Act")), as of August 31, 2024. Based on that evaluation, our CEO and CFO concluded that, as of that date, our disclosure controls and procedures were effective. Management's Annual Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system is a process designed 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. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projecting any evaluation of effectiveness to future periods is subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of our internal control over financial reporting using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control - Integrated Framework (2013) . Based on management's assessment using this framework, management concluded that, as of August 31, 2024, our internal control over financial reporting was effective. This Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our independent registered public accounting firm pursuant to the Financial Reform Bill passed in July 2010 that permits us to provide only management's report in this Annual Report on Form 10-K. Changes in Internal Control Over Financial Reporting There have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the quarter ended August 31, 2024, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. OTHER INFORMATION During the three months ended August 31, 2024, no director or officer of the company adopted , modified or terminated a "Rule 10b5-1 trading arrangement" or "non-rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) or Regulation S-K. ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 45 Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE BOARD OF DIRECTORS The table below provides certain information regarding each of our directors, as of August 31, 2024: Name Age Director Region Director Since David Beckman 64 8 2018 Clinton J. Blew 47 8 2010 Hal Clemensen 64 4 2019 Scott Cordes 63 1 2017 Jon Erickson 64 3 2011 Mark Farrell 65 5 2016 Steve Fritel 69 3 2003 Alan Holm 64 1 2013 David Johnsrud 70 1 2012 Tracy Jones 61 5 2017 David Kayser 65 4 2006 Russell Kehl 49 6 2017 Anthony Rossman 52 1 2023 Daniel Schurr 59 7 2006 Jerrad Stroh 54 8 2022 Kevin Throener 52 3 2019 Cortney Wagner 46 2 2020 As a cooperative, members of our Board of Directors are nominated and elected by our members as required by our bylaws. As described below under "Director Elections and Voting," to ensure geographic representation of our members, the Board of Directors represents eight regions in which our members are located. The members in each region nominate and elect the number of directors for that region as set forth in our bylaws. Neither management nor the incumbent directors have any control over the nominating process for directors. As described below under "Director Elections and Voting," to be eligible for service as a director, a nominee must, among other things, (i) be an active farmer or rancher, (ii) be a Class A individual member of CHS or a member of a cooperative association member and (iii) reside in the geographic region from which he or she is nominated. In general, our directors operate large commercial agricultural enterprises, which require expertise in all areas of management, including financial oversight. Nearly all directors also have experience serving on local cooperative association boards and all participate in a variety of agricultural and community organizations. Our directors complete the National Association of Corporate Directors comprehensive Director Professionalism course and earn the Certificate of Director Education. We believe that each of our directors meets the aforementioned eligibility requirements and qualifications described under "Director Elections and Voting" to serve on the Board of Directors. David Beckman has been a member of the CHS Board of Directors since 2018. He is chair of the Audit Committee and a member of the Capital Committee. He is a former secretary of the Nebraska Cooperative Council and former board chair for Central Valley Ag Cooperative in York, Nebraska. He holds a bachelor's degree in agronomy from the University of Nebraska-Lincoln. Mr. Beckman's principal occupation has been farming for more than five years. In partnership with his family, he raises irrigated corn and soybeans and operates a custom hog-feeding operation near Elgin, Nebraska. Clinton J. Blew, First Vice Chair, has been a member of the CHS Board of Directors since 2010. He serves on the Governance and Corporate Risk committees. Mr. Blew has also served as second vice chair of the Executive Committee of the Board. He is a former member of the board of directors of Mid Kansas Coop, Moundridge, Kansas, and is a member of the Arthur Capper Cooperative Center Advisory Council, CoBank board restructuring committee, Hutchinson Community College Ag Advisory Board, Kansas Livestock Association and Red Angus Association of America. He holds an applied science degree in farm and ranch management from Hutchinson (Kansas) Community College. Mr. Blew's principal occupation has been farming for more than five years, and he farms and ranches in a family partnership in south-central Kansas. 46 Table of Contents Hal Clemensen has been a member of the CHS Board of Directors since 2019. He is chair of the Government Relations Committee and vice chair of the Capital Committee. He is a former member of the Agtegra Cooperative board and previously served as a director of the South Dakota Value Added Agriculture Development Center, South Dakota Soybean Association and Redfield Farmers Union Oil Company and has served on the Avera Rural Cancer Advisory Board. He holds a bachelor's degree in agricultural economics and agricultural business from South Dakota State University. Mr. Clemensen's principal occupation has been farming for more than five years. He and his wife raise corn, soybeans and wheat in Brown and Spink counties in South Dakota. Scott Cordes, Second Vice Chair, has been a member of the CHS Board of Directors since 2017. He is a member of the Corporate Risk and Governance committees. He serves as a director and past chair of Security State Bank of Wanamingo. Previously, he served as a director of Cooperative Network, the Minneapolis Grain Exchange and National Futures Association. He holds a bachelor's degree in agricultural economics from the University of Minnesota. Mr. Cordes' principal occupation has been farming for more than five years. Prior to his current occupation, he was a CHS employee from 1995 to 2016, serving as president of CHS Hedging, LLC, a commodities brokerage subsidiary of CHS from 2000 to 2016. He co-owns and operates a corn and soybean farm near Wanamingo, Minnesota. Jon Erickson has been a member of the CHS Board of Directors since 2011. He is a member of the Audit and Corporate Risk committees and previously served as second vice chair of the Executive Committee of the Board. He is an advisory board member for the Quentin Burdick Center for Cooperatives, a member of the Grand Farm board of directors, a board member of the State Historical Society of North Dakota Foundation, a council member of Rural Leadership North Dakota and a member of the North Dakota Farmers Union and North Dakota Stockmen's Association. He holds a bachelor's degree in agricultural economics from North Dakota State University. Mr. Erickson's principal occupation has been farming for more than five years, and he raises grain and oilseed and operates a commercial Hereford-Angus cow-calf business near Minot, North Dakota. Mark Farrell has been a member of the CHS Board of Directors since 2016. He is vice chair of the CHS Foundation Board of Trustees and a member of the Governance Committee. Previously, he served as a director and president of the Premier Cooperative board and as a director of Mount Horeb Farmers Co-op and United Ethanol. He graduated from the University of Wisconsin-Madison Agricultural & Life Sciences Farm & Industry Short Course. Mr. Farrell's principal occupation has been farming for more than five years. He raises corn and soybeans in Dane County, Wisconsin . Steve Fritel has been a member of the CHS Board of Directors since 2003. He chairs the Corporate Risk Committee and is a member of the Audit Committee. Mr. Fritel previously served as first vice chair, second vice chair and secretary-treasurer of the Executive Committee of the Board. He earned an associate degree from North Dakota State College of Science. Mr. Fritel's principal occupation has been farming for more than five years. He raises spring wheat, durum wheat, soybeans, edible beans, corn and canola near Rugby, North Dakota, selling some of his edible beans to local family-owned restaurants. He also runs a family business providing on-farm grain storage equipment. Alan Holm, Assistant Secretary-Treasurer, has been a member of the CHS Board of Directors since 2013. Since 2021, he has been assistant secretary-treasurer of the Executive Committee of the Board. He is vice chair of the Government Relations Committee and a member of the Capital Committee. He also serves on the board for Citizens Bank of Minnesota and is former board chair of River Region Cooperative. He holds an associate degree in machine tool technology from Mankato (Minnesota) Technical College. Mr. Holm's principal occupation has been farming for more than five years. He raises corn, soybeans, sweet corn, peas and hay and owns and manages a cow-calf operation near Sleepy Eye, Minnesota. David Johnsrud has been a member of the CHS Board of Directors since 2012. He serves as chair of the Capital Committee and as a member of the Government Relations Committee. Previously, he served as board chair of AgCountry Farm Credit Services and as board chair of the Cooperative Network and on the boards of the Minnesota Farm Credit Legislative Committee, Farmers Union Oil, CHS Prairie Lakes, Mid-Minnesota Association and Minnesota State Co-op Directors Association, including terms as board secretary for Farmers Union Oil and CHS Prairie Lakes. Mr. Johnsrud's principal occupation has been farming for more than five years. He raises corn and soybeans near Starbuck, Minnesota. Tracy Jones has been a member of the CHS Board of Directors since 2017. He is chair of the Governance Committee and a member of the Capital Committee. He has served on the DeKalb County Board and on the boards of CHS Elburn, the former Elburn Co-op, DeKalb County Farm Bureau, DeKalb Kane Cattlemen's Association and DeKalb County Corn Growers. He earned an associate degree in farm management from Kishwaukee College in Malta, Illinois. Mr. Jones' principal occupation has been farming for more than five years. He operates a fourth-generation family farm near Kirkland, Illinois, that raises corn, soybeans and wheat and feeds cattle. David Kayser has been a member of the CHS Board of Directors since 2006. He serves as vice chair of the Corporate Risk Committee and as a member of the Governance Committee. Mr. Kayser is a previous director and chair of CHS Farmers Alliance and South Dakota Association of Cooperatives and former chair of the Mitchell (South Dakota) Technical College 47 Table of Contents Foundation Board. Mr. Kayser's principal occupation has been farming for more than five years. He raises corn, soybeans and hay near Alexandria, South Dakota, and operates a cow-calf and feeder-calf business. Russell Kehl, Secretary-Treasurer, has been a member of the CHS Board of Directors since 2017. Since 2019, Mr. Kehl has served as secretary-treasurer of the Executive Committee of the Board. He is vice chair of the Governance Committee and a member of the Capital Committee. He previously was a director of CHS SunBasin Growers and vice chair of the Columbia Basin Seed Association. Mr. Kehl's primary occupation has been farming for more than five years. He and his family operate a farm near Quincy, Washington, that produces crops, primarily potatoes and dry beans, and includes a cow-calf herd. His family also owns and operates dry bean processing facilities, a custom farming business and a trucking and logistics company. Anthony Rossman has been a member of the CHS Board of Directors since 2023. He is a member of the Audit Committee and the CHS Foundation Board of Trustees. Mr. Rossman previously served as president of the CHS ag retail producer board based in Rochester, Minnesota. He is active in emerging technology and sustainability initiatives for production agriculture and is a member of state corn and soybean growers associations. He holds a bachelor's degree in animal science from North Dakota State University. Mr. Rossman's principal occupation has been farming for more than five years. He operates and manages a crop and livestock operation near Oronoco, Minnesota, and manages genetic alliances in the beef industry. Daniel Schurr, Chair, has been a member of the CHS Board of Directors since 2006. Since 2017, Mr. Schurr has served as chair of the Executive Committee of the Board. He serves on the Blackhawk Bank and Trust board and audit and loan committees and previously served on the Silos and Smokestacks National Heritage Area board. He holds a bachelor's degree in agricultural business with a minor in economics from Iowa State University. Mr. Schurr's principal occupation has been farming for more than five years. He raises corn and soybeans near LeClaire, Iowa, and operates a commercial trucking business. Jerrad Stroh has been a member of the CHS Board of Directors since 2022. He is vice chair of the Audit Committee and is a member of the CHS Foundation Board of Trustees. He serves on the board of Cooperative Producers, Inc., and has completed the Nebraska Cooperative Council Director Certification Program. Mr. Stroh’s principal occupation has been farming for more than five years. He and his family raise corn and soybeans near Juniata, Nebraska. Kevin Throener has been a member of the CHS Board of Directors since 2019. He chairs the CHS Foundation Board of Trustees and is a member of the Audit Committee. He has served on the board of directors of CHS Dakota Plains and has been a member of Full Circle Ag, James Valley Ag and Agtegra cooperatives. He is an advisory board member for the Quentin Burdick Center for Cooperatives and a member of the North Dakota Stockmen's Association. He attended North Dakota State University, majoring in agricultural systems management. Mr. Throener's principal occupation has been farming for more than five years. He and his wife and family raise corn, soybeans, alfalfa and cattle near Cogswell, North Dakota, and they also operate a beef backgrounding and finishing enterprise and a custom forage harvesting business. Cortney Wagner has been a member of the CHS Board of Directors since 2020. She is a member of the Corporate Risk and Government Relations committees. She serves on the board of the Montana Council of Cooperatives. She holds a real estate license and has served as a trust associate at 1st National Bank and Trust Company. She earned an associate of arts degree from Williston State College and attended the University of North Dakota, majoring in business finance and psychology. Ms. Wagner's principal occupation has been farming for more than five years. She is a first-generation cattle and hay producer based near Hardin, Montana. Director Elections and Voting Director elections are for three-year terms and are open to any qualified candidate. Qualifications for the office of director are as follows: • At the time of declaration of candidacy, the individual (except in the case of an incumbent) must have the written endorsement of a locally elected producer board that is part of the CHS system and located within the region from which the individual is to be a candidate. • At the time of the election, the individual must be less than 68 years old. The remaining qualifications set forth below must be met at all times commencing six months prior to the time of election and while the individual holds office: • The individual must be a Class A individual member of CHS or a member of a cooperative association member. • The individual must reside in the region from which he or she is to be elected. 48 Table of Contents • The individual must be an active farmer or rancher. "Active farmer or rancher" means an individual whose primary occupation is that of a farmer or rancher, excluding anyone who is an employee of CHS or of a cooperative association member. The following positions on the Board of Directors will be up for election at the 2024 Annual Meeting of Members: Region Incumbent Region 3 (North Dakota) Open Seat Region 4 (South Dakota) David Kayser Region 6 (Alaska, Arizona, California, Hawaii, Idaho, Nevada, Oregon, Washington and Utah) Russell Kehl Region 7 (Alabama, Arkansas, Florida, Georgia, Iowa, Louisiana, Mississippi, Missouri, North Carolina, South Carolina and Tennessee) Open Seat Region 8 (Colorado, Kansas, Nebraska, New Mexico, Oklahoma and Texas) David Beckman Voting rights, including those in regard to director elections, arise by virtue of membership in CHS, not because of ownership of any equity or debt instruments; therefore, our preferred shareholders cannot recommend nominees to our Board of Directors nor vote in regard to director elections unless they are also Class A or Class C members of CHS. EXECUTIVE OFFICERS The table below lists our executive officers as appointed by the CHS Board of Directors as of August 31, 2024: Name Age Position Jay Debertin 64 President and Chief Executive Officer David Black 58 Executive Vice President, Enterprise Transformation and Chief Information Officer Richard Dusek 60 Executive Vice President, Ag Retail, Distribution and Transportation John Griffith 55 Executive Vice President, Ag Business and CHS Hedging Gary Halvorson 51 Executive Vice President, Enterprise Customer Development Darin Hunhoff 54 Executive Vice President, Energy Mary Kaul-Hottinger 60 Executive Vice President, Chief Human Resources Officer Olivia Nelligan 49 Executive Vice President, Chief Financial Officer and Chief Strategy Officer Brandon Smith 44 Executive Vice President, General Counsel Jay Debertin has been president and chief executive officer ("CEO") of CHS since May 2017. Mr. Debertin joined CHS in 1984 in the petroleum division and held a variety of positions in its energy marketing operations before being named vice president of crude oil supply in 1998. In 2001, his responsibilities expanded to include crude oil supply, refining, pipelines and terminals, trading and risk management, and transportation. From 2005 to 2010, Mr. Debertin was executive vice president and chief operating officer for processing at CHS. From 2010 to 2017, he served as executive vice president and chief operating officer of energy and foods, where he led energy, transportation and processing at CHS. Mr. Debertin serves as chair of the board for Ventura Foods, LLC, and the National Council of Farmer Cooperatives. He also serves on the board of directors for the Federal Reserve Bank of Minneapolis and Securian Financial. He earned a bachelor's degree in economics from the University of North Dakota and a master of business administration degree from the University of Wisconsin-Madison. David Black has been executive vice president, enterprise transformation, and chief information officer for CHS since December 2022. He is responsible for enterprise transformation, marketing and communications, innovation, facilities and CHS global information technology. Mr. Black leads enterprise transformation efforts, driving ongoing companywide efficiency and opportunities for profitable growth, as well as strategy, implementation, delivery and operation of information technology for all CHS businesses worldwide. He also oversees our owner and employee communications, advertising and public relations. Mr. Black serves on the boards of Ventura Foods and Cooperative Ventures, a venture capital fund joint venture between CHS and Growmark that focuses on innovative solutions and emerging technologies that positively impact farming. He is former board chair of Ag Gateway, a nonprofit consortium of 300-plus businesses, which strives to promote, enable and expand e-business in agriculture. Mr. Black joined CHS in 2014 and previously worked at Monsanto Company, where he served as vice president, information technology, overseeing all aspects of information technology for its global commercial businesses. During his 20 years with Monsanto, he also served as vice president, corporate strategy, and president, Monsanto Agro-Services, LLC, and was responsible for new business development. Mr. Black earned a bachelor's degree in computer science from Tarkio College. Richard Dusek has been executive vice president, ag retail, distribution and transportation, since November 2017. He leads CHS ag retail operations and wholesale distribution assets that serve as a critical channel for our core businesses, aligning 49 Table of Contents an enterprise supply chain for energy, agronomy, animal nutrition and grain product lines to serve our owners, and driving growth and efficiency through a customer-focused solutions platform. Mr. Dusek also oversees the enterprise transportation function, which includes all modes serving our product lines. He is a former board member of The Fertilizer Institute and the Minneapolis Grain Exchange. He joined CHS in 1988 as a wheat trader. Prior to leading our ag retail business, Mr. Dusek held roles as vice president in our grain marketing and agronomy divisions. He earned a bachelor of science degree in agricultural economics from North Dakota State University and is a graduate of the Harvard Business School Advanced Management Program. John Griffith has been executive vice president, ag business and CHS Hedging, since January 2021. He leads CHS trading and risk management for global grain, oilseeds, crop nutrients and crop protection. Mr. Griffith also serves as board chair for CHS Hedging, a commodities brokerage subsidiary of CHS, and represents CHS on the CF Nitrogen Board of Managers. He previously chaired the North American Export Grain Association board and served on the Minneapolis Grain Exchange board of directors. Mr. Griffith worked for CHS early in his career as a grain merchandiser and rejoined CHS at a leadership level in January 2013. Since that time, he has held various leadership roles within global grain marketing, including senior vice president, CHS global grain marketing and CHS Hedging, and vice president, grain marketing North America. He earned a bachelor's degree from St. John's University and a master of business administration degree from Rockhurst University. Gary Halvorson has been executive vice president, enterprise customer development, since December 2022. He is responsible for efforts across all product lines to deliver a focused and coordinated customer experience for owners and customers. Mr. Halvorson serves on the advisory council for Cooperative Ventures, a venture capital fund joint venture between CHS and Growmark that focuses on innovative solutions and emerging technologies that positively impact farming. Mr. Halvorson has served on the National FFA Sponsors Board, the Agricultural Retailers Association board of directors and The Fertilizer Institute (TFI) board of directors. He joined CHS more than 20 years ago. Most recently, he led the CHS agronomy business. Prior to that, Mr. Halvorson held various leadership roles with CHS at locations in North Dakota before becoming general manager for CHS Ag Services in Warren, Minnesota. Mr. Halvorson also served as vice president of farm supply for CHS country operations. He earned a bachelor's degree in business from Concordia University. Darin Hunhoff has been executive vice president, energy, since May 2017. He leads CHS energy operations including refineries, pipelines and terminals, as well as refined fuels, propane and lubricants product lines. In addition, he oversees sustainability at CHS, which is focused on a long-term view on people, communities, economic viability and environmental success, as well as the CHS strategic sourcing function. Mr. Hunhoff previously served on the board of directors for Ardent Mills. He joined CHS more than 25 years ago as a petroleum specialist. He has also been chief strategy officer for CHS and has spent several years in energy leadership roles, including time as senior vice president of refined fuels and vice president of propane. He earned a bachelor's degree in marketing and business management from Southwest Minnesota State University. Mary Kaul-Hottinger has been executive vice president, chief human resources officer, for CHS since January 2023. Ms. Kaul-Hottinger sets direction and strategy to help CHS achieve key priorities with a focus on helping the organization attract, develop and retain high-performing and diverse talent to drive business growth and the company’s strategies. She also has responsibility for the company’s community giving and employee volunteerism. Ms. Kaul-Hottinger has more than 38 years of experience in human resources. She joined CHS in 2018 as the senior vice president, chief human resources officer, after serving 11 years at Ecolab as vice president of human resources for Ecolab’s global businesses, where she and her team supported multiple business units with more than 30,000 employees in the Americas, Europe, the Middle East, Africa and Asia Pacific. Prior to joining Ecolab in 2007, she served in human resources leadership roles supporting operating divisions at General Mills and Pillsbury. She also held human resources roles at Securian Financial, formerly Minnesota Life. Ms. Kaul-Hottinger serves as board co-chair of Together We Grow, a consortium of major agribusiness and food interests building the workforce of tomorrow, and on the board of directors for the Greater Twin Cities United Way. She earned a bachelor’s degree in business administration from the University of St. Thomas. Olivia Nelligan is executive vice president, chief financial officer and chief strategy officer for CHS, joining the organization in January 2020. She leads all finance and strategic planning activities across CHS, being a key advisor to the CEO and the CHS Board of Directors. Ms. Nelligan serves on the Board of Directors for Ardent Mills, a strategic joint venture of CHS and a leading flour milling and food ingredient manufacturer. She also serves on the board of directors for Cooperative Ventures, a CHS joint venture and corporate venture capital fund that focuses on innovative solutions and emerging technologies that positively impact farming. Before joining CHS, Ms. Nelligan held executive positions in multiple organizations. Her past experience includes serving as chief executive officer of Nasco, LLC, a private equity-owned company. Ms. Nelligan spent more than a decade with Kerry Group plc, serving as global chief financial and strategic planning officer of its Taste and Nutrition division. She holds a bachelor's degree in civil law and a higher diploma in business and financial information systems from University College Cork, Ireland, and a master of business administration degree from the University of Wisconsin-Madison. She is a fellow of Chartered Accountants Ireland and an associate member of the Institute of Taxation in Ireland. 50 Table of Contents Brandon Smith has been executive vice president, general counsel for CHS since March 2021. He provides counsel to CHS leadership and the Board of Directors on company strategy, government affairs, corporate governance, corporate compliance, federal securities reporting and compliance, and disclosure and investor communications. Mr. Smith also oversees the CHS internal audit department. He previously worked at Tenneco Inc., a multinational industrial company based in Lake Forest, Illinois, for more than 12 years in various legal and leadership roles, most recently as senior vice president, general counsel and corporate secretary. Prior to joining Tenneco, Mr. Smith worked for the Kirkland & Ellis LLP law firm in Chicago, Illinois. He earned a juris doctor degree from Cornell Law School and a bachelor's degree in business management from Hiram College. None of our directors, executive officers or control persons has been involved in any of the legal proceedings required to be disclosed in Item 401 of Regulation S-K, during the past five years. DELINQUENT SECTION 16(a) REPORTS Section 16(a) of the Exchange Act requires our executive officers, directors and persons who beneficially own more than 10% of any class of our preferred stock to file initial reports of ownership and reports of changes in ownership with the SEC. Such executive officers, directors and greater than 10% beneficial owners are required by the regulations of the SEC to furnish us with copies of all Section 16(a) reports they file. Based solely on a review of copies of reports on Forms 3 and 4 and amendments thereto filed electronically with the SEC during, and reports on Form 5 and amendments thereto filed electronically with the SEC with respect to the fiscal year ended August 31, 2024, and based further upon written representations received by us with respect to the need to file reports on Form 5, no persons filed late reports required by Section 16(a) of the Exchange Act during fiscal 2024. CODE OF ETHICS We have adopted a code of ethics within the meaning of Item 406(b) of Regulation S-K promulgated by the SEC. This code of ethics applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer. It is part of our broader CHS Code of Conduct, which is posted on our website, www.chsinc.com. We intend to disclose any amendment to, or waiver from, a provision of the code of ethics that applies to our principal executive officer, principal financial officer or principal accounting officer on the our website. The information contained on our website is not part of, and is not incorporated in, this report or any other report we file with or furnish to the SEC. AUDIT COMMITTEE MATTERS The Board of Directors has a separately designated standing Audit Committee for the purpose of overseeing our accounting and financial reporting processes and audits of our financial statements. In fiscal 2024, the Audit Committee was comprised of Mr. Beckman (chair from December 8, 2023, to present), Mr. Erickson, Mr. Fritel and Mr. Meyer (chair and member from September 1, 2023 to December 7, 2023), Mr. Rossman (from December 8, 2023, to present), Mr. Stroh and Mr. Throener, each of whom was an independent director during service on the Audit Committee. The Audit Committee has oversight responsibility to our member-owners relating to our financial statements and the financial reporting process, preparation of the financial reports and other financial information provided by us to any governmental or regulatory body, the systems of internal accounting and financial controls, the internal audit function and the annual independent audit of our financial statements. The Audit Committee assures that the corporate information gathering and reporting systems developed by management represent a good faith attempt to provide senior management and the Board of Directors with information regarding material acts, events and conditions within CHS. In addition, the Audit Committee is directly responsible for the appointment, compensation and oversight of the independent registered public accounting firm. We do not believe any member of the Audit Committee is an "audit committee financial expert" as defined in the Sarbanes-Oxley Act of 2002 and the rules and regulations thereunder. As a cooperative, members of our Board of Directors are nominated and elected by our members. To ensure geographic representation of our members, the Board of Directors represents eight regions in which our members are located. The voting members in each region nominate and elect the number of directors for that region as set forth in our bylaws. To be eligible for service as a director, a nominee must among other things, (i) be an active farmer or rancher, (ii) be a Class A individual member of CHS or member of a cooperative association and (iii) reside in the geographic region from which he or she is nominated. Neither management nor the incumbent directors have any control over the nominating process for directors. Because of the nomination procedure and the election process, we cannot ensure that an elected director serving on our Audit Committee will be an audit committee financial expert. However, many of our directors, including all of the Audit Committee members, are financially sophisticated and have experience or background in 51 Table of Contents which they have had significant financial management or oversight responsibilities. The current Audit Committee includes directors who have served as presidents or chairs of local cooperative association boards. Members of the Board of Directors, including the Audit Committee, also operate large commercial enterprises requiring expertise in all areas of management, including financial oversight. 52 Table of Contents ITEM 11. EXECUTIVE COMPENSATION Compensation Discussion and Analysis Executive Compensation Overview This Compensation Discussion and Analysis describes the material elements of compensation awarded to each of the following executive officers ("Named Executive Officers") during the year ended August 31, 2024: Name Position Jay Debertin President and Chief Executive Officer Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer Brandon Smith Executive Vice President, General Counsel Darin Hunhoff Executive Vice President, Energy John Griffith Executive Vice President, Ag Business and CHS Hedging CHS creates connections to empower agriculture for our producer and member cooperative owners and the communities in which we and our owners live and operate. Our executive compensation program is intentionally aligned with both operational objectives and long-term business strategy. The following discussion and analysis outlines the objectives and principles underlying our executive compensation and benefit programs and explains the compensation decisions impacting the CEO and other Named Executive Officers in fiscal 2024. Compensation Philosophy and Objectives The CHS executive compensation philosophy focuses on these key objectives: • Attract and retain exceptional talent who demonstrate the CHS capabilities and values and are engaged and committed to the long-term success of CHS by providing market-competitive compensation and benefit programs; • Align executive rewards to quantifiable annual and long-term performance goals that drive enterprise results and provide competitive returns to our member-owners; • Emphasize pay for performance by linking executive performance goals to business strategy and differentiating rewards based on company and individual performance; and • Ensure compliance with government mandates and regulations. Our overall compensation philosophy and practices are grounded in our commitment to fair and equitable pay. This includes a regular review of employee compensation as well as compensation practices. Governance of Executive Compensation The Governance Committee and the Executive Committee of our Board of Directors have engaged a third-party consultant, Pay Governance LLC, to advise on the executive compensation program applicable to our executives, including our Named Executive Officers. The Executive Committee oversees the design and administration of the CEO's compensation. Pay Governance, LLC provides guidance to the Executive Committee regarding market-competitive levels of base pay, short-term incentive, long-term incentive and the overall compensation package for our CEO. The d ata and analysis are shared with the Executive Committee, who consider these elements as part of the CEO pay review. The Executive Committee recommends to our Board of Directors pay actions relative to our CEO and approves annual and long-term incentive awards for our CEO based on individual performance and company performance against the preestablished financial goals. The Board of Directors makes final decisions regarding our CEO's base pay, short-term incentive pay and long-term incentive pay, as well as the allocation of these components. There are no formal policies for allocation between long-term and short-term compensation other than the intention to be competitive with the external market for comparable positions and to be consistent with our compensation philosophy and objectives. Our CEO is not involved with the selection of the third-party consultant and does not participate in or observe Executive Committee meetings that concern CEO compensation matters. The Governance Committee assists the Board of Directors in fulfilling its responsibilities regarding matters that relate to governing the organization, including reviewing and making recommendations to the Board with respect to the establishment, 53 Table of Contents material modification to, or amendment of incentive, bonus or other similar compensation plans in which Named Executive Officers are eligible participants. Annually, the Governance Committee recommends incentive plan goals applicable to the Named Executive Officers under the incentive compensation plans to which they and other employees are eligible. The Board of Directors makes final decisions regarding these incentive plan goals. Based on compensation market data provided by our human resources department (survey sources and methodology are explained below under "Components of Executive Compensation and Benefits") and with input from the third-party consultant if necessary, our CEO makes compensation decisions for the other Named Executive Officers and communicates them accordingly. The day-to-day design and administration of compensation and benefit plans are managed by our human resources, finance and legal departments. Components of Executive Compensation and Benefits Our executive compensation and benefit program consists of five components. Pay Component Description Objective Base Pay Competitive salary considering market benchmarks and internal pay structure and relative to individual skills, experience, knowledge and contributions Provide the fixed element of compensation for the core duties, scope and level of responsibilities of the job Short-Term Incentive Short-term performance-based variable pay incentive for achieving predetermined annual financial and individual performance goals Provide a direct link between pay and annual business performance, achievement of critical business initiatives and financial results Long-Term Incentive Long-term performance-based variable pay incentive for achieving predetermined three-year Return on Invested Capital ("ROIC") goals Provide a direct link between executive pay and long-term business performance to align management and member-owner interests while driving executive retention Profit Sharing Performance-based annual award for achieving predetermined enterprise-level financial goals Reward employees for company profitability Benefits Medical, dental, vision, life insurance, short-term disability and long-term disability, qualified and non-qualified retirement plans, and other benefits Provide competitive total rewards program to attract and retain executives Market Competitiveness of Executive Compensation Each component is designed to be competitive with the external market. In determining competitive compensation levels, we analyze independent compensation survey information, including comparable industries, markets, revenues and companies that compete with us for executive talent. In fiscal 2024, information from the following sources was considered: • Willis Towers Watson General Industry Executive (U.S.) • Willis Towers Watson Custom Peer Comparator Group Executive (U.S.; includes the portion of the 17 peer companies that elected to participate in the survey) • US Mercer Benchmark Database/Total Remuneration Survey (Executive) • Radford/Aon Global Compensation Database (Executive) The survey and database data include a range of competitive pay levels, including median market rates for base salary, short-term incentive, total cash compensation, long-term incentive and total direct compensation. Companies included in the surveys and databases vary by industry, revenue and number of employees, and represent both public and private ownership, as well as nonprofit, government and mutual organizations. In determining competitive compensation levels for the CEO, various factors were considered including market data from surveys and publicly available proxy compensation data from a specific comparator group of peer companies, which consists of 17 public companies in the agriculture, energy, food and transportation industries. Our Board annually reviews the peer group comparator companies and adjusts as needed to ensure the comparator group represents a reasonable external perspective for pay benchmarking. The Board approved the following changes to the comparator group for 2024: • Removal of three private companies (Cargill, Koch Industries and Land O’ Lakes) due to lack of publicly disclosed pay data • Removal of Williams Companies due to decreased relevance in business scope • Addition of five companies based on industry and business mix, size and overall reasonableness for pay benchmarking 54 Table of Contents 2024 Comparator Group ADM C.H. Robinson* HF Sinclair Corporation Marathon Petroleum Valero Energy Bayer* Conagra Brands Hormel Foods* Mosaic Bunge Corteva* Ingredion Incorporated* Nutrien CF Industries General Mills Kinder Morgan Phillips 66 *New company added to the comparator group for 2024 The objective is to provide our executives with an overall total compensation package that is competitive in comparable industries, companies and markets. We target around market median compensation levels for base pay, target total cash and target total direct compensation, and around the 75 th percentile for actual total direct compensation when our performance is well above target goals and below market median levels if performance is below target goals. For the Named Executive Officers excluding the CEO in 2024, target total compensation was, on average, aligned to the desired competitive range. Base pay, on average, was slightly below the market median while total cash compensation and total direct compensation yielded around 75 th percentile of market, on average, due to actual earned short-term incentive awards at the maximum level of performance and actual earned long-term incentive awards for the fiscal 2022-2024 performance period at the superior level of performance. For fiscal 2024, the CEO's base pay, target total cash compensation and target total direct compensation were set to be aligned to the desired competitive range. Based on a review of the market benchmarks, consideration of the CEO's outstanding sustained performance and long service, and to further emphasize performance-based incentive award opportunities, target pay was increased for fiscal 2024 primarily in the long-term incentive target award opportunity to align to our multi-year performance. From an actual pay perspective, with strong company performance over the past three fiscal years (2022 - 2024), his actual total direct compensation for fiscal 2024 was above both target levels and market median due to outperformance of the preestablished goals. Target Pay Mix The objectives of our executive compensation program require a suitable mix of base pay, short-term incentive and long-term incentive that will engage the executive officers to achieve both short-term results as well as strategic results that benefit our member-owners' interests over the long term while maintaining alignment with the competitive talent market. 55 Table of Contents The charts below illustrate the mix of base salary, short-term incentive target pay and long-term incentive target pay based on the 2024 Grants of Plan-Based Awards values (see the Summary Compensation Table) for our CEO and the other Named Executive Officers as a group. The increase in the CEO's target award opportunity for the long-term incentive for performance periods beginning with the award granted in fiscal 2024 resulted in a shift to the pay mix with more of his target total compensation weighted towards long-term business performance, which aligns with our overall executive compensation objectives and market practices. Base Pay Base pay of our Named Executive Officers represents a fixed element of compensation paid as a salary on a semimonthly basis. Salaries are generally set around the median level of market data collected through our benchmarking process against other equivalent positions of comparable companies. The individual's actual salary relative to the market median is based on a number of factors, which include, but are not limited to, scope and level of responsibilities, individual skills, experience and performance. Salaries for our Named Executive Officers are reviewed on an annual basis or at the time of significant changes in scope and level of responsibilities. Changes in salaries are determined through review of competitive market data, as well as individual performance and contribution, internal equity and other factors. Changes are not governed by preestablished weighting factors or a specific merit matrix. Our CEO is responsible for the annual salary review process for the other Named Executive Officers. The Executive Committee is responsible for the annual salary review process for our CEO. Mr. Debertin received an approximate 6.2% salary increase effective December 1, 2023. Our Board of Directors approved the increase to reward Mr. Debertin for exceptional performance and align his base pay relative to market considering his long tenure as CEO. Ms. Nelligan, Mr. Smith, Mr. Hunhoff, and Mr. Griffith received salary increases of 5%, 3.5%, 3% and 4%, respectively, to reward them for strong performance and maintain market pay competitiveness. Overview of Performance-Based Incentive Plans We operate our diversified global businesses to maximize value, in the near-term and long-term, for our member cooperatives, farmer-owners and customers. Our executive compensation program reflects this key objective by emphasizing performance-based incentive opportunities, through the short-term and long-term incentive plans that are discussed in detail below, with awards earned commensurate with financial results. The actual payouts for the incentive cycles ended in fiscal 2024 reflect the team's outstanding execution relative to our business strategy in key areas including revenues, earnings and capital management, which are, collectively, captured in our primary financial measure of ROIC. Short-Term Incentive Pay Named Executive Officers participate in the same CHS Annual Variable Pay Plan ("Annual Variable Pay Plan" or "AVP") as other management and professional employees, and based on the plan provisions, when they are hired or retire they receive awards prorated to the period of time they were eligible. Each Named Executive Officer was eligible to participate in the AVP for the entirety of fiscal 2024. Target AVP award levels are set with reference to various factors including internal equity 56 Table of Contents and competitive market compensation levels and are intended to motivate our executives by providing short-term incentive awards for the achievement of annual goals. For fiscal 2024, the AVP incentive was weighted 70% on enterprise-level financial performance and 30% on individual performance. • The financial performance component was based on preestablished ROIC goals at the enterprise level. The threshold, target and maximum ROIC goals approved by the Board of Directors for fiscal 2024 are set forth in the table below. • The individual performance component was based on achievement of specific goals relating to areas such as business profitability, execution of strategic initiatives and/or talent acquisition, development and retention. In conjunction with the annual performance review process for our CEO, the Board of Directors reviews the individual goals and, in turn, determines and approves this portion of the short-term incentive award based upon completion or partial completion of the previously specified goals and principal job accountabilities. Likewise, our CEO uses a similar process for determining individual goal achievement for the other Named Executive Officers. CHS financial performance goals and award opportunities under our fiscal 2024 AVP were as follows: Performance Level CHS ROIC Goal Target Award Multiple Maximum 9.0% 2.0x Target 7.5% 1.0x Threshold 6.0% 0.5x Below threshold <6.0% 0.0x ROIC is not defined under U.S. GAAP. Therefore, it should not be considered a substitute for other measures prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies. ROIC is a measurement of how efficiently we use capital and the level of return on that capital. It is calculated by dividing adjusted net operating profit after tax by average funded debt plus beginning equity. We define adjusted net operating profit after tax as earnings before taxes excluding the impact of certain non-recurring business events, plus net interest generated from investing and financing activities, and the result is multiplied by the effective tax rate. For purposes of the fiscal 2024 AVP, we define funded debt as the sum of the average of beginning and end of year long-term debt, including the current portion thereof, plus any guarantees thereof, using balances as of July 31, 2023 and 2024, respectively, and the total beginning of year equity as of July 31, 2023, respectively. Further, for purposes of the fiscal 2024 AVP, we excluded the impacts of a pension plan withdrawal liability, an impairment charge and a severance accrual as non-recurring events. ROIC results for fiscal 2024 were 9.5%, resulting in award payouts at 2.0x target for the financial performance component. Although adjusted net operating profit after tax decreased in fiscal 2024 from the record results in the previous year due to the commodity cycle downturn, profitability was elevated from historical averages. The less favorable market conditions negatively impacted refining margins in our Energy segment and oilseed crush margins in our Ag segment, but both segments still performed well and were able to deliver solid financial results. Mr. Debertin, the other Named Executive Officers, and our other CHS employees were able to consistently execute to meet the needs of our customers and member-owners. The CEO and each Named Executive Officer's performance was determined by the Board of Directors or the CEO, respectively, to have been strong against their individual goals, and therefore, each Named Executive Officer was awarded an above target payout for the 30% individual performance component. Short-term incentive awards that were earned under the AVP for fiscal 2024 for the Named Executive Officers are as follows: Name Position 2024 AVP Awards (Dollars) Jay Debertin President and Chief Executive Officer $ 4,350,000 Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer 1,569,992 Brandon Smith Executive Vice President, General Counsel 1,431,731 Darin Hunhoff Executive Vice President, Energy 1,402,657 John Griffith Executive Vice President, Ag Business and CHS Hedging 1,392,144 Long-Term Incentive Pay Each Named Executive Officer was eligible to participate in the CHS Inc. Executive Long-Term Incentive Plan ("ELTIP"). The purpose of the ELTIP is to align executive pay with long-term business performance, maximize long-term value for our member-owners and retain key executives. The ELTIP consists of three-year performance periods to ensure consideration 57 Table of Contents is made for our long-term financial performance and strategic execution, with a new performance period beginning every fiscal year. Our Board of Directors approves the ELTIP goals for each three-year period. Earned awards from the ELTIP are contributed to the Deferred Compensation Plan after the end of each performance period. These awards vest over an additional 28-month period following the performance period end date. Participants who leave CHS prior to retirement for reasons other than death or disability forfeit all unearned and unvested ELTIP award balances. Participants who meet retirement criteria, die or become disabled receive prorated awards following the ELTIP provisions. Like the AVP, target award levels for the ELTIP are set with regard to various factors including internal equity and market competitive considerations. The target ELTIP award is 1.25x base salary for Named Executive Officers other than Mr. Debertin for performance periods beginning on or after September 1, 2021 (including the three-year ELTIP performance period ending in fiscal 2024). Mr. Debertin's target ELTIP award is 3.0x his base salary for performance periods beginning on or after September 1, 2021 (including the three-year ELTIP performance period ending in fiscal 2024) and increases to 5.0x his base salary for performance periods beginning on or after September 1, 2023. For the three-year ELTIP period ended in fiscal 2024, the ELTIP performance measure was ROIC. As stated above in the AVP section, ROIC is a measurement of how efficiently we use capital and the level of return on that capital and is calculated by dividing adjusted net operating profit after tax by average funded debt plus total equity at the beginning of the year. For purposes of the fiscal 2022-2024 performance period, we define funded debt as the sum of the average of long-term debt at the beginning and end of the year, including the current portion thereof, plus any guarantees thereof, using balances as of July 31, 2021, 2022, 2023 and 2024, respectively, and the total beginning of year equity as of July 31, 2021, 2022, and 2023, respectively. Further, for purposes of calculating adjusted net operating profit for the fiscal 2022-2024 performance period, we excluded the impacts of a pension plan withdrawal liability, an impairment charge and a severance accrual as non-recurring events. Award opportunities for the fiscal 2022-2024 ELTIP performance period are expressed as a multiple of a participant's average base salary as of August 31 for each of the three years in the performance period. We must meet a three-year period threshold level of ROIC performance for any participant to earn an award. As indicated in the table below, the threshold, target, maximum and superior maximum ROIC goals for the fiscal 2022-2024 performance period are as follows: Performance Level CHS Three-Year ROIC Goal Target Award Multiple Superior Maximum (1) 9.7% 4.0x (1) Maximum 7.7% 2.0x Target 6.7% 1.0x Threshold 5.7% 0.5x Below threshold <5.7% 0.0x (1) The Superior Maximum performance level and target award multiple do not apply to the CEO. Business conditions in the agriculture and energy industries were favorable during the 2022-2024 performance period. Our ability to execute in this environment with strong operational performance resulted in ROIC of 16.1%, 16.4% and 9.5% in fiscal 2022, fiscal 2023 and fiscal 2024, respectively. Overall ROIC performance for the fiscal 2022-2024 performance period was 13.9%, resulting in superior maximum performance level awards equivalent to 4.0x the target for Named Executive Officers other than the CEO and a maximum performance level award equivalent to 2.0x the target for the CEO. ELTIP payments for the fiscal 2022-2024 ELTIP for the Named Executive Officers are as follows: Name Position 2022-2024 ELTIP Award (Dollars) Jay Debertin President and Chief Executive Officer $ 8,257,328 Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer 3,255,000 Brandon Smith Executive Vice President, General Counsel 3,049,452 Darin Hunhoff Executive Vice President, Energy 3,049,172 John Griffith Executive Vice President, Ag Business and CHS Hedging 2,948,334 The fiscal 2024 award grant values associated with the fiscal 2024-2026 ELTIP performance period, which continue to measure three-year ROIC, are provided in the "2024 Grants of Plan-Based Awards" table. 58 Table of Contents Profit-Sharing Each Named Executive Officer was eligible to participate in our Profit-Sharing Plan, which is also available to other employees. The purpose of the Profit-Sharing Plan is to reward employees for our profitability. Annual profit-sharing contributions for executives are calculated as a percent of base pay and annual variable pay (total calendar year earnings) and are made to the CHS Inc. 401(k) Plan ("401(k) Plan") account and CHS Inc. Deferred Compensation Plan ("Deferred Compensation Plan") account of each Named Executive Officer. The profit-sharing amount varies in relation to CHS ROIC performance. The fiscal 2024 Profit-Sharing Plan ROIC goals and contribution as a percent of total earnings are displayed in the following table: Performance Level CHS ROIC Goal Profit-Sharing Award Maximum 9.0% 5% 8.3% 4% Target 7.5% 3% 6.8% 2% Threshold 6.0% 1% ROIC results for fiscal 2024 were 9.5%. Accordingly, each Named Executive Officer earned a 5% Profit-Sharing award. Retirement Benefits We provide the following retirement and deferral programs to Named Executive Officers: • CHS Inc. Pension Plan • CHS Inc. 401(k) Plan • CHS Inc. Supplemental Executive Retirement Plan • CHS Inc. Deferred Compensation Plan CHS Inc. Pension Plan The CHS Inc. Pension Plan ("Pension Plan") is a tax-qualified defined benefit pension plan. All Named Executive Officers participate in the Pension Plan. A Named Executive Officer is fully vested in the Pension Plan after three years of vesting service. The Pension Plan provides for a lump sum payment of the participant’s account balance once the Named Executive Officer reaches normal retirement age (or, alternatively, for a monthly annuity for the Named Executive Officer's lifetime if elected by the Named Executive Officer). The normal form of benefit for a single Named Executive Officer is a life annuity, and for a married Named Executive Officer, the normal form of benefit is a 50% joint and survivor annuity. Other annuity forms are also available on an actuarial equivalent basis. Compensation and benefits are limited based on limits imposed by the Internal Revenue Code. A Named Executive Officer's benefit under the Pension Plan depends on pay credits to his or her account, which are based on the Named Executive Officer's total salary and annual variable pay for each year of employment, date of hire, age at date of hire and the length of service, and investment credits, which are computed using the interest crediting rate and the Named Executive Officer's account balance at the beginning of the plan year. The amount of pay credits added to a Named Executive Officer's account each year is a percentage of the Named Executive Officer’s base salary and annual variable pay plus compensation reduction pursuant to the 401(k) Plan and any pretax contribution to any of our welfare benefit plans, paid vacations, paid leaves of absence and pay received if away from work due to a sickness or injury. The pay credits percentage received is determined on a yearly basis, based on the years of benefit service completed as of December 31 of each year. A Named Executive Officer receives one year of benefit service for every calendar year of employment in which the Named Executive Officer completed at least 1,000 hours of service. 59 Table of Contents Pay credits are earned according to the following schedules: Regular Pay Credits Regular Pay Credit Years of Benefit Service Pay Below Social Security Taxable Wage Base Pay Above Social Security Taxable Wage Base 1-3 years 3% 6% 4-7 years 4% 8% 8-11 years 5% 10% 12-15 years 6% 12% 16 years or more 7% 14% Mid-Career Pay Credits Employees hired after age 40 qualify for the following minimum pay credit: Minimum Pay Credit Age at Date of Hire Pay Below Social Security Taxable Wage Base Pay Above Social Security Taxable Wage Base Age 40-44 4% 8% Age 45-49 5% 10% Age 50 or higher 6% 12% Investment Credits We credit a Named Executive Officer's account at the end of the calendar year with an investment credit based on the balance at the beginning of the year. The investment credit is based on the average return for one-year Treasury bills for the four-month period from August 1 through November 30 of the prior year. The minimum interest rate under the Pension Plan is 4.65%, and the maximum is 10%. CHS Inc. 401(k) Plan The 401(k) Plan is a tax-qualified, defined contribution retirement plan. Most full-time, nonunion CHS employees are eligible to participate in the 401(k) Plan, including each Named Executive Officer. Participants may contribute between 1% and 50% of their pay on a pretax basis. We match 100% of the first 1% and 50% of the next 5% of pay contributed each year (maximum 3.5%). Our Board of Directors may elect to reduce or eliminate matching contributions for any year or any portion thereof. Participants are 100% vested in their own contributions and are fully vested after two years of service in matching contributions made on the participant’s behalf by us. CHS Inc. Supplemental Executive Retirement Plan and CHS Inc. Deferred Compensation Plan Because the Internal Revenue Code limits the benefits that may be paid from the Pension Plan and the 401(k) Plan, the CHS Inc. Supplemental Executive Retirement Plan ("SERP") and the Deferred Compensation Plan ("DCP") were established to provide certain employees participating in the qualified plans with supplemental benefits such that, in the aggregate, they equal the benefits they would have been entitled to receive under the qualified plan had these limits not been in effect. The SERP also includes compensation deferred under the DCP that is excluded under the qualified retirement plan. All Named Executive Officers are eligible to participate in the SERP. Compensation includes total salary and annual variable pay without regard to limitations on compensation imposed by the Internal Revenue Code. Company contributions under the Pension Plan and 401(k) Plan are not eligible for pay credits. Certain Named Executive Officers may have accumulated nonqualified plan balances or benefits that have been carried over from predecessor companies as a result of past mergers and acquisitions. Benefits from the SERP are primarily funded in a rabbi trust, with a balance as of August 31, 2024, of $37.5 million. Benefits from the plan do not qualify for special tax treatment under the Internal Revenue Code. 60 Table of Contents The DCP allows eligible Named Executive Officers to voluntarily defer receipt of up to 75% of their base salary and up to 100% of their annual variable pay. The election must occur prior to the beginning of the calendar year in which the compensation will be paid. During the year ended August 31, 2024, all of the Named Executive Officers were eligible to participate in the DCP. Mr. Debertin, Ms. Nelligan and Mr. Griffith participated in the elective portion of the DCP. Benefits from the DCP are primarily funded in a rabbi trust, with a balance as of August 31, 2024, of $162.5 million. Benefits from the plan do not qualify for special tax treatment under the Internal Revenue Code. Health and Welfare Benefits The Named Executive Officers are eligible to participate in benefits under our comprehensive health and welfare program on the same basis as other eligible full-time employees. The health and welfare program includes benefits such as medical, dental, vision, life insurance, short-term disability, spending accounts, travel accident and identity theft protection. Like non-executive full-time employees, participation in some of these benefit plans varies based on each Named Executive Officer's annual benefit elections. Additional Benefits Additional benefits such as executive long-term disability, executive physical examinations and limited financial and tax planning assistance are also available to our Named Executive Officers. These are provided as part of an overall executive rewards package that strives to be competitive and retain executive talent. More details can be found in the "All Other Compensation" section of the Summary Compensation Table. Incentive Compensation Recovery Policy On September 6, 2023, our Board of Directors approved an amendment to our Incentive Compensation Recovery Policy ("Recovery Policy") effective as of December 1, 2023. The purpose of the amendment to the Recovery Policy was to bring the Recovery Policy into compliance with newly adopted listing rule 5608 by Nasdaq and to provide general updates to the policy to reflect what we believe are best practices. Specifically, the Recovery Policy applies to our current and former directors, employees, and employees who are or were identified by us as an "officer" which for purposes of the Recovery Policy includes any person that performs policy-making functions for CHS or any subsidiary of CHS ("Recovery Party"). The Recovery Policy provides that, in the event of a required restatement of our previously issued financial statements to reflect the correction of one or more errors that are material to those financial statements, we will require reimbursement or forfeiture of any excess incentive compensation received by any Covered Employee during the three completed fiscal years immediately preceding the earlier of (i) the date our Board of Directors (including a committee of our Board of Directors) concludes or reasonably should have concluded, that CHS is required to prepare an accounting restatement or (ii) the date a court, regulator or other legally authorized body directs CHS to prepare an accounting restatement. The amount of excess incentive compensation will be equal to the amount by which the Covered Recovery Party's incentive compensation for the relevant period exceeded the amount that would have been earned or awarded based on the restated financial results, as determined by our Board of Directors. The method used to recover the applicable excess incentive compensation will be determined by our Board of Directors, in its sole discretion, and may include requiring reimbursement of cash incentive compensation that was previously paid, forfeiting any incentive compensation contribution made under the Deferred Compensation Plan, offsetting the recovered amount from any compensation or incentive compensation that may be earned or awarded in the future or taking any other remedial or recovery action permitted by law. Detrimental Conduct Policy On September 6, 2023, our Board of Directors approved the adoption of a detrimental conduct policy (the "Detrimental Conduct Policy") effective as of December 1, 2023. The Detrimental Conduct Policy applies to current and former officers and employees of CHS and its affiliated companies (each a "Covered Person"). The Detrimental Conduct Policy also provides that, in the event our Board of Directors determines in good faith that a Covered Person has engaged in detrimental conduct, we may, (i) require the Covered Person reimburse or forfeit all or a portion of the Covered Person's incentive compensation with such forfeited amounts to be determined by our Board of Directors, (ii) conduct disciplinary action, up to, and including termination and (iii) report such Covered Person to applicable governmental authorities for possible criminal prosecution. For purposes of the Detrimental Conduct Policy, detrimental conduct includes: 61 Table of Contents • deliberate and continued failure, after delivery of notice to such Covered Person by us, by a Covered Person to substantially perform his or her duties and responsibilities in a manner that has an adverse effect on us; • knowing and willful violation of any law, government regulation or company code of conduct or policy; • knowingly encouraging or directing others to violate any law, government regulation or company code of conduct or policy; • fraud or dishonesty resulting or intended to result in personal enrichment at our expense; • the commission of any felony or gross misconduct in the performance of duties that results in economic harm to us; • violation of any company policies regarding substance abuse and/or illegal drug use; • knowingly encouraging or directing others to violate safety measures resulting, or intended to result, in harm to any person or destruction or damage to any property of ours or other parties; • knowing and willful engagement in discrimination or harassment (whether sexual or otherwise) in violation of any of our policies prohibiting discrimination and/or harassment; • knowingly encouraging or directing others to violate any of CHS's policies prohibiting discrimination and harassment (whether sexual or otherwise); and • failing to cooperate with CHS in the investigation of any potential violations of the Code of Conduct or other applicable policies. Agreements With Named Executive Officers Mr. Debertin On May 22, 2017, Mr. Debertin was elected as our President and CEO, and in connection therewith entered into an employment agreement with us on that date (the "Employment Agreement"). The Employment Agreement, as amended, has a term expiring August 31, 2026, provided that the Employment Agreement will thereafter automatically renew for an additional one-year period, unless either party notifies the other in writing, at least 120 days in advance of the relevant renewal date, of its intent not to renew the agreement for the additional one-year period. Pursuant to the terms of the amended Employment Agreement Mr. Debertin is entitled to, among other things: • an annual base salary of $1,150,000, which has subsequently been increased by our Board of Directors to $1,450,000 and which is subject to further increase by our Board of Directors from time to time; • a target annual incentive compensation opportunity of 1.5x his annual base salary with a maximum opportunity equal to twice the target opportunity, based on achievement of performance goals set by our Board of Directors; • a target long-term incentive compensation award opportunity of 3.0x his average annual base salary over each three-year performance period applicable to that award opportunity, with a threshold opportunity equal to one-half of the target opportunity and a maximum opportunity equal to twice the target opportunity. Prior to the execution of Employment Agreement Amendment No. 2, the Employment Agreement provided Mr. Debertin with a target long-term incentive compensation award opportunity of 1.5x his average annual base salary over each three-year performance period applicable to that award opportunity with a maximum opportunity equal to three and one-third times his target award opportunity; and • welfare benefit continuation for two years following the termination of his employment, if Mr. Debertin chooses to retire from the Company on or after August 31, 2025. Pursuant to an amendment in November 2023, in order to, among other things, recognize his outstanding performance and long tenure and to further emphasize performance-based incentive award opportunities that can be earned for long term strategy execution as reflected in our results relative to goals set at the start of the multi-year performance period, we agreed to provide Mr. Debertin the following for ELTIP awards for the 2024-2026 performance period (and any ELTIP performance period thereafter): • a target ELTIP award opportunity of 5x his average annual base salary over each three-year performance period applicable to that award opportunity, with a threshold ELTIP award opportunity equal to one-half of the target ELTIP award opportunity and a maximum ELTIP award opportunity equal to twice the target ELTIP award opportunity; and • if Mr. Debertin's employment ends due to death or permanent disability (as defined in our ELTIP) or if he is employed for at least 6 months of such a performance period and his employment ends due to retirement approved (such approval not to be unreasonably withheld) by our Board of Directors, then upon completion and certification of performance results for such performance period, he will be eligible for a vested full grant participation in the applicable ELTIP award with the payout factor calculated at the same time as other participants. The Employment Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above. 62 Table of Contents The severance pay and benefits to which Mr. Debertin would be entitled under the Employment Agreement if we terminated his employment without cause or, if he terminated his employment for "good reason" are described below under "Post Employment." Ms. Nelligan Ms. Nelligan's compensation is set forth in a letter agreement we entered into with her on January 7, 2020 (the "Nelligan Letter Agreement"). The Nelligan Letter Agreement provides that Ms. Nelligan's initial target award for purposes of the Annual Variable Pay Plan will be equal to 1.15x her annual base salary on August 31 of each year. The Nelligan Letter Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above. The severance pay and benefits to which Ms. Nelligan would be entitled under the Nelligan Letter Agreement if we terminated her employment without cause or if she terminated her employment for "good reason" are described below under "Post Employment." Mr. Smith Mr. Smith's compensation is set forth in a letter agreement we entered into with him on January 1, 2021 (the "Smith Letter Agreement"). The Smith Letter Agreement provides Mr. Smith with an initial annual base salary of $570,000 and a hiring bonus in the gross amount of $1,500,000 ("Hiring Bonus"). The Smith Letter Agreement provides for the payment of the Hiring Bonus in three installments of $400,000, which were paid in previous years, and a final installment of $300,000 paid in 2024. The Smith Letter Agreement provides that Mr. Smith's initial target award for purposes of the Annual Variable Pay Plan will be equal to 1.15x his annual base salary on August 31 of each year. The Smith Letter Agreement also provides that Mr. Smith's initial target award for purposes of the ELTIP will be equal to 1.15x the average of his annual base salary on August 31 of each year in the applicable three-year performance period, and that any award he receives under the ELTIP will be prorated by the number of full months (credited to September 1, 2020) he is eligible for participation in the ELTIP during the respective three-year performance period. The Smith Letter Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above. The severance pay and benefits to which Mr. Smith would be entitled under the Smith Letter Agreement if we terminated his employment without cause or if he terminated his employment for "good reason" are described below under "Post Employment." Tax Considerations Section 162(m) of the Internal Revenue Code ("Section 162(m)") generally limits us to a deduction for federal income tax purposes of no more than $1 million of compensation paid to certain current and former executive officers in a taxable year. We believe that Section 162(m) is only one of several relevant considerations in setting compensation. We also believe that Section 162(m) should not be permitted to compromise our ability to design and maintain executive compensation arrangements that, among other things, are intended to attract and retain highly qualified executives in a competitive environment. As a result, we retain the flexibility to provide compensation that we determine to be in our best interests and the best interests of our member-owners, even if that compensation ultimately is not deductible for tax purposes. Insider Trading Policy CHS is committed to promoting high standards of ethical business conduct and compliance with applicable laws, rules and regulations. As part of this commitment, we have an Insider Trading Policy governing the purchase, sale and/or other dispositions of our securities by our directors, officers, employees and third-party contractors, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the exchange listing standards applicable to us. A copy of our Insider Trading Policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K. Shareholder Advisory Votes on Executive Compensation Because we are not subject to Section 14A of the Securities Exchange Act of 1934, we are not required to, and do not, conduct shareholder advisory votes on executive compensation. 63 Table of Contents Summary Compensation Table Name and Principal Position Year Salary Bonus (1) Nonequity Incentive Plan Compensation (2) Change in Pension Value and Nonqualified Deferred Compensation Earnings (3) All Other Compensation (4-10) Total (Dollars) Jay Debertin President and Chief Executive Officer 2024 $ 1,428,900 — $ 12,607,328 $ 1,255,762 $ 483,074 $ 15,775,064 2023 1,348,088 — 10,685,281 1,109,326 458,759 13,601,454 2022 1,300,316 — 12,145,152 661,879 372,610 14,479,957 Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer 2024 684,750 — 4,824,992 212,287 205,169 5,927,198 2023 640,000 — 4,324,000 146,672 177,920 5,288,592 2022 590,000 — 3,677,444 114,130 139,019 4,520,593 Brandon Smith Executive Vice President, General Counsel 2024 626,628 300,000 4,481,183 190,030 181,590 5,779,431 2023 602,767 400,000 4,114,852 138,124 176,677 5,432,420 2022 581,400 400,000 3,124,550 121,053 241,139 4,468,142 Darin Hunhoff Executive Vice President, Energy 2024 624,134 — 4,451,829 477,198 192,954 5,746,115 2023 603,730 — 4,124,032 228,585 176,585 5,132,932 2022 584,659 — 4,391,964 49,859 150,806 5,177,288 John Griffith Executive Vice President, Ag Business and CHS Hedging 2024 618,000 — 4,340,478 364,125 183,925 5,506,528 2023 581,667 — 3,902,332 230,942 169,553 4,884,494 2022 545,000 — 3,357,742 54,067 124,456 4,081,265 (1) Includes hiring bonus payments to Mr. Smith of $400,000 in 2022, $400,000 in 2023 and $300,000 in 2024. (2) Amounts include retention awards earned in fiscal 2022, annual variable pay awards and long-term incentive awards. The Board of Directors approved a retention award for certain senior officers, including each of the Named Executive Officers who were both active participants in the 2016-2018 ELTIP and active employees on the date the retention award was approved. Pursuant to its original terms, the retention award would generally be earned only if the participant continued active employment through January 1, 2021. In November 2020, our Board of Directors modified the terms of the retention award to provide that it would generally only be earned if the applicable participant continued active employment through January 1, 2022. The actual retention award value was distributed as follows in fiscal 2022: Mr. Debertin, $1,768,125, Mr. Hunhoff, $371,000 and Mr. Griffith, $180,400. Because Ms. Nelligan and Mr. Smith were not active participants in the 2016-2018 ELTIP or actively employed by us on the date the retention award was approved, they were not granted a retention award. T he actual annual variable pay award value was a s follows in fiscal 2 024, 2023 and 2022, respectively : Mr. Debertin, $4,350,000, $4,096,800 and $3,939,192; Ms. Nelligan, $1,569,992, $1,518,000 and $1,380,000; Mr. Smith, $1,431,731, $1,404,380 and $1,350,330; Mr. Hunhoff, $1,402,657, $1,403,920 and $1,357,900; and Mr. Griffith, $1,392,144, $1,380,000 and $1,253,500. The actual long-term incentive award value was as follows in fiscal 2024, 2023 and 2022, respectively: Mr. Debertin, $8,257,328, $6,588,481 and $6,437,835; Ms. Nelligan, $3,255,000, $2,806,000 and $2,297,444; Mr. Smith, $3,049,452, $2,710,472 and $1,774,220; Mr. Hunhoff, $3,049,172, $2,720,112 and $2,663,064; and Mr. Griffith, $2,948,334, $2,522,332 and $1,923,842. (3) This column represents both changes in pension value and above-market earnings on deferred compensation. Change in pension value is the aggregate change in the actuarial present value of the Named Executive Officer's benefit under his or her retirement program and nonqualified earnings, if applicable. The aggregate change in the actuarial present value was as follows in fiscal 2024, 2023 and 2022, respectively: Mr. Debertin, $1,255,762, $973,758 and $334,447; Ms. Nelligan, $212,287, $135,559 and $88,098; Mr. Smith, $190,030, $129,192 and $112,719; Mr. Hunhoff, $477,198, $210,620 and $(320,238); and Mr. Griffith, $364,125, $228,368 and $48,145. Negative values are not reflected in the sum reported in the column. Above-market earnings on deferred compensation represent earnings exceeding 120% of the Federal Reserve long-term rate as determined by the Internal Revenue Service ("IRS") on applicable funds and were as follows in fiscal 2024, 2023 and 2022, respectively: Mr. Debertin, 64 Table of Contents $0, $135,568 and $327,432; Ms. Nelligan, $0, $11,113 and $26,032; Mr. Smith, $0, $8,932 and $8,334; Mr. Hunhoff, $0, $17,965 and $49,859; and Mr. Griffith, $0, $2,574 and $5,922. (4) Includes fiscal 2024 employer contributions to the Deferred Compensation Plan: Mr. Debertin, $446,752; Ms. Nelligan, $167,214; Mr. Smith, $153,275, Mr. Hunhoff, $153,197; and Mr. Griffith, $150,320. (5) Includes fiscal 2024 employer contribution to the 401(k) Plan: Mr. Debertin, $18,296; Ms. Nelligan, $18,233; Mr. Smith, $18,400; Mr. Hunhoff, $18,675; and Mr. Griffith, $15,375. (6) For fiscal 2024, includes executive LTD, travel accident insurance, executive physical, financial planning, commemorative gift and companion travel for Mr. Debertin. (7) For fiscal 2024, includes executive LTD, travel accident insurance, executive physical, financial planning and wellness program incentive for Ms. Nelligan. (8) For fiscal 2024, includes executive LTD, travel accident insurance and wellness program incentive for Mr. Smith. (9) For fiscal 2024, includes executive LTD, travel accident insurance, executive physical, financial planning, wellness program incentive, and companion travel for Mr. Hunhoff. (10) For fiscal 2024, includes executive LTD, travel accident insurance, executive physical, financial planning, wellness program incentive and companion travel for Mr. Griffith. 2024 Grants of Plan-Based Awards Estimated Future Payouts Under Nonequity Incentive Plan Awards Name and Principal Position Grant Date Threshold Target Maximum (Dollars) Jay Debertin President and Chief Executive Officer 9/7/2023 (1) $ 1,024,200 $ 2,048,400 $ 4,096,800 9/7/2023 (2) 3,414,000 6,828,000 13,656,000 Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer 9/7/2023 (3) 379,500 759,000 1,518,000 9/7/2023 (4) 412,500 825,000 3,300,000 Brandon Smith Executive Vice President, General Counsel 9/7/2023 (3) 351,095 702,190 1,404,380 9/7/2023 (4) 381,625 763,250 3,053,000 Darin Hunhoff Executive Vice President, Energy 9/7/2023 (3) 350,980 701,960 1,403,920 9/7/2023 (4) 381,500 763,000 3,052,000 John Griffith Executive Vice President, Ag Business and CHS Hedging 9/7/2023 (3) 345,000 690,000 1,380,000 9/7/2023 (4) 375,000 750,000 3,000,000 (1) Represents range of possible awards under our fiscal 2024 Annual Variable Pay Plan for Mr. Debertin based on target award opportunity at 1.5x base salary. (2) Represents ran ge of possible awards under our ELTIP for the fiscal 2024-2026 performance period for Mr. Debertin. Values for Mr. Debertin reflect the amendments to his long-term incentive compensation opportunity made pursuant to Employment Agreement Amendment No. 4, including ELTIP target award opportunity at 5.0x base salary. Awards are measured over a three-year period and vest over an additional 28-month period. (3) Represents range of possible awards under our fiscal 2024 Annual Variable Pay Plan for the other NEOs based on target award opportunity at 1.15x base salary. (4) Represents range of possible awards under our ELTIP for the fiscal 2024-2026 performance period for the other NEOs. Values include ELTIP target award opportunity at 1.25x base salary. Awards are measured over a three- year period and vest over an additional 28-month period. The material terms of annual variable pay and long-term incentive awards that are disclosed in the above table, including the vesting schedule, are described under "Compensation Discussion and Analysis" above. 65 Table of Contents 2024 Pension Benefits Name and Principal Position Plan Name Years of Credited Service Present Value of Accumulated Benefits (Years) (Dollars) Jay Debertin (1) President and Chief Executive Officer Pension Plan 40.2500 $ 1,444,574 SERP 40.2500 7,792,347 Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer Pension Plan 4.5833 73,809 SERP 4.5833 518,530 Brandon Smith Executive Vice President, General Counsel Pension Plan 3.4167 57,437 SERP 3.4167 402,547 Darin Hunhoff Executive Vice President, Energy Pension Plan 32.2500 899,939 SERP 32.2500 1,842,161 John Griffith (1) Executive Vice President, Ag Business and CHS Hedging Pension Plan 23.1667 427,684 SERP 23.1667 1,018,068 (1) Mr. Debertin and Mr. Griffith are eligible for early retirement in both the Pension Plan and the SERP. The above table shows the present value of accumulated retirement benefits that Named Executive Officers are entitled to under the Pension Plan and the SERP. For a discussion of the material terms and conditions of the Pension Plan and the SERP, see "Compensation Discussion and Analysis" above. The present value of accumulated benefits is determined in accordance with the same assumptions outlined in Note 13, Benefit Plans , of the notes to the consolidated financial statements that are included in this Annual Report on Form 10-K: • a discount rate of 5.04% for the Pension Plan and 4.75% for the SERP; • each Named Executive Officer is assumed to retire at the earliest retirement age at which unreduced benefits are available (age 65). The early retirement benefit under the cash balance plan formula is equal to the participant’s account balance; and • payments under the cash balance formula of the Pension Plan assume a lump sum payment. SERP benefits are payable as a lump sum. The normal form of benefit for a single Named Executive Officer is a life-only annuity, and for a married Named Executive Officer the normal form of benefit is a 50% joint and survivor annuity. Other annuity forms are also available on an actuarial equivalent basis. A lump sum option is also available. All Named Executive Officers' retirement benefits at normal retirement age will be equal to their accumulated benefits under the Pension Plan and the SERP, as described under "Compensation Discussion and Analysis" above. 66 Table of Contents 2024 Nonqualified Deferred Compensation Name and Principal Position Executive Contributions in Last Fiscal Year (1) Registrant Contributions in Last Fiscal Year (2) Aggregate Earnings in Last Fiscal Year (3) Aggregate Withdrawals/ Distributions (4) Aggregate Balance at Last Fiscal Year End (5) (Dollars) Jay Debertin President and Chief Executive Officer $ 4,332,528 $ 7,024,734 $ 5,008,208 $ 8,806,418 $ 44,275,940 Olivia Nelligan Executive Vice President, Chief Executive Officer and Chief Strategy Officer 161,700 2,966,641 1,272,344 — 9,706,639 Brandon Smith Executive Vice President, General Counsel — 2,856,997 224,613 — 5,639,589 Darin Hunhoff Executive Vice President, Energy — 2,866,542 2,046,305 — 16,293,910 John Griffith Executive Vice President, Ag Business and CHS Hedging 138,000 2,665,921 990,117 — 9,405,426 (1) Includes contributions into the Deferred Compensation Plan by the Named Executive Officers representing deferred salary and deferred annual incentive pay from September 1, 2023 through August 31, 2024. Deferred salary contributions were reported as fiscal 2024 compensation in the Summary Compensation Table, and deferred annual incentive pay was reported as fiscal 2023 compensation in the Summary Compensation Table. (2) Includes contributions made by us into the Deferred Compensation Plan on behalf of Named Executive Officers representing retirement contributions for Profit-Sharing and 401(k) match on amounts exceeding IRS compensation limits (which were reported as fiscal 2024 compensation in the Summary Compensation Table) and ELTIP contributions (which were reported as fiscal 2023 compensation in the Summary Compensation Table) from September 1, 2023 through August 31, 2024. (3) Includes aggregate earnings on Named Executive Officer Deferred Compensation Plan accounts from September 1, 2023 through August 31, 2024, which are not required to be reported as compensation in the Summary Compensation Table. Deferred Compensation Plan earnings are based on investment elections made by the Named Executive Officer from thirteen market-based notional investments and a fixed rate fund. The investment returns for fiscal 2024 were as follows: Fund Name Investment Return Vanguard Federal Money Market Fund 5.42% Vanguard LifeStrategy Income Fund 10.17% Vanguard LifeStrategy Conservative Growth Fund 13.30% Vanguard LifeStrategy Moderate Growth Fund 16.39% Vanguard LifeStrategy Growth Fund 19.53% Vanguard International Value Fund 13.28% PRIMECAP Fund Admiral 22.92% International Growth Fund Admiral 16.70% Institutional Index Fund Institutional Plus 27.11% Extended Market Index Institutional 20.42% Total International Stock Index Fund Institutional Shares 17.76% Janus Henderson Triton Fund Class N 15.52% American Century Small Cap Value Fund R6 Class 17.33% Fixed Rate Fund 5.00 % 67 Table of Contents (4) Includes payments of previously deferred amounts made in accordance with elections by the Named Executive Officer and in accordance with Section 409A under the Internal Revenue Code. Payments under the Deferred Compensation Plan may be made at a specified date elected by the Named Executive Officer or deferred until retirement, disability, or death. (5) Represents the aggregate balance of non-qualified deferred compensation as of August 31, 2024. Amounts vary by Named Executive Officer in accordance with individual pension plan provisions and voluntary employee deferrals and withdrawals over time. To the extent that an executive was an NEO for a reported year, these amounts, other than the portion attributable to earnings, were disclosed as compensation in the year of the NEO’s deferral or registrant’s contribution, as applicable. For a discussion of the material terms and conditions of the Deferred Compensation Plan, see "Compensation Discussion and Analysis" above. Post Employment Pursuant to the terms of his Employment Agreement, Mr. Debertin, our President and CEO, is entitled to severance in the event that his employment is terminated by us without cause or by him with "good reason." Specifically, severance under the Employment Agreement would consist of: • The annual incentive compensation Mr. Debertin would have been entitled to receive for the year in which his termination occurred as if he had continued until the end of that fiscal year, determined based on our actual performance for that fiscal year relative to the performance goals applicable to Mr. Debertin (with that portion of the annual incentive compensation based on completion or partial completion of previously specified personal goals equal to 30% of the target annual incentive), prorated for the number of days in the fiscal year through Mr. Debertin’s termination date and generally payable in a cash lump sum at the time that incentive awards are payable to other participants; • Two times Mr. Debertin's base salary plus two times his target annual incentive compensation, payable in three equal installments with the first installment payable 60 days following termination and the second and third installments payable on the first and second anniversary dates of termination, respectively; and • Health and welfare benefits continuation for two years following termination. The Nelligan Letter Agreement provides for severance in the event Ms. Nelligan's employment is terminated by us without cause or by her with "good reason" in the amount of one year of base pay and prorated annual variable pay, payable as a lump sum. The Smith Letter Agreement provides for severance in the event Mr. Smith's employment is terminated by us without cause or by him with "good reason" in the amount of one year of base pay and prorated annual variable pay, payable as a lump sum. During fiscal 2024, Mr. Hunhoff and Mr. Griffith we re covered by a broad-based employee severance program that provides executives with a lump sum payment of 26 weeks of pay, plus one week of pay per year of service, with a 12-month cap, in the event their positions are eliminated. 68 Table of Contents The severance pay that the Named Executive Officers would have been entitled to in the specific events noted above, in each case, as of the last business day of fiscal 2024 is as follows: Name Position Severance Pay Amount (Dollars) Jay Debertin (1)(2) President and Chief Executive Officer $ 7,306,448 Olivia Nelligan (3) Executive Vice President, Chief Financial Officer and Chief Strategy Officer 1,489,950 Brandon Smith (3) Executive Vice President, General Counsel 1,358,738 Darin Hunhoff Executive Vice President, Energy 592,440 John Griffith Executive Vice President, Ag Business and CHS Hedging 444,000 (1) Includes the value of health and welfare benefits based on current monthly rates. (2) For purposes of calculating the prorated portion of Mr. Debertin's unpaid annual variable pay award for the fiscal year in which the termination occurred, assumes an annual variable pay award at target performance for the entire fiscal year. (3) Assumes an annual variable pay award at target performance for the entire fiscal year. There are no other severance benefits offered to our Named Executive Officers, except for up to 12 months of career transition services and government mandated benefits such as COBRA. Except as otherwise set forth above, the method of payment would be a lump sum. Named Executive Officers not covered by employment agreements are not offered any special postretirement health and welfare benefits that are not offered to other similarly situated (i.e., age and service) salaried employees. The compensation payable to the Named Executive Officers is subject to the Recovery Policy and the Detrimental Conduct Policy, as applicable. CEO Pay Ratio The following pay ratio and supporting information compares the annual total compensation of our CEO to our median employee, as required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The pay ratio is a reasonable estimate calculated in a manner consistent with Item 402(u) of Regulation S-K promulgated by the SEC. For fiscal 2024: • The median employee's compensation, calculated in accordance with the requirements of Item 402(c)(2)(x) of Regulation S-K promulgated by the SEC, was $ 86,345 . This calculation includes a reasonable assumption regarding the median employee's achievement of individual performance goals for a portion of the annual incentive award based on historical performance. • The annual total compensation of our CEO, as reported in the Summary Compensation Table set forth above, was $15,775,064. • The ratio of the annual total compensation of our CEO to the median employee was 183:1. A new median employee was selected for 2024. We identified our median employee as of June 1, 2024 by analyzing the regular, bonus and overtime wages (or their equivalents) paid in the prior 12 months for the entire employee population excluding the CEO and certain international employees as permitted by the SEC de minimus exclusion rule (details below). We changed to this process of using the entire population instead of using a statistical sampling methodology because we believe it is a more accurate approach to identifying the median employee. As of June 1, 2024, our employee population consisted of approximately 10,662 individuals, 9,872 of whom were located in the United States and 790 of whom were located outside of the United States. This population consisted of our full-time, part-time, temporary and seasonal employees. From this population, we excluded 363 individuals who were located in the following countries: Argentina (49), Bulgaria (5), Canada (5), China (32), Hungary (18), Italy (5), Mexico (3), Romania (122), Serbia (6), Singapore (18), South Korea (3), Spain (34), Switzerland (19), Taiwan (3), Ukraine (28) and Uruguay (13). Excluding these employees, our employee population that was used to determine the median employee consisted of 10,299 individuals. 69 Table of Contents In adopting the pay ratio rule, the SEC expressly sought to provide flexibility to each company to determine the methodology that best suits its own facts and circumstances. Our pay ratio should not be compared to other companies' pay ratios, because it is based on a methodology specific to us, and certain material assumptions, adjustments and estimates have been made in the calculation of the ratio. Director Compensation Overview Our Board of Directors met seven times during the fiscal year ended August 31, 2024. Each director (other than the chair of the Board) is a member of two Board committees. At a minimum, each Board committee meets during each of the Board's five regular meetings. For fiscal 2024, each non-employee director was provided compensation as follows: • a monthly retainer equivalent to $93,700 per year from September 1, 2023, through December 31, 2023, and equivalent to $98,500 per year from January 1, 2024, through August 31, 2024, paid in 12 monthly payments; • actual expenses and a travel allowance; • additional annual compensation, as applicable, for board leadership, including $24,000 for the chair of the Board, $9,000 for the first vice chair and the secretary-treasurer, $9,000 for all Board committee chairs, and $6,000 for members of the Executive Committee who are not eligible for other premiums; • a per diem meeting fee of $500 plus actual expenses and travel allowance for each day spent at meetings other than regular Board meetings and the CHS Annual Meeting; and • a meeting fee of $250 for conference calls or other short virtual meetings other than regular Board meetings. The number of days spent at meetings other than regular Board meetings and the CHS Annual Meeting may not exceed 55 days annually for purposes of the per diem meeting fee, except that the chair of the Board is exempt from this limit. There is no cap on meeting fees permitted for conference calls or other short virtual meetings. The non-employee director compensation package was determined based on the market analysis of director compensation conducted for the Governance Committee by Mercer (U.S.), a global compensation consulting firm, in fiscal 2019. Each year thereafter, market updates have been provided by Mercer, and annual adjustments have been considered. Effective as of January 1, 2024, our Board of Directors approved increasing annual director compensation from $93,700 to $98,500, increasing the first vice chair and secretary-treasurer additional annual compensation from $6,000 to $9,000 and increasing the additional annual compensation for members of the Executive Committee who are not eligible for other premiums from $3,000 to $6,000. Further, directors are eligible to participate in the Deferred Compensation Plan. Other than direct contributions, contributions to a retirement plan account in the Deferred Compensation Plan are made based on our three-year ROIC performance, with ROIC defined in the same manner as for the ELTIP. Driven by our unique cooperative structure, we believe that using the ROIC performance metric for this purpose aligns the interests of our directors with the interests of our management and member-owners. The ROIC performance goal levels are established and approved by our Board of Directors prior to each three-year performance period. Deferred Compensation Plan credits are based on ROIC performance results, as detailed on the following pages. The amounts paid to our Board of Directors are subject to the Recovery Policy. Director Retirement and Health Care Benefits Members of our Board of Directors were eligible for certain retirement and health care benefits in fiscal 2024 based on their election date. Directors elected prior to September 1, 2011 participate in a defined benefit retirement plan that provides for a monthly benefit for the director's lifetime, beginning at age 60. Benefits are immediately vested, and the monthly benefit is determined according to the following formula: $250 times years of service on the Board (up to a maximum of 15 years). Under no event will the benefit payment be payable for less than 120 months. Payment is made to the retired director's beneficiary in the event of the director's death before 120 payments are made. Effective August 31, 2011, future accruals under the director retirement plan were frozen. Retirement benefits are funded by a rabbi trust, with a balance of $7.2 million as of August 31, 2024. Directors and their eligible dependents were eligible to participate in our medical, dental and vision plans in fiscal 2024. We paid 100% of the premium for each director and their eligible dependents while the director was actively serving on 70 Table of Contents the Board. Directors who departed the Board before September 1, 2024 and prior to Medicare eligibility were eligible to continue participation in our medical plan, along with their eligible dependents, with premiums paid up to 100% by CHS depending on the director's years of service to the Board. Director Deferred Compensation Plan Directors are eligible to participate in the Deferred Compensation Plan. Each participating director may elect to defer up to 100% of his or her monthly director fees into the Deferred Compensation Plan. This must be done prior to the beginning of the calendar year in which the fees will be earned, or in the case of newly elected directors, upon election to the Board. During fiscal 2024, the following directors deferred Board fees pursuant to the Deferred Compensation Plan: Mr. Beckman, Mr. Clemensen, Mr. Erickson, Mr. Fritel, Mr. Johnsrud, Mr. Kehl, Mr. Meyer and Mr. Throener. In addition to any voluntary director deferrals, the company may also credit a retirement contribution to each director's Deferred Compensation Plan. The fiscal 2024 credit to each director's retirement plan account was based on the following ROIC performance goals for fiscal years 2022-2024: Performance Level Amount Credited* CHS Three-Year ROIC Goal Superior Maximum $100,000 9.7% Maximum $50,000 7.7% Target $25,000 6.7% *The amount credited for the fiscal 2022-2024 performance period was required to be mathematically interpolated when results occurred between the superior performance, maximum and target ROIC performance levels. If results had been less than the target ROIC performance level, the amount credited would have been $25,000. Actual ROIC performance for the fiscal 2022-2024 performance period was 13.9% and, accordingly, $100,000 was credited for fiscal 2024 to each director's retirement plan account under the Deferred Compensation Plan, except $66,667 was credited for newly elected director Mr. Rossman and $8,333 was credited for former director Mr. Meyer. This amount is reflected in the Director Compensation table. Upon leaving our Board of Directors during fiscal 2024, a director's credit for that partial fiscal year is the target amount ($25,000) prorated through the end of the month in which the director departs. Directors who joined our Board of Directors during fiscal 2024 received credit for that partial fiscal year based on the actual ROIC performance for the performance period ending in fiscal 2024, prorated from the first of the month following the month in which the director joined our Board of Directors to the end of the fiscal year. Benefits are funded in a rabbi trust. The Deferred Compensation Plan rabbi trust balance reported elsewhere in this Annual Report on Form 10-K includes amounts deferred by the directors. 71 Table of Contents 2024 Director Compensation Name Fees Earned or Paid in Cash (1) Change in Pension Value and Nonqualified Deferred Compensation Earnings (2) All Other Compensation (3) Total (Dollars) David Beckman $125,275 $— $120,220 $245,495 Clinton J. Blew 143,900 2,198 129,659 275,757 Hal Clemensen 135,150 — 120,653 255,803 Scott Cordes 128,150 — 100,670 228,820 Jon Erickson 109,150 — 120,557 229,707 Mark Farrell 115,150 — 101,419 216,569 Steve Fritel 131,150 1,988 120,459 253,597 Alan Holm 127,400 — 120,630 248,030 David Johnsrud 123,400 — 117,692 241,092 Tracy Jones 127,900 — 126,547 254,447 David Kayser 113,650 2,473 129,869 245,992 Russell Kehl 136,150 — 127,875 264,025 Perry Meyer 36,733 — 15,129 51,862 Anthony Rossman 93,975 — 86,725 180,700 Daniel Schurr 149,900 17,699 122,721 290,320 Jerrad Stroh 126,400 — 130,201 256,601 Kevin Throener 129,650 — 129,879 259,529 Cortney Wagner 125,733 — 100,399 226,132 (1) Of this amount, the following directors deferred the succeeding amounts to the Deferred Compensation Plan: Mr. Beckman, $13,000; Mr. Clemensen, $16,000; Mr. Erickson, $8,000; Mr. Fritel, $70,200; Mr. Johnsrud, $24,000; Mr. Kehl, $28,000; Mr. Meyer, $4,000; and Mr. Throener, $10,000. (2) This column represents both changes in pension value and above-market earnings on deferred compensation. Change in pension value is the aggregate change in the actuarial present value of the director's benefit under his retirement program, and nonqualified earnings, if applicable. The change in pension value will vary by director based on several factors including age, service, pension benefit elected (lump sum or annuity), discount rate and mortality factor used to calculate the benefit due. Future accruals under the plan were frozen as of August 31, 2011, as stated above. The following directors had the following changes in pension values during fiscal 2024: Mr. Blew, $2,198; Mr. Fritel, $1,988; Mr. Kayser, $2,473; and Mr. Schurr, $17,699. Above-market earnings represent earnings exceeding 120% of the Federal Reserve long-term rate on applicable funds as determined by the IRS. No directors had above-market earnings during fiscal 2024. (3) All other compensation includes health insurance premiums, travel accident insurance and related companion travel expenses for trips made with a director on CHS business. Total amounts vary primarily due to the variations in health insurance premiums, which are due to the number of dependents covered. The health insurance premiums paid were less than $25,000 for each director, other than Mr. Blew, Mr. Jones, Mr. Kayser, Mr. Kehl, Mr. Stroh and Mr. Throener, for whom we paid health insurance premiums of $29,260, $26,148, $29,260, $27,476, $29,260 and $29,260, respectively. All other compensation also includes fiscal 2024 director retirement plan Deferred Compensation Plan contributions of $100,000 for each director, except for newly elected director Mr. Rossman, $66,667; and for former director, Mr. Meyer, $8,333. Compensation Committee Interlocks and Insider Participation Our Board of Directors does not have a compensation committee. The Executive Committee performs the equivalent functions of a compensation committee with respect to our CEO, and the Governance Committee performs the equivalent functions of a compensation committee, other than with respect to our CEO. During fiscal 2024, the members of the Executive Committee were Messrs. Schurr (chair), Blew (first vice chair), Cordes (second vice chair), Holm and Kehl, and the members of the Governance Committee were Mr. Jones (chair), Mr. Kehl (vice chair), and Messrs. Blew, Cordes, Farrell and Kayser. During fiscal 2024, no executive officer of CHS served on the compensation committee (or other board committee performing equivalent functions) or board of directors of any other entity 72 Table of Contents that had any executive officer who also served on the Executive Committee, the Governance Committee or our Board of Directors. None of the directors who served as a member of the Executive Committee or Governance Committee during fiscal 2024 are, or have been, officers or employees of CHS, other than Mr. Cordes, who was an employee of CHS Hedging until 2016. See Item 13, Certain Relationships and Related Transactions, and Director Independence , of this Annual Report on Form 10-K for directors, including Messrs. Cordes, Clemensen, Erickson, Fritel, Johnsrud, Jones, Kayser, Kehl, Rossman, Throener and Schurr who were a party to related-person transactions. Compensation Committee Report The Executive Committee (the committee of our Board of Directors that performs the equivalent functions of a compensation committee with respect to our CEO) and the Governance Committee (the committee of our Board of Directors that performs the equivalent functions of a compensation committee, other than with respect to our CEO) have each reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K promulgated by the SEC with management and, based on such review and discussions, the Executive Committee and the Governance Committee each recommended to our Board of Directors that the Compensation Discussion and Analysis be included in this Annual Report on Form 10-K. Respectfully submitted, Executive Committee Daniel Schurr, Chair Clinton J. Blew Scott Cordes Alan Holm Russell Kehl Governance Committee Tracy Jones, Chair Clinton J. Blew Scott Cordes Mark Farrell David Kayser Russell Kehl 73 Table of Contents ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS Beneficial ownership of our equity securities by each member of our Board of Directors, each of our Named Executive Officers and all members of our Board of Directors and executive officers as a group as of October 16, 2024, is shown below. Except as indicated in the footnotes to the following table, each person has sole voting and investment power with respect to all shares attributable to such person. Title of Class 8% Cumulative Redeemable Preferred Stock Class B Cumulative Redeemable Preferred Stock Name of Beneficial Owner Amount of Beneficial Ownership % of Class (1) Amount of Beneficial Ownership % of Class (2) Directors: (Shares) (Shares) David Beckman — * — * Clinton J. Blew — * — * Hal Clemensen — * — * Scott Cordes (3) — * 14,850 * Jon Erickson — * — * Mark Farrell 3,000 * — * Steven Fritel — * — * Alan Holm — * — * David Johnsrud — * 1,650 * Tracy Jones — * — * David Kayser — * 630 * Russell Kehl — * — * Anthony Rossman — * — * Daniel Schurr — * — * Jerrad Stroh — * — * Kevin Throener — * — * Cortney Wagner — * — * Named Executive Officers: Jay Debertin (3) 1,200 * — * John Griffith — * — * Darin Hunhoff 676 * — * Olivia Nelligan — * — * Brandon Smith — * — * All other executive officers — * — * Directors and executive officers as a group 4,876 * 17,130 * *Less than 1%. (1) As of October 16, 2024, there were 12,272,003 shares of 8% Cumulative Redeemable Preferred Stock outstanding. (2) As of October 16, 2024, there were 78,659,066 shares of Class B Cumulative Redeemable Preferred Stock outstanding with 21,459,066, 16,800,000, 19,700,000 and 20,700,000 attributed to Series 1, Series 2, Series 3 and Series 4, respectively. (3) Includes shares held by spouse, children and Individual Retirement Accounts. We have no compensation plans under which our equity securities are authorized for issuance. To our knowledge, there is no person or group who is a beneficial owner of more than 5% of any class or series of our preferred stock. 74 Table of Contents ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE Because our directors must be active patrons of CHS or of an affiliated association, transactions between us and our directors are customary and expected. Transactions include the sales of commodities to us and the purchases of products and services from us, as well as patronage refunds and equity redemptions received from us. During the year ended August 31, 2024, the value of those transactions between a particular director (and any immediate family member of a director, which includes any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or sister-in-law and any person (other than a tenant or employee) sharing the household of such director) and us in which the total amount involved exceeded $120,000 is shown below. Transaction Type Name Transactions with CHS Cash Patronage Dividends (Dollars) Scott Cordes $ 618,611 $ 1,036 Jon Erickson 422,186 5,083 David Johnsrud 3,089,318 24,125 Tracy Jones 3,774,558 35,748 David Kayser 1,148,643 8,314 Russell Kehl 9,598,957 33,919 Perry Meyer 588,041 2,334 Anthony Rossman 1,746,701 23,521 Kevin Throener 2,150,121 17,369 Clemensen Farms, Inc., which is owned by our director Hal Clemensen, entered into two crop input loans with CHS Capital in November 2022 ("2022 Clemensen Loans") and one crop input loan in November 2023 ("2023 Clemensen Loan"). The 2022 Clemensen Loans have an interest rate of 0% per annum, and mature in February 2025. The 2023 Clemensen Loan has an interest rate of 0% per annum and matures in February 2025. The largest aggregate amount of principal outstanding under the 2022 Clemensen Loans during the year ended August 31, 2024, was $148,902, and the balance on August 31, 2024, was $109,147. The largest aggregate amount of principal outstanding under the 2023 Clemensen Loan during the year ended August 31, 2024, and the balance outstanding on August 31, 2024, was $57,256. During the year ended August 31, 2024, no principal or interest was paid on the 2022 Clemensen Loans or the 2023 Clemensen Loan. Jones Farm Partnership, which is owned by our director Tracy Jones, entered into three 2024 crop inputs loans with CHS Capital in January 2024 ("Jones Loans"). The Jones Loans accrue interest at the rates of 5.0%, 1.9% and 0% per annum, payable upon maturity in January 2025. The largest aggregate amount of principal outstanding under the Jones Loans during the year ended August 31, 2024, and the balance on August 31, 2024 was $804,852. During the year ended August 31, 2024, no principal or interest was paid on the Jones Loans. Our director David Kayser entered into a crop input loan with CHS Capital in December 2021 with a maturity date of January 2025 ("Kayser Loan"). The Kayser Loan accrues interest at the rate of 1.9% per annum, payable upon maturity. The largest aggregate amount of principal outstanding under the Kayser Loan during the year ended August 31, 2024 and the balance on August 31, 2024, was $140,000. During the year ended August 31, 2024, no principal or interest was paid on the Kayser Loan. Kehl Farms, LLC, which is owned by our director Russell Kehl, entered into three 2024 crop inputs loans with CHS Capital in April 2024 with a maturity date of March 2025 ("Kehl Loans"). The Kehl Loans accrue interest at the rates of 11.4%, 5.0% and 1.9% per annum. During the year ended August 31, 2024, $1,425 in interest was paid on the Kehl Loans. The largest aggregate amount of principal outstanding under the Kehl Loans during the year ended August 31, 2024, and the balance on August 31, 2024, was $6,848,732. In December 2021, our director Kevin Throener entered into two crop inputs loans with CHS Capital with a maturity date in December 2024 ("Throener Loans"). The Throener Loans accrue interest at the rates of 1.9% per annum. The largest aggregate amount of principal outstanding under the Throener Loan during the year ended August 31, 2024, and the balance on August 31, 2024, was $250,000. During the year ended August 31, 2024, no principal or interest was paid on the Throener Loans. 75 Table of Contents The terms of these financing arrangements were provided pursuant to financing programs widely available to our qualified customers. Our wholly-owned subsidiary, CHS Hedging, LLC, is a clearing broker, and from time to time our directors and their affiliates may place orders and clear trades with CHS Hedging in the ordinary course of business. CHS Hedging handles such trades on substantially the same terms and conditions as other similarly situated individuals who are not directors. Review, Approval or Ratification of Related Party Transactions Pursuant to its amended and restated charter, our Audit Committee has responsibility for review and approval of all transactions between CHS and any related parties or affiliates of CHS, including its officers and directors, other than transactions in the ordinary course of business and on market terms. Related persons include any of our directors or executive officers and any of their immediate family members, as defined by the SEC. In evaluating related person transactions, the committee members apply the same standards they apply to their general responsibilities as members of the Audit Committee. The committee will approve a related person transaction when, in its good faith judgment, the transaction is in the best interest of CHS. To identify related person transactions, each year we require our directors and officers to complete a questionnaire identifying any transactions with CHS in which the officers or directors or their immediate family members have an interest. We also review our business records to identify potentially qualifying transactions between a related party and us. In addition, we have a written policy addressing related persons (included in our Code of Conduct) that describes our expectation that all directors, officers and employees who may have a potential or apparent conflict of interest will notify our legal department of any such transactions. Director Independence We are a Minnesota cooperative corporation managed by a Board of Directors made up of 17 members. Nomination and election of the directors is done by eight separate regions. In addition to meeting other requirements for directorship, candidates must reside in the region from which they are elected. Directors are elected for three-year terms. The terms of directors are staggered and no more than seven director positions are elected at an annual meeting of members. Nominations for director elections are made by the voting members at each regional caucus held during our annual meeting of members. Neither the Board of Directors nor management of CHS participates in the nomination process. Accordingly, we have no nominating committee. The following directors satisfy the definition of director independence set forth in the rules of The Nasdaq: Independent Directors David Beckman Steve Fritel Daniel Schurr Clinton J. Blew Alan Holm Jerrad Stroh Hal Clemensen David Kayser Kevin Throener Jon Erickson Russell Kehl Cortney Wagner Mark Farrell Anthony Rossman Further, although we do not need to rely upon an exemption for the Board of Directors as a whole, we are exempt pursuant to The Nasdaq rules from The Nasdaq director independence requirements as they relate to the makeup of the Board of Directors as a whole and the makeup of the committee performing the functions of a compensation committee. The Nasdaq exemption applies to cooperatives that are structured to comply with relevant state law and federal tax law and that do not have a publicly traded class of common stock. All of the members of our Audit Committee are independent. All of the members of our Governance Committee and Executive Committee (the committees of our Board of Directors that perform the equivalent functions of a compensation committee) are independent other than Mr. Cordes and Mr. Jones. Independence of CEO and Board Chair Positions Our bylaws prohibit any employee of CHS from serving on the Board of Directors. Accordingly, our CEO may not serve as chair of the Board or in any CHS Board capacity. We believe this leadership structure creates independence between the Board and management and is an important feature of appropriate checks and balances in the governance of CHS. 76 Table of Contents Board of Directors' Role in Risk Oversight It is senior management's responsibility to identify, assess and manage our exposures to risk. Our Board of Directors plays an important and significant role in overseeing the overall risk management approach, including the review and, where appropriate, approval of guidelines and policies that govern our risk management process. Our management and Board of Directors have jointly identified multiple broad categories of risk exposure, each of which could impact operations and affect results at an enterprise level. Each such significant enterprise level risk is reviewed periodically by management with the Board of Directors and/or a committee of the Board as appropriate. The review includes an analysis by management of the continued applicability of the risk, our performance in managing or mitigating the risk, and possible additional or emerging risks to consider. As additional areas of risk are identified, our Board of Directors and/or a committee of the Board provide a review and oversight of management's actions to identify, assess and manage that risk. We continue to develop a formal enterprise risk management program intended to support integration of the risk assessment and management discipline and controls into major decision-making and business processes. The Corporate Risk Committee is involved in reviewing and approving the enterprise risk management framework and is responsible for overseeing its effectiveness on an ongoing basis. When appropriate, the Corporate Risk Committee meets jointly with the Audit Committee to discuss common financial or other risks across CHS that may have potential material impact to our financial statements. ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The following table shows the aggregate fees billed to us by PricewaterhouseCoopers LLP for services rendered during the years ended August 31, 2024 and 2023: 2024 2023 (Dollars in thousands) Audit fees (1) $ 5,370 $ 5,270 Audit-related fees (2) 86 57 Tax fees (3) 544 1,137 All other fees (4) 2 5 Total $ 6,002 $ 6,469 (1) Includes fees for audit of annual financial statements and reviews of the related quarterly financial statements and certain statutory audits. (2) Includes fees for employee benefit plan audits, due diligence on acquisitions and internal control and system audit procedures. (3) Includes fees related to tax compliance, tax advice and tax planning. (4) Includes fees related to other professional services performed. In accordance with the CHS Inc. Audit Committee Charter, as amended, our Audit Committee adopted the following policies and procedures for the approval of the engagement of an independent registered public accounting firm for audit, review or attest services and for preapproval of certain permissible nonaudit services, all to ensure auditor independence. Our independent registered public accounting firm will provide audit, review and attest services only at the direction of, and pursuant to engagement fees and terms approved by our Audit Committee. Our Audit Committee approves in advance all nonaudit services to be performed by the independent auditors and the fees and compensation to be paid to the independent auditors. Our Audit Committee approved 100% of the services listed above in advance. 77 Table of Contents PART IV ITEM 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES (a)(1) FINANCIAL STATEMENTS The following financial statements are filed as part of this Annual Report on Form 10-K. Page No. Report of Independent Registered Public Accounting Firm (PCAOB ID No. 238 ) F-1 Consolidated Balance Sheets as of August 31, 202 4 and 202 3 F-3 Consolidated Statements of Operations for the years ended August 31, 202 4 , 202 3 and 202 2 F-4 Consolidated Statements of Comprehensive Income for the years ended August 31, 202 4 , 202 3 and 202 2 F-5 Consolidated Statements of Changes in Equities for the years ended August 31, 202 4 , 202 3 and 202 2 F-6 Consolidated Statements of Cash Flows for the years ended August 31, 202 4 , 202 3 and 202 2 F-7 Notes to Consolidated Financial Statements F-8 (a)(2) FINANCIAL STATEMENT SCHEDULES SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS AND RESERVES Balance at Beginning of Year Additions: Charged to Costs and Expenses* Deductions: Write-offs, Net of Recoveries Balance at End of Year (Dollars in thousands) Allowances for doubtful accounts 2024 $ 76,627 $ 8,359 $ ( 5,177 ) $ 79,809 2023 127,917 2,348 ( 53,638 ) 76,627 2022 143,722 25,289 ( 41,094 ) 127,917 Valuation allowance for deferred tax assets 2024 $ 182,466 $ 6,745 $ ( 22,621 ) $ 166,590 2023 189,685 9,705 ( 16,924 ) 182,466 2022 208,810 18,341 ( 37,466 ) 189,685 *Net of reserve adjustments. 78 Table of Contents (a)(3) EXHIBITS EXHIBIT INDEX 2.1 Second Amended and Restated Limited Liability Company Agreement dated as of December 18, 2015 between CHS Inc. and CF Industries Sales, LLC. (Incorporated by reference to our Current Report on Form 8-K, filed December 21, 2015). (**) 3.1 Amended and Restated Articles of Incorporation of CHS Inc. (Incorporated by reference to our Current Report on Form 8-K, filed December 7, 2021). 3.2 Amended and Restated Bylaws of CHS Inc. (Incorporated by reference to our Current Report on Form 8-K, filed December 11, 2023). 4.1 Amended and Restated Resolution Creating a Series of Preferred Equity to be Designated 8% Cumulative Redeemable Preferred Stock. (Incorporated by reference to Amendment No. 1 to our Registration Statement on Form S-2 (File No. 333-101916), filed January 14, 2003). 4.2 Form of Certificate Representing 8% Cumulative Redeemable Preferred Stock. (Incorporated by reference to Amendment No. 2 to our Registration Statement on Form S-2 (File No. 333-101916), filed January 23, 2003). 4.3 Unanimous Written Consent Resolution of the Board of Directors Amending the Amended and Restated Resolution Creating a Series of Preferred Equity to be Designated 8% Cumulative Redeemable Preferred Stock. (Incorporated by reference to Amendment No. 2 to our Registration Statement on Form S-2 (File No. 333-101916), filed January 23, 2003). 4.4 Unanimous Written Consent Resolution of the Board of Directors Amending the Amended and Restated Resolution Creating a Series of Preferred Equity to be Designated 8% Cumulative Redeemable Preferred Stock to change the record date for dividends. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2003, filed July 2, 2003). 4.5 Resolution Amending the Terms of the 8% Cumulative Redeemable Preferred Stock to Provide for Call Protection. (Incorporated by reference to our Current Report on Form 8-K, filed July 19, 2013). 4.6 Amended and Restated Resolution Creating Class B Cumulative Redeemable Preferred Stock. (Incorporated by reference to Amendment No. 2 to our Registration Statement on Form S-1 (File No. 333-190019), filed September 13, 2013). 4.7 Unanimous Written Consent Resolution of the Board of Directors of CHS Inc. Relating to the Terms of the Class B Cumulative Redeemable Preferred Stock, Series 1. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed September 20, 2013). 4.8 Form of Certificate Representing Class B Cumulative Redeemable Preferred Stock, Series 1. (Incorporated by reference to Amendment No. 2 to our Registration Statement on Form S-1 (File No. 333-190019), filed September 13, 2013). 4.9 Unanimous Written Consent Resolution of the Board of Directors Relating to the Terms of the Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 2. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed March 5, 2014). 4.10 Form of Certificate Representing Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 2. (Incorporated by reference to Amendment No. 1 to our Registration Statement on Form S-1 (File No. 333-193891), filed February 26, 2014). 4.11 Unanimous Written Consent Resolution of the Board of Directors Relating to the Terms of the Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 3. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed September 10, 2014). 4.12 Form of Certificate Representing Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 3. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed September 10, 2014). 4.13 Unanimous Written Consent Resolution of the Board of Directors Relating to the Terms of the Class B Cumulative Redeemable Preferred Stock, Series 4. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed January 14, 2015). 4.14 Form of Certificate Representing Class B Cumulative Redeemable Preferred Stock, Series 4. (Incorporated by reference to our Registration Statement on Form 8-A (File No. 001-36079), filed January 14, 2015). 4.15 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. (Incorporated by reference to our Form 10-K for the year ended August 31, 2019, filed November 6, 2019). 10.1 Employment Agreement between CHS Inc. and Jay D. Debertin dated and effective May 22, 2017. (Incorporated by reference to our Current Report on Form 8-K, filed May 22, 2017). (+) 10.1A Amendment No. 1 to Employment Agreement, dated as of November 5, 2020, between CHS Inc. and Jay D. Debertin. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). (+) 79 Table of Contents 10.1B Amendment No. 2 to Employment Agreement, dated as of November 3, 2021, between CHS Inc. and Jay D. Debertin. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). (+) 10.1C Amendment No. 3 to Employment Agreement, dated as of November 1, 2022, between CHS Inc. and Jay D. Debertin (Incorporated by reference to our Form 10-K for the year ended August 31, 2022, filed November 2, 2022). (+) 10.1D Amendment No. 4 to Employment Agreement, dated as of November 7, 2023, between CHS Inc. and Jay D. Debertin. (Incorporated by reference to our Form 10-K for the year ended August 31, 2023, filed November 8, 2023). (+) 10.2 CHS Inc. Supplemental Executive Retirement Plan (2024 Restatement). (*)(+) 10.3 CHS Inc. FY25 Annual Variable Pay Plan Master Plan Document. (*)(+) 10.4 CHS Inc. Executive Long-Term Incentive Plan Document (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 202 4 , filed July 1 0 , 202 4 ). (+) 10.5 CHS Inc. Nonemployee Director Retirement Plan. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2010, filed July 8, 2010). (+) 10.5A Amendment No. 1 to the CHS Inc. Nonemployee Director Retirement Plan. (Incorporated by reference to our Form 10-K for the year ended August 31, 2011, filed November 14, 2011). (+) 10.5B Amendment No. 2 to the CHS Inc. Nonemployee Director Retirement Plan. (Incorporated by reference to our Form 10-K for the year ended August 31, 2012, filed November 7, 2012). (+) 10.6 Trust Under the CHS Inc. Nonemployee Director Retirement Plan. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2010, filed July 8, 2010). (+) 10.7 Note Purchase and Private Shelf Agreement between CHS Inc. and Prudential Capital Group dated as of April 13, 2004. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2004, filed July 12, 2004). 10.7A Amendment No. 1 to Note Purchase and Private Shelf Agreement dated April 9, 2007, among CHS Inc., Prudential Investment Management, Inc. and the Prudential Affiliate parties. (Incorporated by reference to our Form 10-Q for the quarterly period ended February 28, 2007, filed April 9, 2007). 10.7B Amendment No. 2 to Note Purchase and Private Shelf Agreement and Senior Series J Notes totaling $50 million issued February 8, 2008. (Incorporated by reference to our Current Report on Form 8-K, filed February 11, 2008). 10.7C Amendment No. 3 to Note Purchase and Private Shelf Agreement, effective as of November 1, 2010. (Incorporated by reference to our Form 10-Q for the quarterly period ended November 30, 2010, filed January 11, 2011). 10.7D Amendment No. 4 to Note Purchase and Private Shelf Agreement dated as of June 9, 2011, between CHS Inc. and the purchasers of notes party thereto. (Incorporated by reference to our Form 10-K for the year ended August 31, 2015, filed November 23, 2015). 10.7E Amendment No. 5 to Note Purchase and Private Shelf Agreement dated as of December 21, 2012, between CHS Inc. and the purchasers of notes party thereto. (Incorporated by reference to our Form 10-K for the year ended August 31, 2015, filed November 23, 2015). 10.7F Amendment No. 6 to Note Purchase and Private Shelf Agreement dated as of September 4, 2015, between CHS Inc. and the purchasers of notes party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed September 11, 2015). 10.8 CHS Inc. Deferred Compensation Plan Master Plan Document (2024 Restatement). (*)(+) 10.9 Beneficiary Designation Form for the CHS Inc. Deferred Compensation Plan. (Incorporated by reference to our Form 10-K for the year ended August 31, 2009, filed November 10, 2009). (+) 10.10 New Plan Participants 2011 Plan Agreement and Election Form for the CHS Inc. Deferred Compensation Plan. (Incorporated by reference to our Registration Statement on Form S-8 (File No. 333-177326), filed October 14, 2011). (+) 10.11 Agreement Regarding Distribution of Assets, by and among CHS Inc., United Country Brands, LLC, Land O'Lakes, Inc. and Winfield Solutions, LLC, made as of September 4, 2007. (Incorporated by reference to our Form 10-K for the year ended August 31, 2007, filed November 20, 2007). 10.12 Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-K for the year ended August 31, 2011, filed November 14, 2011). 10.12A Amendment No. 1 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-K for the year ended August 31, 2012, filed November 7, 2012). 10.12B Amendment No. 2 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2017, filed July 14, 2017). 80 Table of Contents 10.12C Amendment No. 3 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2017, filed July 14, 2017). 10.12D Amendment No. 4 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2017, filed July 14, 2017). 10.12E Amendment No. 5 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). 10.12F Amendment No. 6 to Amended and Restated Loan Origination and Participation Agreement dated as of September 1, 2011, by and among AgStar Financial Services, PCA, d/b/a ProPartners Financial, and CHS Capital, LLC. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). 10.13 Amended and Restated Limited Liability Company Agreement, dated February 1, 2012, between CHS Inc. and Cargill, Incorporated. (Incorporated by reference to our Current Report on Form 8-K, filed February 1, 2012). 10.13A Second Amended and Restated Limited Liability Company Agreement, dated April 1, 2023, between CHS Inc. and Cargill, Incorporated. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2023, filed July 13, 2023). 10.14 Note Purchase Agreement between CHS Inc. and certain accredited investors ($500,000,000) dated as of June 9, 2011. (Incorporated by reference to our Current Report on Form 8-K, filed June 13, 2011). 10.14A Amendment No. 1 to Note Purchase Agreement dated as of September 4, 2015, between CHS Inc. and the purchasers of notes party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed September 11, 2015). 10.15 Joint venture agreement among CHS Inc., Cargill, Incorporated and Conagra Foods, Inc., dated March 4, 2013. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2013, filed July 10, 2013). 10.15A Amendment No. 1 to the joint venture agreement among CHS Inc., Cargill Incorporated and Conagra Foods, Inc., dated April 30, 2013. (Incorporated by reference to our Form 10-K for the year ended August 31, 2015, filed November 23, 2015). 10.15B Amendment No. 2 to the joint venture agreement among CHS Inc., Cargill Incorporated and Conagra Foods, Inc., dated May 31, 2013. (Incorporated by reference to our Form 10-K for the year ended August 31, 2015, filed November 23, 2015). 10.15C Amendment No. 3 to the joint venture agreement among CHS Inc., Cargill Incorporated and Conagra Foods, Inc., dated July 24, 2013. (Incorporated by reference to our Form 10-K for the year ended August 31, 2015, filed November 23, 2015). 10.15D Amendment No. 4 to the joint venture agreement among CHS Inc., Cargill Incorporated and Conagra Foods, Inc., dated March 27, 2014. (Incorporated by reference to our Form 10-Q for the quarterly period ended February 28, 2014, filed April 3, 2014). 10.15E Amendment No. 5 to the joint venture agreement among CHS Inc., Cargill Incorporated and Conagra Foods, Inc., dated May 25, 2014. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2014, filed July 9, 2014). 10.16 Resolutions Amending the Long-Term Incentive Plan. (Incorporated by reference to our Current Report on Form 8-K, filed September 3, 2013). (+) 10.17 Amended and Restated Supply Agreement dated as of December 18, 2015 between CHS Inc. and CF Industries Nitrogen LLC. (Incorporated by reference to our Current Report on Form 8-K, filed December 21, 2015). (**) 10.18 2023 Third Amended and Restated Credit Agreement (5-Year Revolving Loan), dated as of April 21, 2023, by and between CHS Inc., CoBank, ACB, for its own benefit as a lender and as the administrative agent and the bid agent for the benefit of the present and future lenders, Sumitomo Mitsui Banking Corporation, for its own benefit as a lender and as the syndication agent, and the other lenders thereto. (Incorporated by reference to our Current Report on Form 8-K, filed April 25, 2023). 10.19 2019 Amended and Restated Credit Agreement (5-Year Revolving Loan), dated as of July 16, 2019, by and between CHS Inc., CoBank, ACB, for its own benefit as a syndication party and as the administrative agent for the benefit of the present and future syndication parties, Coöperatieve Rabobank U.A., New York Branch and Sumitomo Mitsui Banking Corporation, for their own benefit as syndication parties and as syndication agents, and the other syndication parties party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed July 19, 2019). 10.20 2015 Credit Agreement (10-Year Term Loan) dated as of September 4, 2015, by and between CHS Inc., CoBank, ACB, as a syndication party and as the administrative agent for the benefit of all present and future syndication parties, and the other syndication parties party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed September 11, 2015). 81 Table of Contents 10.20A Amendment No. 1 to 2015 Credit Agreement (10-Year Term Loan), dated as of June 30, 2016, by and between CHS Inc., CoBank, ACB, as a syndication party and as the administrative agent for the benefit of all present and future syndication parties, and the other syndication parties thereto. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2016, filed July 7, 2016). 10.20B Amendment No. 2 to 2015 Credit Agreement (10-Year Term Loan), dated as of July 16, 2019, by and between CHS Inc., CoBank, ACB, for its own benefit as a syndication party and as the administrative agent for the benefit of the present and future syndication parties, and the other syndication parties party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed July 19, 2019). 10.20C Amendment No. 3 to 2015 Credit Agreement (10–Year Term Loan), dated as of February 19, 2021, by and between CHS Inc., CoBank, ACB, for its own benefit as a syndication party and as the administrative agent for the benefit of the present and future syndication parties, and the other syndication parties party thereto. (Incorporated by reference to our Current Report on Form 8-K filed, February 24, 2021). 10.20D Amendment No. 4 to 2015 Credit Agreement (10-Year Term Loan), dated as of April 21, 2023, by and between CHS Inc., CoBank, ACB, for its own benefit as a lender and as the administrative agent for the benefit of the present and future lenders, and the other lenders party thereto. (Incorporated by reference to our Current Report on Form 8-K, filed April 25, 2023). 10.20E Fifth Amendment, dated as of October 29, 2024, to that certain Credit Agreement (5-Year Term Revolver Loan) (previously referred to as the 2015 Credit Agreement (10-Year Term Loan)), dated as of September 4, 2015, as amended. (Incorporated by reference to our Current Report on Form 8-K, filed October 31, 2024). 10.21 Note Purchase Agreement, dated as of January 14, 2016, among CHS Inc. and each of the Purchasers signatory thereto. (Incorporated by reference to our Current Report on Form 8-K, filed January 21, 2016). 10.22 Note Purchase Agreement, dated as of August 14, 2020, among CHS Inc. and each of the Purchasers signatory thereto. (Incorporated by reference to our Current Report on Form 8-K, filed August 14, 2020). 10.23 Note Purchase Agreement, dated as of January 24, 2023, among CHS Inc. and each of the Purchasers signatory thereto. (Incorporated by reference to our Current Report on Form 8-K, filed January 25, 2023). 10.24 Note Purchase Agreement, dated April 18, 2024, among CHS Inc. and each of the Purchasers signatory thereto. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2024, filed July 10, 2024). 10.25 Sale and Contribution Agreement, dated as of July 22, 2016, by and among CHS Inc., CHS Capital, LLC and Cofina Funding, LLC. (Incorporated by reference to our Form 10-K for the year ended August 31, 2016, filed November 3, 2016). 10.25A Omnibus Amendment No. 1, dated as of February 14, 2017, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto, the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent, and U.S. Bank National Association, as custodian. (Incorporated by reference to our Current Report on 8-K, filed February 15, 2017). 10.25B Omnibus Amendment No. 2, dated as of July 18, 2017, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto, the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent, and U.S. Bank National Association, as custodian. (Incorporated by reference to our Form 10-K for the year ended August 31, 2017, filed November 9, 2017). 10.25C Omnibus Amendment No. 3, dated as of September 4, 2018, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto, the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent, and U.S. Bank National Association, as custodian. (Incorporated by reference to our Form 10-K for the year ended August 31, 2018, filed December 3, 2018). 10.25D Omnibus Amendment No. 5, dated as of June 27, 2019, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, PNC Bank, National Association, as an alternate purchaser and as a purchaser agent, each of the other conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2019, filed November 6, 2019). 10.25E Omnibus Amendment No. 6, dated as of May 1, 2020, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2020, filed July 7, 2020). 82 Table of Contents 10.25F Omnibus Amendment No. 7, dated as of June 26, 2020, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.25G Omnibus Amendment No. 8, dated as of September 24, 2020, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.25H Omnibus Amendment No. 9, dated as of July 30, 2021, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). 10.25I Omnibus Amendment No. 10, dated as of August 31, 2021, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). 10.26 Receivables Financing Agreement dated July 22, 2016, by and among CHS Inc., individually and as a Servicer, Cofina Funding, LLC, as Seller, Victory Receivables Corporation and Nieuw Amsterdam Receivables Corporation B.V., as Conduit Purchasers, Coöperatieve Rabobank U.A., as a Committed Purchaser, Coöperatieve Rabobank U.A., New York Branch, as Purchaser Agent, and the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as a Committed Purchaser, Purchaser Agent and as Administrative Agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2016, filed November 3, 2016). 10.26A Amended and Restated Receivables Purchase Agreement dated July 18, 2017, by and among CHS Inc., individually and as a Servicer, Cofina Funding, LLC, as Seller, Victory Receivables Corporation and Nieuw Amsterdam Receivables Corporation B.V., as Conduit Purchasers, Coöperatieve Rabobank U.A., as a Committed Purchaser, Coöperatieve Rabobank U.A., New York Branch, as Purchaser Agent, and the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as a Committed Purchaser, Purchaser Agent and as Administrative Agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2017, filed November 9, 2017). 10.26B First Amendment to Amended and Restated Receivables Purchase Agreement, dated as of June 28, 2018, by and among Cofina Funding, LLC, as Seller, CHS Inc., as Servicer, the Conduit Purchasers, Committed Purchasers and Purchaser Agents set forth on the signature pages thereto and MUFG Bank Ltd. (f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd.), as Administrative Agent. (Incorporated by reference to our Current Report on Form 8-K, filed July 5, 2018). 10.26C Eleventh Amendment to Amended and Restated Receivables Purchase Agreement, dated as of August 30, 2022, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as an originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2022, filed November 2, 2022). 10.26D Twelfth Amendment and Restated Receivables Purchase Agreement, dated as of July 11, 2023, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer and as originator, CHS Capital, LLC, as an originator, each of the conduit purchasers, committed purchasers and purchaser agents set forth on the signature pages thereto and MUFG Bank Ltd. f/k/a The Bank of Tokyo-Mitsubishi UFJ. Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-Q for the quarterly report ended May 31, 2023, filed July 13, 2023). 10.26E Thirteenth Amendment and Restated Receivables Purchase Agreement, dated as of August 29, 2023, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer. (Incorporated by reference to our Form 10-K for the year ended August 31, 2023, filed November 8, 2023). 10.26F Fourteenth Amendment and Restated Receivables Purchase Agreement, dated as of August 28, 2024, by and among Cofina Funding, LLC, as seller, CHS Inc., as servicer. (*) 10.27 Performance Guaranty, dated as of July 22, 2016, executed by CHS Inc. in favor of The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrative agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020. filed November 5, 2020). 83 Table of Contents 10.27A Reaffirmation of Performance Guaranty dated July 18, 2017, by and among CHS Inc., individually and as a Servicer, Cofina Funding, LLC, as Seller, Victory Receivables Corporation and Nieuw Amsterdam Receivables Corporation B.V., as Conduit Purchasers, Coöperatieve Rabobank U.A., as a Committed Purchaser, Coöperatieve Rabobank U.A., New York Branch, as Purchaser Agent, and the Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as a Committed Purchaser, Purchaser Agent and as Administrative Agent. (Incorporated by reference to our Form 10-K for the year ended August 31, 2017, filed November 9, 2017). 10.28 Master Framework Agreement, dated as of September 4, 2018 (the "Framework Agreement"), by and among MUFG Bank, Ltd. (f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd.) and each other financial institution from time to time party thereto, as MFA Buyers, MUFG Bank, Ltd., as agent for the MFA Buyers, CHS Inc. and CHS Capital, LLC, as sellers, and CHS Inc., as agent for the sellers. (Incorporated by reference to our Form 10-K for the year ended August 31, 2018, filed December 3, 2018). 10.28A Amendment No. 1 to the Framework Agreement, dated as of July 23, 2019. (Incorporated by reference to our Form 10-Q for the quarterly period ended November 30, 2019, filed January 8, 2020). 10.28B Amendment No. 2 to the Framework Agreement, dated as of August 29, 2019. (Incorporated by reference to our Form 10-Q for the quarterly period ended November 30, 2019, filed January 8, 2020). 10.28C Amendment No. 3 to the Framework Agreement, dated as of June 26, 2020. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.28D Amendment No. 4 to the Framework Agreement, dated as of September 24, 2020. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.28E Amendment No. 5 to the Framework Agreement, dated as of August 31, 2021. (Incorporated by reference to our Form 10-K for the year ended August 31, 2021, filed November 4, 2021). 10.28F Amendment No. 6 to the Framework Agreement, dated as of August 30, 2022. (Incorporated by reference to our Form 10-K for the year ended August 31, 2022, filed November 2, 202 2). 10.29 Master Framework Agreement, dated as of July 11, 2023 (the "Framework Agreement), by and among Coöperatieve Rabobank, U.A., New York Branch, a Dutch coöperatieve acting through its New York Branch, as buyer, CHS Inc. and CHS Capital, LLC, as sellers, and CHS Inc., as agent for the sellers. (Incorporated by reference to our Form 10-Q for the quarterly report ended May 31, 2023, filed July 13, 2023). 10.29A Amendment No. 1 to Master Framework Agreement, dated as of July 8, 2024 (the "Framework Agreement"), by and among Coöperatieve Rabobank, U.A., New York Branch, a Dutch coöperatieve acting through its New York Branch, as buyer, CHS Inc. and CHS Capital, LLC, as sellers, and CHS Inc., as agent for the sellers. (Incorporated by reference to our Form 10-Q for the quarterly period ended May 31, 2024, filed July 10, 2024). 10.29B Amendment No. 2 to Master Framework Agreement, dated as of August 28, 2024 (the "Framework Agreement"), by and among Coöperatieve Rabobank, U.A., New York Branch, a Dutch coöperatieve acting through its New York Branch, as buyer, CHS Inc. and CHS Capital, LLC, as sellers, and CHS Inc., as agent for the sellers. (*) 10.30 1996 SIFMA Master Repurchase Agreement, dated as of September 4, 2018, between CHS Inc. and the buyer under the Framework Agreement, including Annex I thereto (and as amended thereby). (Incorporated by reference to our Form 10-K for the year ended August 31, 2018, filed December 3, 2018). 10.30A Amendment No. 1 to 1996 SIFMA Master Repurchase Agreement, dated as of June 26, 2020, between CHS Inc., as seller, and MUFG Bank Ltd., as buyer. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.31 1996 SIFMA Master Repurchase Agreement, dated as of September 4, 2018, between CHS Capital, LLC and the buyer under the Framework Agreement, including Annex I thereto (and as amended thereby). (Incorporated by reference to our Form 10-K for the year ended August 31, 2018, filed December 3, 2018). 10.31A Amendment No. 1 to 1996 SIFMA Master Repurchase Agreement, dated as of June 26, 2020, between CHS Capital, LLC, as seller, CHS Inc., as guarantor, and MUFG Bank Ltd., as buyer. (Incorporated by reference to our Form 10-K for the year ended August 31, 2020, filed November 5, 2020). 10.32 Guaranty, dated as of September 4, 2018, by CHS Inc. in favor of the buyer under the Framework Agreement. (Incorporated by reference to our Form 10-K for the year ended August 31, 2018, filed December 3, 2018). 10.33 Letter Agreement, dated January 7, 2020, between CHS Inc. and Olivia Nelligan. (Incorporated by reference to our Current Report on Form 8-K, filed January 21, 2020). (+) 10.34 Letter Agreement, dated January 1, 2021, between CHS Inc. and Brandon Smith. (Incorporated by reference to our Form 10-K for the year ended August 31, 2022, filed November 2, 2022). (+) 19.1 Insider Trading Policy. (Incorporated by reference to our Form 10-K for the year ended August 31, 2023, filed November 8, 2023). 21.1 Subsidiaries of the Registrant. (*) 23.1 Consent of Independent Registered Public Accounting Firm. (*) 24.1 Power of Attorney. (*) 31.1 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (*) 84 Table of Contents 31.2 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (*) 32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (*) 32.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (*) 97.1 CHS Inc. Incentive Compensation Recovery Policy. (*) 101.INS XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document). 101.SCH XBRL Taxonomy Extension Schema Document. (*) 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document. (*) 101.DEF XBRL Taxonomy Extension Definition Linkbase Document. (*) 101.LAB XBRL Taxonomy Extension Labels Linkbase Document. (*) 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document. (*) 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). (*) Filed herewith. (**) Portions of Exhibits 2.1 and 10.17 have been omitted pursuant to a confidential treatment order under the Exchange Act. (+) Indicates management contract or compensatory plan or arrangement. (b) EXHIBITS The exhibits shown in Item 15(a)(3) of this Annual Report on Form 10-K are being filed herewith. (c) SCHEDULES None. ITEM 16. FORM 10-K SUMMARY None. 85 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on November 6, 2024. CHS INC. By: /s/ Jay D. Debertin Jay D. Debertin President and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 6, 2024: Signature Title /s/ Jay D. Debertin President and Chief Executive Officer (principal executive officer) Jay D. Debertin /s/ Olivia Nelligan Executive Vice President, Chief Financial Officer and Chief Strategy Officer (principal financial officer) Olivia Nelligan /s/ Daniel Lehmann Senior Vice President Finance, Corporate Controller and Chief Accounting Officer (principal accounting officer) Daniel Lehmann * Chair of the Board of Directors Daniel Schurr * Director David Beckman * Director Clinton J. Blew * Director Hal Clemensen * Director Scott A. Cordes * Director Jon Erickson * Director Mark Farrell * Director Steve Fritel * Director Alan Holm 86 Table of Contents * Director David Johnsrud * Director Tracy G. Jones * Director David R. Kayser * Director Russell A. Kehl * Director Anthony Rossman * Director Jerrad Stroh * Director Kevin Throener * Director Cortney Wagner *By /s/ Jay D. Debertin Jay D. Debertin Attorney-in-fact 87 Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of CHS Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CHS Inc. and its subsidiaries (the "Company") as of August 31, 2024 and 2023, and the related consolidated statements of operations, of comprehensive income, of changes in equities and of cash flows for each of the three years in the period ended August 31, 2024, including the related notes and schedule of valuation and qualifying accounts and reserves for each of the three years in the period ended August 31, 2024, appearing under Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of August 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2024, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Valuation of Grain and Oilseed Inventories and Grain and Oilseed Forward Commodity Purchase and Sales Contracts As described in Notes 4, 15, and 16 to the consolidated financial statements, the Company's grain and oilseed inventories were $888.8 million as of August 31, 2024, and commodity derivatives in an asset and liability position were $165.7 million and $221.8 million, respectively, as of August 31, 2024, of which grain and oilseed make up the majority of forward commodity purchase and sales contracts. Management enters into various derivative instruments to manage the Company's exposure to movements primarily associated with agricultural and energy commodity prices. The net realizable value of grain and oilseed inventories and fair value of grain and oilseed forward commodity purchase and sales contracts are determined using inputs that are generally based on exchange traded prices and/or recent market bids and offers, including location-specific adjustments. Location-specific inputs are driven by local market supply and demand and are generally based on broker or dealer quotations or market transactions in either listed or over-the-counter markets. F-1 Table of Contents The principal considerations for our determination that performing procedures relating to the valuation of grain and oilseed inventories and grain and oilseed forward commodity purchase and sales contracts is a critical audit matter are (i) the significant judgment by management to determine the net realizable value of grain and oilseed inventories and the fair value of grain and oilseed forward commodity purchase and sales contracts and (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management's inputs related to exchange traded prices and/or recent market bids and offers, including location-specific adjustments. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included, among others, (i) testing management's process for determining the net realizable value of grain and oilseed inventories and the fair value of grain and oilseed forward commodity purchase and sales contracts; (ii) evaluating the appropriateness of the valuation models; (iii) testing the accuracy of the underlying data used in the valuations; and (iv) evaluating the reasonableness of inputs used by management related to the exchange traded prices and/or recent market bids and offers, including location-specific adjustments. Evaluating management's inputs related to the exchange traded prices and/or recent market bids and offers, including location-specific adjustments involved (i) comparing the exchange traded prices and/or recent market bids and location-specific inputs to third-party information; and (ii) comparing the location-specific adjustments to broker or dealer quotations or market transactions in either listed or over-the-counter markets. /s/ PricewaterhouseCoopers LLP Minneapolis, Minnesota November 6, 2024 We have served as the Company's auditor since 1998. F-2 Table of Contents CHS INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS August 31, 2024 2023 (Dollars in thousands) ASSETS Current assets: Cash and cash equivalents $ 794,865 $ 1,765,286 Receivables 3,549,917 3,105,811 Inventories 3,067,415 3,215,179 Other current assets 1,296,586 1,042,373 Total current assets 8,708,783 9,128,649 Investments 3,780,967 3,828,872 Property, plant and equipment 5,177,355 4,869,373 Other assets 1,047,970 1,130,524 Total assets $ 18,715,075 $ 18,957,418 LIABILITIES AND EQUITIES Current liabilities: Notes payable $ 306,831 $ 547,923 Current portion of long-term debt 337,266 7,839 Accounts payable 2,697,290 2,930,607 Accrued expenses 783,945 773,054 Other current liabilities 1,275,482 1,639,771 Total current liabilities 5,400,814 5,899,194 Long-term debt 1,824,194 1,819,819 Other liabilities 728,143 786,016 Commitments and contingencies (Note 17) Equities: Preferred stock 2,264,038 2,264,038 Equity certificates 5,982,369 5,911,649 Accumulated other comprehensive loss ( 296,542 ) ( 265,395 ) Capital reserves 2,805,526 2,537,486 Total CHS Inc. equities 10,755,391 10,447,778 Noncontrolling interests 6,533 4,611 Total equities 10,761,924 10,452,389 Total liabilities and equities $ 18,715,075 $ 18,957,418 The accompanying notes are an integral part of the consolidated financial statements. F-3 Table of Contents CHS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended August 31, 2024 2023 2022 (Dollars in thousands) Revenues $ 39,261,229 $ 45,590,004 $ 47,791,666 Cost of goods sold 37,509,902 43,213,739 45,664,745 Gross profit 1,751,327 2,376,265 2,126,921 Marketing, general and administrative expenses 1,166,969 1,032,765 997,835 Operating earnings 584,358 1,343,500 1,129,086 Interest expense 104,064 137,442 114,156 Other income ( 137,630 ) ( 112,131 ) ( 23,760 ) Equity income from investments ( 479,863 ) ( 689,590 ) ( 771,327 ) Income before income taxes 1,097,787 2,007,779 1,810,017 Income tax (benefit) expense ( 4,872 ) 107,655 132,116 Net income 1,102,659 1,900,124 1,677,901 Net income (loss) attributable to noncontrolling interests 340 ( 314 ) ( 861 ) Net income attributable to CHS Inc. $ 1,102,319 $ 1,900,438 $ 1,678,762 The accompanying notes are an integral part of the consolidated financial statements. F-4 Table of Contents CHS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Years Ended August 31, 2024 2023 2022 (Dollars in thousands) Net income $ 1,102,659 $ 1,900,124 $ 1,677,901 Other comprehensive (loss) income, net of tax: Pension and other postretirement benefits ( 22,048 ) ( 5,285 ) ( 27,255 ) Cash flow hedges ( 255 ) ( 6,811 ) 4,019 Foreign currency translation adjustment ( 8,844 ) 2,036 ( 15,708 ) Other comprehensive loss, net of tax ( 31,147 ) ( 10,060 ) ( 38,944 ) Comprehensive income 1,071,512 1,890,064 1,638,957 Comprehensive income (loss) attributable to noncontrolling interests 340 ( 314 ) ( 861 ) Comprehensive income attributable to CHS Inc. $ 1,071,172 $ 1,890,378 $ 1,639,818 The accompanying notes are an integral part of the consolidated financial statements. F-5 Table of Contents CHS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITIES Years Ended August 31, 2024, 2023 and 2022 Equity Certificates Accumulated Other Comprehensive Loss Capital Equity Certificates Nonpatronage Equity Certificates Nonqualified Equity Certificates Preferred Stock Capital Reserves Noncontrolling Interests Total Equities (Dollars in thousands) Balances, August 31, 2021 $ 3,583,911 $ 28,431 $ 1,634,896 $ 2,264,038 $ ( 216,391 ) $ 1,713,976 $ 8,465 $ 9,017,326 Reversal of prior year patronage and redemption estimates 100,000 — ( 230,290 ) — — 280,290 — 150,000 Distribution of 2021 patronage refunds — — 235,576 — — ( 286,602 ) — ( 51,026 ) Redemptions of equities ( 101,420 ) ( 501 ) ( 9,897 ) — — — — ( 111,818 ) Preferred stock dividends — — — — — ( 168,668 ) — ( 168,668 ) Other, net ( 4,163 ) 3 ( 7,971 ) — — 585 ( 1,959 ) ( 13,505 ) Net income (loss) — — — — — 1,678,762 ( 861 ) 1,677,901 Other comprehensive loss, net of tax — — — — ( 38,944 ) — — ( 38,944 ) Estimated 2022 patronage refunds 508,803 — 153,858 — — ( 1,162,661 ) — ( 500,000 ) Estimated 2022 equity redemptions ( 500,000 ) — — — — — — ( 500,000 ) Balances, August 31, 2022 3,587,131 27,933 1,776,172 2,264,038 ( 255,335 ) 2,055,682 5,645 9,461,266 Reversal of prior year patronage and redemption estimates ( 8,803 ) — ( 153,858 ) — — 1,162,661 — 1,000,000 Distribution of 2022 patronage refunds 516,415 — 154,548 — — ( 1,174,020 ) — ( 503,057 ) Redemptions of equities ( 482,662 ) ( 331 ) ( 12,797 ) — — — — ( 495,790 ) Preferred stock dividends — — — — — ( 168,668 ) — ( 168,668 ) Other, net ( 1,821 ) ( 44 ) ( 518 ) — — 1,677 ( 720 ) ( 1,426 ) Net income (loss) — — — — — 1,900,438 ( 314 ) 1,900,124 Other comprehensive loss, net of tax — — — — ( 10,060 ) — — ( 10,060 ) Estimated 2023 patronage refunds 706,125 — 169,159 — — ( 1,240,284 ) — ( 365,000 ) Estimated 2023 equity redemptions ( 365,000 ) — — — — — — ( 365,000 ) Balances, August 31, 2023 3,951,385 27,558 1,932,706 2,264,038 ( 265,395 ) 2,537,486 4,611 10,452,389 Reversal of prior year patronage and redemption estimates ( 341,125 ) — ( 169,159 ) — — 1,240,284 — 730,000 Distribution of 2023 patronage refunds 708,106 — 169,232 — — ( 1,243,350 ) — ( 366,012 ) Redemptions of equities ( 342,298 ) ( 288 ) ( 13,339 ) — — — — ( 355,925 ) Preferred stock dividends — — — — — ( 168,668 ) — ( 168,668 ) Other, net 13 ( 9 ) ( 106 ) — — ( 2,852 ) 1,582 ( 1,372 ) Net income — — — — — 1,102,319 340 1,102,659 Other comprehensive loss, net of tax — — — — ( 31,147 ) — — ( 31,147 ) Estimated 2024 patronage refunds 77,262 — 282,431 — — ( 659,693 ) — ( 300,000 ) Estimated 2024 equity redemptions ( 300,000 ) — — — — — — ( 300,000 ) Balances, August 31, 2024 $ 3,753,343 $ 27,261 $ 2,201,765 $ 2,264,038 $ ( 296,542 ) $ 2,805,526 $ 6,533 $ 10,761,924 The accompanying notes are an integral part of the consolidated financial statements. F-6 Table of Contents CHS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Years Ended August 31, 2024 2023 2022 (Dollars in thousands) Cash flows from operating activities: Net income $ 1,102,659 $ 1,900,124 $ 1,677,901 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization, including amortization of deferred major maintenance 569,891 539,521 536,493 Equity income from investments, net of distributions received 64,332 ( 81,272 ) ( 48,847 ) Provision for current expected credit losses 5,631 ( 15,624 ) 19,920 Gain/recovery on sale of business — 300 ( 13,083 ) Deferred taxes ( 109,846 ) ( 6,429 ) 39,548 Other, net ( 35,427 ) ( 44,546 ) ( 17,833 ) Changes in operating assets and liabilities, net of acquisitions: Receivables ( 335,974 ) 645,781 ( 547,564 ) Inventories 147,764 437,692 ( 317,918 ) Accounts payable and accrued expenses ( 213,788 ) ( 127,399 ) 555,446 Other, net 77,638 36,034 62,455 Net cash provided by operating activities 1,272,880 3,284,182 1,946,518 Cash flows from investing activities: Acquisition of property, plant and equipment ( 808,763 ) ( 564,522 ) ( 354,444 ) Proceeds from disposition of property, plant and equipment 15,819 29,645 14,318 Expenditures for major maintenance ( 22,748 ) ( 217,413 ) ( 24,768 ) Proceeds from sale of business — 64 73,152 Purchases of investments ( 500,179 ) — — Changes in CHS Capital notes receivable, net ( 100,184 ) ( 203,843 ) ( 161,340 ) Other investing activities, net ( 15,533 ) 5,878 ( 4,002 ) Net cash used in investing activities ( 1,431,588 ) ( 950,191 ) ( 457,084 ) Cash flows from financing activities: Proceeds from notes payable and long-term debt 3,842,339 7,183,395 20,730,750 Payments on notes payable, long-term debt and finance lease obligations ( 3,768,121 ) ( 7,385,813 ) ( 21,515,920 ) Preferred stock dividends paid ( 168,668 ) ( 168,668 ) ( 168,668 ) Redemptions of equities ( 355,925 ) ( 495,790 ) ( 111,818 ) Cash patronage dividends paid ( 366,012 ) ( 503,057 ) ( 51,026 ) Other financing activities, net 2,134 ( 25,535 ) 2,994 Net cash used in financing activities ( 814,253 ) ( 1,395,468 ) ( 1,113,688 ) Effect of exchange rate changes on cash and cash equivalents 2,236 2,590 ( 14,756 ) (Decrease) increase in cash and cash equivalents and restricted cash ( 970,725 ) 941,113 360,990 Cash and cash equivalents and restricted cash at beginning of period 1,844,587 903,474 542,484 Cash and cash equivalents and restricted cash at end of period $ 873,862 $ 1,844,587 $ 903,474 Supplemental cash flow information: Cash paid for interest $ 100,542 $ 139,424 $ 113,726 Cash paid for income taxes, net of refunds 129,065 184,444 19,712 Other significant noncash investing and financing transactions: Capital expenditures and major maintenance incurred but not yet paid $ 54,807 $ 66,492 $ 55,214 Finance lease obligations incurred 8,772 16,505 18,875 Accrual of patronage dividends and equity redemptions 600,000 730,000 1,000,000 The accompanying notes are an integral part of the consolidated financial statements. F-7 Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1 Organization, Basis of Presentation and Significant Accounting Policies Organization CHS Inc. (referred to herein as "CHS," "company," "we," "us" or "our") is the nation's leading integrated agricultural cooperative. As a cooperative, CHS is owned by farmers and ranchers and member cooperatives ("members") across the United States. We also have preferred shareholders who own shares of our five series of preferred stock, all of which are listed and traded on the Global Select Market of The Nasdaq Stock Market LLC ("The Nasdaq"). See Note 12, Equities , for more detailed information. We buy commodities from and provide products and services to individual agricultural producers, local cooperatives and other companies (including member and other nonmember customers), both domestically and internationally. Those products and services include initial agricultural inputs such as fuels, farm supplies, crop nutrients and crop protection products, as well as agricultural outputs that include grains and oilseeds, processed grains and oilseeds, renewable fuels and food products. A portion of our operations are conducted through equity investments and joint ventures whose operating results are not fully consolidated with our results; rather, a proportionate share of the income or loss from those entities is included as a component in our net income under the equity method of accounting. Basis of Presentation The consolidated financial statements include the accounts of CHS and all our subsidiaries and limited liability companies in which we have control. The effects of all significant intercompany transactions have been eliminated. The notes to our consolidated financial statements refer to our Energy, Ag and Nitrogen Production reportable segments, as well as our Corporate and Other category, which represents an aggregation of individually immaterial operating segments. The Nitrogen Production reportable segment consists of our investment in CF Industries Nitrogen, LLC ("CF Nitrogen"), and allocated expenses. See Note 14, Segment Reporting , for more information. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Due to the inherent uncertainty involved in making estimates, actual results could differ from those estimates. We evaluate our estimates and assumptions on an ongoing basis. Significant Accounting Policies Significant accounting policies are summarized below or within the related notes to our consolidated financial statements. Cash and Cash Equivalents and Restricted Cash Cash equivalents include short-term, highly liquid investments with original maturities of three months or less at the date of acquisition. The carrying value of cash and cash equivalents approximates the fair value due to the short-term nature of the instruments. Restricted cash is included in our Consolidated Balance Sheets within other current assets and primarily relates to customer deposits for futures and option contracts associated with regulated commodities held in separate accounts as required under federal and other regulations. Pursuant to the requirements of the Commodity Exchange Act, such funds must be carried in separate accounts that are designated as segregated customer accounts, as applicable. Restricted cash also includes funds held in escrow pursuant to applicable regulations limiting their use. F-8 Table of Contents The following table provides a reconciliation of cash and cash equivalents and restricted cash as reported within our Consolidated Balance Sheets that aggregates to the amount presented in our Consolidated Statements of Cash Flows. August 31, 2024 2023 2022 (Dollars in thousands) Cash and cash equivalents $ 794,865 $ 1,765,286 $ 793,957 Restricted cash included in other current assets 78,997 79,301 109,517 Total cash and cash equivalents and restricted cash $ 873,862 $ 1,844,587 $ 903,474 Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which enhances the disclosures required for operating segments in our annual and interim consolidated financial statements. This ASU is effective on a retrospective basis for our annual reporting beginning in fiscal 2025 and for interim period reporting beginning in fiscal 2026. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which provides additional transparency for income tax disclosures. This ASU is effective for our annual reporting for fiscal 2026 on a prospective basis. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures , which requires additional disclosure about certain costs and expenses in the notes to financial statements. This ASU is effective for our annual reporting for fiscal 2028 on either a prospective or retrospective basis and for interim reporting periods beginning in fiscal 2029. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements. Note 2 Revenues We provide a wide variety of products and services, from agricultural inputs such as fuels, farm supplies and agronomy products, to agricultural outputs that include grain and oilseed, processed grains and oilseeds and food products, and renewable fuels production and marketing. We primarily conduct our operations and derive revenues within our Energy and Ag segments. Our Energy segment derives its revenues through refining, wholesaling and retailing of petroleum products. Our Ag segment derives its revenues through origination and marketing of grain, including service activities conducted at export terminals; through wholesale agronomy sales of crop nutrient and crop protection products; from sales of soybean meal, refined soy oil and soyflour products; through production and marketing of renewable fuels; and through retail sales of petroleum and agronomy products, processed sunflowers, and feed and farm supplies. Corporate and Other primarily consists of our financing and hedging businesses. Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which generally occurs when control of the goods has transferred to the customer in accordance with the underlying contract. For the majority of our contracts with customers, control transfers to customers at a point in time when goods and/or services have been delivered, as that is generally when legal title, physical possession and risks and rewards of ownership of the goods and/or services transfer to the customer. In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits of the service as we complete our performance obligation(s). Revenue is recognized as the transaction price we expect to be entitled to in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. For physically settled derivative sales contracts that are outside the scope of the revenue guidance, we recognize revenue when control of the inventory is transferred. Revenues arising from our financing business are recognized in accordance with Accounting Standards Codification ("ASC") Topic 470, Debt ("ASC Topic 470") and fall outside the scope of ASC Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). Shipping and Handling Costs Shipping and handling amounts billed to a customer as part of a sales transaction under ASC Topic 606 are included in revenues, and the related costs are included in cost of goods sold. Shipping and handling is treated as a fulfillment activity, rather than a promised service, and therefore is not considered a separate performance obligation. F-9 Table of Contents Taxes Collected from Customers and Remitted to Governmental Authorities Revenues are recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant governmental authority. Contract Costs Commissions related to contracts with a duration of less than one year are expensed as incurred. We recognize incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets we otherwise would have recognized is one year or less. Disaggregation of Revenues The following table presents revenues recognized under ASC Topic 606, disaggregated by reportable segment, as well as the amount of revenues recognized under ASC Topic 815, Derivatives and Hedging ("ASC Topic 815"), and other applicable accounting guidance for the years ended August 31, 2024, 2023 and 2022. Other applicable accounting guidance primarily includes revenues recognized under ASC Topic 470 and ASC Topic 842, Leases ("ASC Topic 842"), that fall outside the scope of ASC Topic 606. Year ended August 31, 2024 Reportable Segment* ASC Topic 606 ASC Topic 815 Other Guidance Total Revenues (Dollars in thousands) Energy $ 7,882,666 $ 883,829 $ — $ 8,766,495 Ag 8,833,872 21,571,954 11,033 30,416,859 Corporate and Other 24,649 — 53,226 77,875 Total revenues $ 16,741,187 $ 22,455,783 $ 64,259 $ 39,261,229 Year ended August 31, 2023 Reportable Segment* ASC Topic 606 ASC Topic 815 Other Guidance Total Revenues (Dollars in thousands) Energy $ 8,996,149 $ 1,100,764 $ — $ 10,096,913 Ag 9,808,664 25,606,485 10,055 35,425,204 Corporate and Other 26,001 — 41,886 67,887 Total revenues $ 18,830,814 $ 26,707,249 $ 51,941 $ 45,590,004 Year ended August 31, 2022 Reportable Segment* ASC Topic 606 ASC Topic 815 Other Guidance Total Revenues (Dollars in thousands) Energy $ 9,302,400 $ 992,374 $ — $ 10,294,774 Ag 10,784,831 26,646,003 29,377 37,460,211 Corporate and Other 16,625 — 20,056 36,681 Total revenues $ 20,103,856 $ 27,638,377 $ 49,433 $ 47,791,666 *Our Nitrogen Production reportable segment represents an equity method investment that records earnings and allocated expenses but not revenues. Less than 1% of revenues accounted for under ASC Topic 606 included within the table above are recorded over time and relate primarily to service contracts. Contract Assets and Contract Liabilities Contract assets relate to unbilled amounts arising from goods that have already been transferred to the customer where the right to payment is not conditional on the passage of time. This results in recognition of an asset, as the amount of revenue recognized at a certain point in time exceeds the amount billed to customers. Contract assets are recorded in receivables within our Consolidated Balance Sheets and were $ 34.7 million and $ 16.2 million as of August 31, 2024 and 2023, respectively. F-10 Table of Contents Contract liabilities relate to advance payments received from customers for goods and services that we have yet to provide. Contract liabilities of $ 248.8 million and $ 240.0 million as of August 31, 2024 and 2023, respectively, are recorded within other current liabilities on our Consolidated Balance Sheets, and are recognized as revenues within the next respective fiscal year. Note 3 Receivables Receivables as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Trade accounts receivable $ 2,232,203 $ 2,010,162 CHS Capital short-term notes receivable 944,861 845,192 Other 452,662 327,084 Gross receivables 3,629,726 3,182,438 Less allowances and reserves 79,809 76,627 Total receivables $ 3,549,917 $ 3,105,811 Trade Accounts Receivable Trade accounts receivable are recorded at net realizable value, which includes an allowance for expected credit losses in accordance with ASC Topic 326, Financial Instruments - Credit Losses ("ASC Topic 326"). The allowance for expected credit losses is based on our best estimate of expected credit losses in existing receivable balances and is determined using historical write-off experience, adjusted for various industry and regional data and current expectations of future credit losses. Receivables from related parties are disclosed in Note 18, Related Party Transactions . No third-party customer accounted for more than 10% of the total receivables balance as of August 31, 2024 or 2023. CHS Capital Notes Receivable Notes Receivable CHS Capital, LLC ("CHS Capital"), our wholly-owned subsidiary, has short-term notes receivable from commercial and producer borrowers. The short-term notes receivable have maturity terms of 12 months or less and are reported at their outstanding unpaid principal balances, less an allowance for expected credit losses, as CHS Capital has the intent and ability to hold the applicable loans for the foreseeable future or until maturity or payoff. The carrying value of CHS Capital short-term notes receivable approximates fair value given the notes' short-term duration and use of market pricing adjusted for risk. Notes receivable from commercial borrowers are collateralized by various combinations of mortgages, personal property, accounts and notes receivable, inventories and assignments of certain regional cooperatives' capital stock. These loans are primarily originated in the states of Minnesota and North Dakota. CHS Capital also has loans receivable from producer borrowers that are collateralized by various combinations of growing crops, livestock, inventories, accounts receivable, personal property and supplemental mortgages and are primarily originated in the same states as the commercial notes, as well as South Dakota. In addition to the short-term balances included in the table above, CHS Capital had long-term notes receivable, with durations of generally not more than 10 years, totaling $ 74.6 million and $ 61.1 million as of August 31, 2024 and 2023, respectively. The long-term notes receivable are included in other assets on our Consolidated Balance Sheets. As of August 31, 2024 and 2023, commercial notes represented 18 % and 15 %, respectively, and producer notes represented 82 % and 85 %, respectively, of total CHS Capital notes receivable. CHS Capital has commitments to extend credit to customers if there are no violations of any contractually established conditions. As of August 31, 2024, CHS Capital customers had additional available credit of $ 1.2 billion. F-11 Table of Contents Allowance for Loan Losses CHS Capital maintains an allowance for loan losses that is an estimate of current expected losses inherent in the loans receivable portfolio. In accordance with ASC Topic 326, the allowance for loan losses is based on our current expectation for future losses, which takes into consideration historical loss experience, third-party industry forecasts, as well as other quantitative and qualitative factors addressing operational risks and industry trends. Additions to the allowance for loan losses are reflected within marketing, general and administrative expenses in the Consolidated Statements of Operations. The portion of loans receivable deemed uncollectible is charged off against the allowance for loan losses. Recoveries of previously charged off amounts increase the allowance for loan losses. No significant amounts of CHS Capital notes were past due as of August 31, 2024 or 2023, and the allowance for loan losses related to CHS Capital notes were no t material as of either date. Interest Income Interest income is recognized on the accrual basis using a method that computes simple interest on a daily basis. Accrual of interest on commercial loans receivable is discontinued at the time the receivable is 90 days past due unless the loan is well-collateralized and in process of collection. Past due status is based on contractual terms of the loan. Producer loans receivable are placed in nonaccrual status based on estimates and analysis due to the annual debt service terms inherent to CHS Capital producer loans. In all cases, loans are placed in nonaccrual status or charged off at an earlier date if collection of principal or interest is considered doubtful. Troubled Debt Restructurings Restructuring of a loan constitutes a troubled debt restructuring, or restructured loan, if the creditor, for economic reasons related to the debtor's financial difficulties, grants a concession to the debtor that it would otherwise not consider. Concessions vary by program and borrower. Concessions may include interest rate reductions, term extensions, payment deferrals or the acceptance of additional collateral in lieu of payments. In limited circumstances, principal may be forgiven. When a restructured loan constitutes a troubled debt restructuring, CHS includes these loans within its impaired loans. CHS Capital had no significant troubled debt restructurings during the years ended August 31, 2024, 2023 and 2022, and no third-party borrowers that accounted for more than 10% of the total CHS Capital notes receivable or total receivables as of August 31, 2024 or 2023. Loan Participations For the years ended August 31, 2024 and 2023, CHS Capital sold $ 47.9 million and $ 60.8 million of notes receivable, respectively, to various counterparties under a master participation agreement. The sales resulted in the removal of notes receivable from the Consolidated Balance Sheets. CHS Capital has no retained interests in the transferred notes receivable, other than collection and administrative services. Proceeds from sales of notes receivable have been included in investing activities in the Consolidated Statements of Cash Flows. Fees received related to the servicing of notes receivable are recorded in other income in the Consolidated Statements of Operations. We consider the fees received adequate compensation for services rendered and, accordingly, have recorded no servicing asset or liability. Other Receivables Other receivables are comprised of certain other amounts recorded in the normal course of business, including receivables related to vendor rebates, value-added taxes, certain financing receivables and pre-crop financing, primarily to Brazilian farmers, to finance a portion of supplier production costs. We receive volume-based rebates from certain vendors during the year. These vendor rebates are accounted for in accordance with ASC 705, Cost of Sales and Services, based on the terms of the volume rebate program. For rebates that meet the definition of a binding arrangement and are both probable and estimable, we estimate the amount of the rebate we will receive and accrue it as a reduction of the cost of inventory and cost of goods sold over the period in which the rebate is earned. For pre-crop financing arrangements, we do not bear costs or operational risks associated with the related growing crops, although our ability to be paid depends on the crops being produced. The financing is collateralized by future crops, land and physical assets of the farmers, carries a local market interest rate and settles when the farmer's crop is harvested and sold. No significant troubled debt restructurings occurred during the years ended August 31, 2024, 2023 and 2022, and no third-party customer or borrower accounted for more than 10% of the total receivables balance as of August 31, 2024 or 2023. F-12 Table of Contents Note 4 Inventories Inventories as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Grain and oilseed $ 888,768 $ 1,099,956 Energy 720,636 645,333 Agronomy 1,126,916 1,111,477 Processed grain and oilseed 124,686 141,360 Other 206,409 217,053 Total inventories $ 3,067,415 $ 3,215,179 Grain, processed grain, oilseed, processed oilseed and other minimally processed soy-based inventories are accounted for in accordance with ASC Topic 330, Inventory , and are stated at net realizable value. These inventories are agricultural commodity inventories that are readily convertible to cash because of their commodity characteristics, widely available markets and international pricing mechanisms. The net realizable value of agricultural commodity inventories is determined using inputs that are generally based on exchange traded prices and/or recent market bids and offers, including location-specific adjustments. Location-specific inputs are driven by local market supply and demand and are generally based on broker or dealer quotations or market transactions in either listed or over-the-counter ("OTC") markets. Changes in the net realizable value of agricultural commodity inventories are recognized in earnings as a component of cost of goods sold. All other inventories are stated at the lower of cost or net realizable value. Costs for inventories produced or modified by us through a manufacturing process include fixed and variable production and raw material costs, and inbound freight costs for raw materials. Costs for inventories purchased for resale include the cost of products and freight incurred to place the products at our points of sale. The costs of certain energy inventories (wholesale refined products, crude oil and asphalt) are determined on the last-in, first-out ("LIFO") method; all other inventories of nongrain products purchased for resale are valued on the first-in, first-out ("FIFO") and average cost methods. As of August 31, 2024 and 2023, we valued approximately 18 % and 16 %, respectively, of inventories, primarily crude oil and refined fuels within our Energy segment, using the lower of cost, determined on the LIFO method, or net realizable value. If the FIFO method of accounting had been used, inventories would have been higher than the reported amount by $ 456.3 million and $ 589.0 million as of August 31, 2024 and 2023, respectively. There were no liquidations of LIFO inventories during fiscal 2024 or fiscal 2023. Note 5 Other Current Assets Other current assets as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Short-term investments $ 500,921 $ — Derivative assets (Note 15) 177,111 320,119 Margin and related deposits 176,821 342,872 Prepaid expenses 202,392 149,682 Supplier advance payments 133,678 136,304 Restricted cash (Note 1) 78,997 79,301 Other 26,666 14,095 Total other current assets $ 1,296,586 $ 1,042,373 Short-Term Investments Our short-term investments balance is comprised of time deposits with a maturity of greater than 90 days and less than 12 months at the date of acquisition. F-13 Table of Contents Margin and Related Deposits Many of our derivative contracts with futures and options brokers require us to make margin deposits of cash or other assets. Subsequent margin deposits may also be necessary when changes in commodity prices result in a loss on the contract value to comply with applicable regulations. Our margin and related deposit assets are generally held in separate accounts to support the associated derivative contracts and may be used to fund or partially fund the settlement of those contracts as they expire. Similar to our derivative financial instruments, margin and related deposits are reported on a gross basis. Prepaid Expenses and Supplier Advance Payments Prepaid expenses and supplier advance payments are typically for periods less than 12 months and include amounts paid in advance for products and services. Supplier advance payments are primarily for grain purchases from suppliers and amounts paid to crop nutrient and crop protection product suppliers to lock in future supply, pricing and discounts. Note 6 Investments Investments as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Equity method investments CF Industries Nitrogen, LLC $ 2,544,530 $ 2,577,391 Ventura Foods, LLC 511,231 519,169 Ardent Mills, LLC 234,021 265,146 Other equity method investments 353,413 337,281 Other investments 137,772 129,885 Total investments $ 3,780,967 $ 3,828,872 Joint ventures and other investments in which we have significant ownership and influence but not control, are accounted for in our consolidated financial statements using the equity method of accounting. Our significant equity method investments consist of CF Nitrogen and Ventura Foods, LLC ("Ventura Foods"), which are summarized below. In addition to the recognition of our share of income from our equity method investments, our equity method investments are evaluated for indicators of other-than-temporary impairment on an ongoing basis in accordance with U.S. GAAP. We had approximately $ 612.2 million of cumulative undistributed earnings from our equity method investees included in the investments balance as of August 31, 2024. All equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes therein reflected in net income. We have elected to use the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions. Our share in the income or loss of our equity method investments is recorded within equity income from investments in the Consolidated Statements of Operations. Other investments consist primarily of investments in cooperatives without readily determinable fair values and are generally recorded at cost, unless an impairment or other observable market price change occurs requiring an adjustment. Investments in other cooperatives are recorded in a manner similar to equity investments without readily determinable fair values, plus patronage dividends received in the form of capital stock and other equities. Patronage dividends are recorded as a reduction to cost of goods sold at the time qualified written notices of allocation are received. Investments in debt and equity instruments are carried at amounts that approximate fair values. CF Nitrogen We have a $ 2.5 billion investment in CF Nitrogen, a strategic venture with CF Industries Holdings, Inc. The investment consists of an approximate 8.4 % membership interest (based on product tons) in CF Nitrogen. At the time we entered into the strategic venture, we also entered into a supply agreement that entitles us to purchase up to 1.1 million tons of granular urea and 580,000 tons of urea ammonium nitrate ("UAN") annually from CF Nitrogen for ratable delivery through fiscal 2096. Our purchases under the supply agreement are based on prevailing market prices and we receive semiannual cash distributions (in January and July of each year) from CF Nitrogen via our membership interest. These distributions are based on actual volumes purchased from CF Nitrogen under the strategic venture and will have the effect of reducing our investment to F-14 Table of Contents zero over 80 years on a straight-line basis. We account for this investment using the hypothetical liquidation at book value method, recognizing our share of the earnings and losses of CF Nitrogen as equity income from investments in our Nitrogen Production segment based on our contractual claims on the entity's net assets pursuant to the liquidation provisions of the CF Nitrogen Limited Liability Company Agreement, adjusted for the semiannual cash distributions. Cash distributions received from CF Nitrogen for the years ended August 31, 2024, 2023 and 2022, were $ 308.4 million, $ 458.9 million and $ 618.7 million, respectively. The following tables provide aggregate summarized financial information for CF Nitrogen for balance sheets as of August 31, 2024 and 2023, and statements of operations for the 12 months ended August 31, 2024, 2023 and 2022: 2024 2023 (Dollars in thousands) Current assets $ 604,466 $ 899,246 Noncurrent assets 4,929,772 5,355,732 Current liabilities 244,867 281,153 Noncurrent liabilities 1,935 1,128 2024 2023 2022 (Dollars in thousands) Net sales $ 3,588,649 $ 5,070,489 $ 6,609,758 Gross profit 1,232,346 2,194,363 3,318,189 Net earnings 1,186,890 2,173,715 3,249,005 Earnings attributable to CHS Inc. 275,531 394,678 593,182 Ventura Foods We have a 50 % interest in Ventura Foods, a joint venture with Mitsui & Co., that produces and distributes edible oil-based products. We account for Ventura Foods as an equity method investment and our share of the results of Ventura Foods is included in Corporate and Other. The following tables provide aggregate summarized financial information for our equity method investment in Ventura Foods for balance sheets as of August 31, 2024 and 2023, and statements of operations for the 12 months ended August 31, 2024, 2023 and 2022: 2024 2023 (Dollars in thousands) Current assets $ 792,468 $ 1,041,799 Noncurrent assets 886,673 609,021 Current liabilities 426,281 335,000 Noncurrent liabilities 256,126 303,209 2024 2023 2022 (Dollars in thousands) Net sales $ 3,172,061 $ 3,552,194 $ 3,386,998 Gross profit 468,028 547,107 333,368 Net earnings 216,042 406,271 117,666 Earnings attributable to CHS Inc. 108,021 203,136 58,833 Our investments in other equity method investees are not significant in relation to our consolidated financial statements, either individually or in the aggregate. F-15 Table of Contents Note 7 Property, Plant and Equipment Major classes of property, plant and equipment, including finance lease assets, are summarized in the table below as of August 31, 2024 and 2023. 2024 2023 (Dollars in thousands) Land and land improvements $ 404,465 $ 350,703 Buildings 1,394,911 1,242,913 Machinery and equipment 8,223,650 7,979,164 Office equipment and other 548,368 498,430 Construction in progress 859,039 630,542 Gross property, plant and equipment 11,430,433 10,701,752 Less accumulated depreciation and amortization 6,253,078 5,832,379 Total property, plant and equipment $ 5,177,355 $ 4,869,373 Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are provided on the straight-line method by charges to operations at rates based on the expected useful lives of individual or groups of assets (generally 15 to 20 years for land improvements, 20 to 40 years for buildings, five to 20 years for machinery and equipment, and three to 10 years for office equipment and other). Expenditures for maintenance and minor repairs and renewals are expensed. We also capitalize and amortize eligible costs to acquire or develop internal-use software that are incurred during the application development stage. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the related accounts and resulting gains or losses are reflected in operations. Depreciation expense, including amortization of finance lease assets, for the years ended August 31, 2024, 2023 and 2022, was $ 474.8 million, $ 457.9 million and $ 458.2 million, respectively. Property, plant and equipment and other long-lived assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amounts may not be recoverable in accordance with U.S. GAAP. This evaluation of recoverability is based on various indicators, including the nature, future economic benefits and geographic locations of the assets, historical or future profitability measures and other external market conditions. If these indicators suggest the carrying amounts of an asset or asset group may not be recoverable, potential impairment is evaluated using undiscounted, estimated future cash flows. Should the sum of the expected future net cash flows be less than the carrying value, an impairment loss would be recognized. An impairment loss would be measured as the amount by which the carrying value of the asset or asset group exceeds its fair value. No significant impairments were identified during fiscal 2024 , fiscal 2023 or fiscal 2022. We have asset retirement obligations with respect to certain of our refineries and other assets due to various legal obligations to clean and/or dispose of the component parts at the time they are retired. In most cases, these assets can be used for extended and indeterminate periods of time if they are properly maintained and/or upgraded. It is our practice and current intent to maintain refineries and related assets and to continue making improvements to those assets based on technological advances. As a result, we believe our refineries and related assets have indeterminate lives for purposes of estimating asset retirement obligations because dates or ranges of dates upon which we would retire a refinery and related assets cannot reasonably be estimated at this time. When a date or range of dates can reasonably be estimated for the retirement of any component part of a refinery or other asset, we estimate the cost of performing the retirement activities and record a liability for the fair value of that future cost. We have other assets that we may be obligated to dismantle at the end of corresponding lease terms subject to the lessor's discretion for which we have recorded asset retirement obligations. Based on our estimates of timing, cost and probability of removal, these obligations are not material. F-16 Table of Contents Note 8 Other Assets Other assets as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Goodwill $ 179,976 $ 179,976 Customer lists, trademarks and other intangible assets 42,105 46,980 Notes receivable (Note 3) 94,325 76,919 Long-term derivative assets (Note 15) 2,853 1,119 Prepaid pension and other benefits (Note 13) 75,935 78,819 Capitalized major maintenance 223,119 289,377 Cash value life insurance 152,772 134,126 Operating lease right of use assets (Note 19) 218,844 254,844 Other 58,041 68,364 Total other assets $ 1,047,970 $ 1,130,524 Goodwill and Other Intangible Assets Goodwill represents the excess of cost over the fair value of identifiable assets acquired. Goodwill is assessed for impairment on an annual basis as of July 31, either by first assessing qualitative factors to determine whether a quantitative goodwill impairment test is necessary or by proceeding directly to the quantitative test. The quantitative test may be required more frequently if triggering events or other circumstances occur that could indicate impairment. Goodwill is assessed for impairment at the reporting unit level, which has been determined to be our operating segments or one level below our operating segments in certain instances. There were no changes in the net carrying amount of goodwill during fiscal 2024 or fiscal 2023. No goodwill has been allocated to our Nitrogen Production segment, which consists of a single investment accounted for under the equity method of accounting, and allocated expenses. No goodwill impairments were identified as a result of our annual goodwill analyses performed as of July 31, 2024, 2023 or 2022. Management will continue to monitor the results and projected cash flows for each of our businesses to assess whether any reserves or impairments may be necessary in the future. Intangible assets subject to amortization primarily include customer lists, trademarks and noncompete agreements, and are amortized over their respective useful lives (ranging from two to 30 years). We have no material intangible assets with indefinite useful lives. All long-lived assets, including other identifiable intangible assets, are also assessed for impairment in accordance with U.S. GAAP and evaluated for impairment whenever triggering events or other circumstances indicate the carrying amount of an asset group or reporting unit may not be recoverable. Information regarding intangible assets is as follows: August 31, 2024 August 31, 2023 Carrying Amount Accumulated Amortization Net Carrying Amount Accumulated Amortization Net (Dollars in thousands) Customer lists $ 86,389 $ ( 46,480 ) $ 39,909 $ 85,341 $ ( 41,374 ) $ 43,967 Trademarks and other intangible assets 11,051 ( 8,855 ) 2,196 11,332 ( 8,319 ) 3,013 Total intangible assets $ 97,440 $ ( 55,335 ) $ 42,105 $ 96,673 $ ( 49,693 ) $ 46,980 F-17 Table of Contents Intangible asset amortization expense for the years ended August 31, 2024, 2023 and 2022, was $ 6.9 million, $ 6.7 million and $ 6.8 million, respectively. The estimated annual amortization expense related to intangible assets subject to amortization for future years is as follows: (Dollars in thousands) 2025 $ 6,694 2026 6,513 2027 6,458 2028 6,341 2029 4,706 Thereafter 11,393 Total $ 42,105 Capitalized Major Maintenance Activity related to capitalized major maintenance costs at our refineries for the years ended August 31, 2024, 2023 and 2022, is summarized below: Balance at Beginning of Year Cost Deferred Amortization Balance at End of Year (Dollars in thousands) 2024 $ 289,377 $ 21,909 $ ( 88,167 ) $ 223,119 2023 147,521 216,762 ( 74,906 ) 289,377 2022 196,641 25,401 ( 74,521 ) 147,521 Within our Energy segment, major maintenance activities are regularly performed at our Laurel, Montana, and McPherson, Kansas, refineries. Major maintenance activities are the planned and required shutdowns of refinery processing units, which include replacement or overhaul of equipment that has experienced decreased efficiency in resource conversion. Because major maintenance activities are performed to extend the life, increase the capacity and/or improve the safety or efficiency of refinery processing assets, we follow the deferral method of accounting for major maintenance activities. Expenditures for major maintenance activities are capitalized (deferred) when incurred and amortized on a straight-line basis over a period of two to five years, which is the estimated time lapse between major maintenance activities. Should the estimated time between major maintenance activities change, we may be required to amortize the remaining cost of the major maintenance activities over a shorter period, which would result in higher depreciation and amortization costs. Amortization expense related to the capitalized major maintenance costs is included in cost of goods sold in our Consolidated Statements of Operations. Selection of the deferral method, as opposed to expensing major maintenance activity costs when incurred, results in deferring recognition of major maintenance activity expenditures. The deferral method also results in classification of related cash outflows as investing activities in our Consolidated Statements of Cash Flows, whereas expensing these costs as incurred would result in classifying the cash outflows as operating activities. Repair, maintenance and related labor costs are expensed as incurred and are included in operating cash flows. Note 9 Notes Payable and Long-Term Debt Our notes payable and long-term debt are subject to various restrictive requirements for maintenance of minimum consolidated net worth and other financial ratios. We were in compliance with our debt covenants as of August 31, 2024. F-18 Table of Contents Notes Payable Notes payable as of August 31, 2024 and 2023, consisted of the following: Weighted-Average Interest Rate 2024 2023 2024 2023 (Dollars in thousands) Notes payable 3.64 % 5.37 % $ 163,136 $ 375,932 CHS Capital notes payable 4.34 % 4.24 % 143,695 171,991 Total notes payable $ 306,831 $ 547,923 Our primary line of credit is a five -year unsecured revolving credit facility with a syndicate of domestic and international banks. The credit facility provides a committed amount of $ 2.8 billion that expires on April 21, 2028. There were no borrowings outstanding on this facility as of August 31, 2024. We also maintain certain uncommitted bilateral facilities to support our working capital needs. In addition to our facilities referenced above, our international subsidiaries have lines of credit with $ 162.7 million outstanding as of August 31, 2024. CHS Capital Notes Payable We have a receivables and loans securitization facility ("Securitization Facility") with certain unaffiliated financial institutions ("Purchasers"). Under the Securitization Facility, we and certain of our subsidiaries ("Originators") sell trade accounts and notes receivable ("Receivables") to Cofina Funding, LLC ("Cofina"), a wholly-owned, bankruptcy-remote, indirect subsidiary of CHS. Cofina in turn transfers the Receivables to the Purchasers, and this arrangement is accounted for as secured financing. We use the proceeds from the sale of Receivables under the Securitization Facility for general corporate purposes, and settlements are made on a monthly basis. The amount available under the Securitization Facility fluctuates over time based on the total amount of eligible Receivables generated during the normal course of business. The Securitization Facility consists of a committed portion with a maximum availability of $ 850.0 million and an uncommitted portion with a maximum availability of $ 250.0 million. As of August 31, 2024, total availability under the Securitization Facility was $ 778.4 million, of which no amount was utilized. We also have a repurchase facility ("Repurchase Facility"). Under the Repurchase Facility, we can obtain repurchase agreement financing up to $ 200.0 million for certain eligible receivables and notes receivables of the Originators. No balance was outstanding under the Repurchase Facility as of August 31, 2024. On August 28, 2024, we amended both the Securitization and Repurchase Facilities to extend the terms of the facilities to August 27, 2025. CHS Capital sells loan commitments it has originated to Compeer Financial, PCA, d/b/a ProPartners Financial on a recourse basis. The total commitments under the program were $ 100.0 million; however, no amounts were borrowed under these commitments as of August 31, 2024. CHS Capital borrows funds under short-term notes issued as part of a surplus funds program. Borrowings under this program are unsecured and are due upon demand. Borrowings under these notes totaled $ 143.7 million as of August 31, 2024. F-19 Table of Contents Long-Term Debt During the year ended August 31, 2024, we repaid approximately $ 366.1 million of long-term debt consisting of scheduled debt maturities and optional prepayments. On April 18, 2024, we entered into a Note Purchase Agreement to borrow $ 700.0 million of long-term debt in the form of notes; the funding of these notes took place on July 16, 2024. Amounts included in long-term debt on our Consolidated Balance Sheets as of August 31, 2024 and 2023, are presented in the table below: 2024 2023 (Dollars in thousands) 3.85 % unsecured notes $ 80 million face amount, due in fiscal 2025 $ 80,000 $ 80,000 3.80 % unsecured notes $ 100 million face amount, due in fiscal 2025 100,000 100,000 4.58 % unsecured notes $ 150 million face amount, due in fiscal 2025 150,000 150,000 4.82 % unsecured notes $ 80 million face amount, due in fiscal 2026 80,000 80,000 4.69 % unsecured notes $ 58 million face amount, due in fiscal 2027 58,000 58,000 3.24 % unsecured notes $ 95 million face amount, due in fiscal 2028 95,000 95,000 4.74 % unsecured notes $ 95 million face amount, due in fiscal 2028 95,000 95,000 5.68 % unsecured notes $ 150 million face amount, due in fiscal 2030 150,000 150,000 3.48 % unsecured notes $ 100 million face amount, due in fiscal 2031 100,000 100,000 4.89 % unsecured notes $ 100 million face amount, due in fiscal 2031 100,000 100,000 5.84 % unsecured notes $ 150 million face amount, due in fiscal 2032 150,000 — 3.58 % unsecured notes $ 65 million face amount, due in fiscal 2033 65,000 65,000 4.71 % unsecured notes $ 100 million face amount, due in fiscal 2033 100,000 100,000 5.93 % unsecured notes $ 150 million face amount, due in fiscal 2034 150,000 — 3.73 % unsecured notes $ 115 million face amount, due in fiscal 2036 115,000 115,000 5.40 % unsecured notes $ 125 million face amount, due in fiscal 2036 125,000 125,000 6.05 % unsecured notes $ 150 million face amount, due in fiscal 2037 150,000 — 6.13 % unsecured notes $ 250 million face amount, due in fiscal 2039 250,000 — Private placement debt 2,113,000 1,413,000 6.85 % unsecured term loan from cooperative and other banks, due in fiscal 2026 (a) 1,000 366,000 Term loan 1,000 366,000 Finance lease liabilities 49,511 49,235 Deferred financing costs ( 4,562 ) ( 3,127 ) Other, including notes and contracts with interest rates from 3.9 % to 9.0 % 2,511 2,550 Total long-term debt 2,161,460 1,827,658 Less current portion 337,266 7,839 Long-term portion $ 1,824,194 $ 1,819,819 (a) Borrowings are variable under the agreement and bear interest at a base rate plus an applicable margin. As of August 31, 2024, the fair value of our long-term debt is estimated to be $ 2.1 billion based on quoted market prices of similar debt (a Level 2 fair value measurement based on the classification hierarchy of ASC Topic 820, Fair Value Measurement ). On October 29, 2024, we amended our 10-year term loan facility (the “Facility”). The amendment reduced the size of the Facility to $ 300.0 million, and converted it into a revolving loan, which can be paid down and readvanced in an amount up to the referenced $ 300.0 million until October 29, 2025. On October 29, 2025, the total funded loan balance outstanding reverts to a nonrevolving term loan that is payable on October 29, 2029. The Facility does have an option to extend the revolving period for an additional year at our choosing. Any extension would not change the final payable date of October 29, 2029. There was $ 1.0 million outstanding under this facility as of August 31, 2024. F-20 Table of Contents Long-term debt outstanding as of August 31, 2024, has aggregate maturities, excluding fair value adjustments and finance leases (see Note 19, Leases , for a schedule of minimum future lease payments under finance leases), as follows: (Dollars in thousands) 2025 $ 330,620 2026 81,620 2027 58,621 2028 190,600 2029 150 Thereafter 1,455,000 Total $ 2,116,611 Interest expense for the years ended August 31, 2024, 2023 and 2022, was $ 104.1 million, $ 137.4 million and $ 114.2 million, respectively, net of capitalized interest of $ 25.7 million, $ 14.0 million and $ 6.1 million, respectively. Note 10 Other Current Liabilities Other current liabilities as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Customer margin deposits and credit balances $ 95,369 $ 197,315 Customer advance payments 337,045 356,760 Derivative liabilities (Note 15) 243,068 355,696 Dividends and equity payable (Note 12) 600,000 730,000 Total other current liabilities $ 1,275,482 $ 1,639,771 Note 11 Income Taxes CHS is a nonexempt agricultural cooperative and files a consolidated federal income tax return within our tax return period. We are subject to tax on income from nonpatronage sources, nonqualified patronage distributions and undistributed patronage-sourced income. Income tax expense (benefit) is primarily the current tax payable for the period and the change during the period in certain deferred tax assets and liabilities. Deferred income taxes reflect the impact of temporary differences between the amounts of assets and liabilities recognized under U.S. GAAP and such amounts recognized for federal and state income tax purposes, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. The provision for (benefit from) income taxes for the years ended August 31, 2024, 2023 and 2022 is as follows: 2024 2023 2022 (Dollars in thousands) Current: Federal $ 21,608 $ 66,672 $ 56,582 State 23,750 36,925 24,224 Foreign 30,338 3,735 9,833 Total current 75,696 107,332 90,639 Deferred: Federal ( 63,605 ) 7,799 41,710 State ( 15,686 ) ( 7,661 ) 491 Foreign ( 1,277 ) 185 ( 724 ) Total deferred ( 80,568 ) 323 41,477 Total $ ( 4,872 ) $ 107,655 $ 132,116 F-21 Table of Contents Domestic income before income taxes was $ 1.0 billion, $ 2.0 billion and $ 1.8 billion for the years ended August 31, 2024, 2023 and 2022, respectively. Foreign income (loss) before income taxes was $ 66.9 million, $ 55.4 million and ($ 4.9 ) million for the years ended August 31, 2024, 2023 and 2022, respectively. Deferred tax assets and liabilities as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Deferred tax assets: Accrued expenses $ 56,062 $ 51,960 Postretirement health care and deferred compensation 58,866 51,635 Tax credit carryforwards 91,114 97,730 Loss carryforwards 88,887 111,963 Nonqualified equity 533,784 467,519 Lease obligations 52,980 62,225 Capitalized research and development 69,556 17,941 Other 19,592 25,223 Deferred tax assets valuation allowance ( 166,590 ) ( 182,466 ) Total deferred tax assets 804,251 703,730 Deferred tax liabilities: Pension costs 7,003 10,596 Investments 130,171 129,683 Property, plant and equipment 618,419 625,403 Lease right of use assets 51,872 60,501 Total deferred tax liabilities 807,465 826,183 Net deferred tax liabilities $ 3,214 $ 122,453 We had total gross loss carryforwards of $ 275.5 million, as of August 31, 2024, of which $ 62.8 million will expire over periods ranging from fiscal 2025 to fiscal 2035. The remainder will carry forward indefinitely. Based on estimates of future taxable profits and losses in certain foreign tax jurisdictions, as well as consideration of other factors, we assessed whether a valuation allowance was necessary to reduce specific foreign loss carryforwards to amounts we believe are more likely than not to be realized as of August 31, 2024. If our estimates prove inaccurate, adjustments to the valuation allowances may be required in the future with gains or losses being charged to income in the period such determination is made. Our McPherson refinery's gross state tax credit carryforwards for income tax were approximately $ 115.3 million and $ 116.6 million as of August 31, 2024 and 2023, respectively. The refinery's valuation allowance on Kansas state credits is necessary due to the limited amount of taxable income generated in Kansas by the combined group on an annual basis. Our state tax credits of $ 115.3 million will begin to expire during fiscal 2025. F-22 Table of Contents The reconciliation of the statutory federal income tax rates to the effective tax rates for the years ended August 31, 2024, 2023 and 2022 is as follows: 2024 2023 2022 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal income tax benefit 0.5 1.1 1.1 Patronage earnings ( 12.6 ) ( 13.0 ) ( 13.6 ) Domestic production activities deduction ( 6.8 ) ( 3.2 ) ( 3.2 ) Export activities at rates other than the U.S. statutory rate 1.4 ( 0.2 ) 0.4 Intercompany transfer of business assets — — ( 0.1 ) Increase in unrecognized tax benefits 2.7 — — Valuation allowance ( 0.1 ) — 0.2 Tax credits ( 6.2 ) — — Other ( 0.3 ) ( 0.3 ) 1.5 Effective tax rate ( 0.4 ) % 5.4 % 7.3 % Primary drivers of fiscal 2024 income tax benefit were decreased nonpatronage earnings compared to fiscal 2023, recognition of research and development tax credits and the current Domestic Production Activities Deduction ("DPAD") benefit. Primary drivers of the fiscal 2023 and 2022 income tax expense were increased nonpatronage earnings and other nondeductible items, which were partially offset by the current DPAD benefit. We file income tax returns in the U.S. federal jurisdiction, as well as various state and foreign jurisdictions. Our uncertain tax positions are affected by the tax years that are under audit or remain subject to examination by the relevant taxing authorities. Fiscal years 2017 and 2019 remain subject to examination for certain issues. Reserves are recorded against unrecognized tax benefits when we believe certain fully supportable tax return positions are likely to be challenged and we may or may not prevail. If we determine that a tax position is more likely than not to be sustained upon audit, based on the technical merits of the position, we recognize the benefit by measuring the amount that is greater than 50% likely of being realized. We reevaluate the technical merits of our tax positions and recognize an uncertain tax benefit, or derecognize a previously recorded tax benefit, when there is (i) completion of a tax audit, (ii) effective settlement of an issue, (iii) a change in applicable tax law including a tax case or legislative guidance, or (iv) expiration of the applicable statute of limitations. Significant judgment is required in accounting for tax reserves. A reconciliation of the gross beginning and ending amounts of unrecognized tax benefits for the periods is presented as follows: 2024 2023 2022 (Dollars in thousands) Balance at beginning of period $ 125,853 $ 124,959 $ 122,149 Additions attributable to current year tax positions 2,027 — — Additions attributable to prior year tax positions 32,569 894 2,810 Reductions attributable to prior year tax positions ( 85,513 ) — — Reductions attributable to statute expiration ( 9,821 ) — — Balance at end of period $ 65,115 $ 125,853 $ 124,959 If we were to prevail on all positions taken in relation to uncertain tax positions, $ 65.1 million of the unrecognized tax benefits would ultimately benefit our effective tax rate. It is reasonably possible that the total amount of unrecognized tax benefits could significantly change in the next 12 months. We recognize interest and penalties related to unrecognized tax benefits in our provision for income taxes. We recognized benefits of $ 2.1 million, $ 0.8 million and $ 0.7 million for interest and penalties related to unrecognized tax benefits in our Consolidated Statements of Operations for the years ended August 31, 2024, 2023 and 2022, respectively, and a related $ 6.2 million and $ 3.7 million interest payable on our Consolidated Balance Sheets as of August 31, 2024 and 2023, respectively. F-23 Table of Contents Note 12 Equities Patronage and Equity Redemptions In accordance with our bylaws and by action of the Board of Directors, annual net earnings from patronage sources are distributed to consenting patrons following the close of each fiscal year and are based on amounts using financial statement earnings. The cash portion of the qualified patronage distribution, if any, is determined annually by the Board of Directors, with the balance issued in the form of qualified and/or nonqualified capital equity certificates. Total patronage distributions for fiscal 2024 are estimated to be $ 659.7 million, with the qualified cash portion estimated to be $ 300.0 million, estimated qualified equity distributions of $ 77.3 million and estimated nonqualified equity distributions of $ 282.4 million. The following table presents estimated patronage distributions for the year ending August 31, 2024, and actual patronage distributions for the years ended August 31, 2023, 2022 and 2021: 2025 2024 2023 2022 (Dollars in millions) Patronage distributed in cash $ 300.0 $ 366.0 $ 503.1 $ 51.0 Patronage distributed in equity 359.7 877.3 670.9 235.6 Total patronage distributed $ 659.7 $ 1,243.3 $ 1,174.0 $ 286.6 Annual net earnings from patronage or other sources may be added to the unallocated capital reserve or, upon action by the Board of Directors, may be allocated to members in the form of nonpatronage equity certificates. The Board of Directors authorized, in accordance with our bylaws, that 10 % of the earnings from patronage business for fiscal 2024, 2023 and 2022 be added to our capital reserves. Redemptions of outstanding equity are at the discretion of the Board of Directors. Redemptions of capital equity certificates approved by the Board of Directors are divided into two pools, one for nonindividuals (primarily member cooperatives) who may participate in an annual redemption program for qualified equities held by them and another for individual members who are eligible for equity redemptions at age 70 or upon death. In accordance with authorization from the Board of Directors, we expect total redemptions related to the year ended August 31, 2024, which will be distributed in fiscal 2025, to be approximately $ 300.0 million. This amount is classified as a current liability on our August 31, 2024, Consolidated Balance Sheet. During the years ended August 31, 2024, 2023 and 2022, we redeemed in cash, outstanding owners' equities in accordance with authorization from the Board of Directors, in the amounts of $ 355.9 million, $ 495.8 million and $ 111.8 million, respectively. F-24 Table of Contents Preferred Stock The following is a summary of our outstanding preferred stock as of August 31, 2024, all shares of which are listed on the Global Select Market of The Nasdaq: Nasdaq Symbol Issuance Date Shares Outstanding Redemption Value Net Proceeds (a) Dividend Rate (b) (c) Dividend Payment Frequency Redeemable Beginning (d) (Dollars in millions) 8% Cumulative Redeemable CHSCP (e) 12,272,003 $ 306.8 $ 311.2 8.00 % Quarterly 7/18/2023 Class B Cumulative Redeemable, Series 1 CHSCO (f) 21,459,066 536.5 569.3 7.875 % Quarterly 9/26/2023 Class B Reset Rate Cumulative Redeemable, Series 2 CHSCN 3/11/2014 16,800,000 420.0 406.2 7.10 % Quarterly 3/31/2024 Class B Reset Rate Cumulative Redeemable, Series 3 CHSCM 9/15/2014 19,700,000 492.5 476.7 6.75 % Quarterly 9/30/2024 Class B Cumulative Redeemable, Series 4 CHSCL 1/21/2015 20,700,000 517.5 501.0 7.50 % Quarterly 1/21/2025 (a) Includes patron equities redeemed with preferred stock. (b) The Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 2 accumulated dividends at a rate of 7.10 % per year until March 31, 2024, and subsequently fixed at a rate of 7.10 %, based on the terms of the contract and application of the Adjustable Rate (LIBOR) Act. (c) The Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 3 accumulated dividends at a rate of 6.75 % per year until September 30, 2024, and subsequently fixed at a rate of 6.75 %,based on the terms of the contract and application of the Adjustable Rate (LIBOR) Act. (d) All series of preferred stock are redeemable for cash at our option, in whole or in part, at a per share price equal to the per share liquidation preference of $ 25.00 per share, plus all dividends accumulated and unpaid on that share to and including the date of redemption, beginning on the dates set forth in this column. (e) The 8% Cumulative Redeemable Preferred Stock was issued at various times from 2003 through 2010. (f) Shares of Class B Cumulative Redeemable Preferred Stock, Series 1 were issued on September 26, 2013; August 25, 2014; March 31, 2016; and March 30, 2017. Preferred Stock Dividends We made dividend payments on our preferred stock of $ 168.7 million during each of the years ended August 31, 2024, 2023 and 2022. As of August 31, 2024, the Board of Directors had not authorized the issuance of any preferred shares that were not outstanding. The following is a summary of dividends per share by series of preferred stock for the years ended August 31, 2024 and 2023: Years Ended August 31, Nasdaq Symbol 2024 2023 (Dollars per share) 8% Cumulative Redeemable CHSCP $ 2.00 $ 2.00 Class B Cumulative Redeemable, Series 1 CHSCO 1.97 1.97 Class B Reset Rate Cumulative Redeemable, Series 2 CHSCN 1.78 1.78 Class B Reset Rate Cumulative Redeemable, Series 3 CHSCM 1.69 1.69 Class B Cumulative Redeemable, Series 4 CHSCL 1.88 1.88 F-25 Table of Contents Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive income (loss) by component, for the years ended August 31, 2024, 2023 and 2022 are as follows: Pension and Other Postretirement Benefits Cash Flow Hedges Foreign Currency Translation Adjustment Total (Dollars in thousands) Balance as of August 31, 2021, net of tax $ ( 141,385 ) $ 4,824 $ ( 79,830 ) $ ( 216,391 ) Other comprehensive income (loss), before tax: Amounts before reclassifications ( 52,163 ) ( 2,161 ) ( 15,809 ) ( 70,133 ) Amounts reclassified out 22,240 7,455 — 29,695 Total other comprehensive income (loss), before tax ( 29,923 ) 5,294 ( 15,809 ) ( 40,438 ) Tax effect 2,668 ( 1,275 ) 101 1,494 Other comprehensive income (loss), net of tax ( 27,255 ) 4,019 ( 15,708 ) ( 38,944 ) Balance as of August 31, 2022, net of tax ( 168,640 ) 8,843 ( 95,538 ) ( 255,335 ) Other comprehensive income (loss), before tax: Amounts before reclassifications ( 13,596 ) ( 25,024 ) 1,829 ( 36,791 ) Amounts reclassified out 93 16,044 — 16,137 Total other comprehensive income (loss), before tax ( 13,503 ) ( 8,980 ) 1,829 ( 20,654 ) Tax effect 8,218 2,169 207 10,594 Other comprehensive income (loss), net of tax ( 5,285 ) ( 6,811 ) 2,036 ( 10,060 ) Balance as of August 31, 2023, net of tax ( 173,925 ) 2,032 ( 93,502 ) ( 265,395 ) Other comprehensive income (loss), before tax: Amounts before reclassifications ( 29,445 ) 14,950 ( 10,249 ) ( 24,744 ) Amounts reclassified out 180 ( 15,287 ) 1,227 ( 13,880 ) Total other comprehensive loss, before tax ( 29,265 ) ( 337 ) ( 9,022 ) ( 38,624 ) Tax effect 7,217 82 178 7,477 Other comprehensive loss, net of tax ( 22,048 ) ( 255 ) ( 8,844 ) ( 31,147 ) Balance as of August 31, 2024, net of tax $ ( 195,973 ) $ 1,777 $ ( 102,346 ) $ ( 296,542 ) Amounts reclassified from accumulated other comprehensive income (loss) were related to pension and other postretirement benefits, cash flow hedges and foreign currency translation adjustments. Pension and other postretirement reclassifications include amortization of net actuarial loss, prior service credit and transition amounts and are recorded as cost of goods sold and marketing, general and administrative expenses (see Note 13, Benefit Plans , for further information). As described in Note 15, Derivative Financial Instruments and Hedging Activities , amounts reclassified from accumulated other comprehensive loss for cash flow hedges are recorded in cost of goods sold. Gains or losses on foreign currency translation reclassifications are recorded in other income. Note 13 Benefit Plans We have various pension and other defined benefits as well as defined contribution plans in which substantially all employees may participate. We also have nonqualified supplemental executive and Board retirement plans. We provide defined life insurance and health care benefits for certain retired employees and Board of Directors participants. The plan is contributory based on years of service and family status, with retiree contributions adjusted annually. F-26 Table of Contents Financial information on changes in projected benefit obligation, plan assets funded and balance sheet status as of August 31, 2024 and 2023, is as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits 2024 2023 2024 2023 2024 2023 (Dollars in thousands) Change in benefit obligation: Projected benefit obligation at beginning of period $ 708,511 $ 759,173 $ 20,980 $ 18,257 $ 22,572 $ 24,524 Service cost 37,391 38,579 1,968 1,840 650 670 Interest cost 35,928 30,588 1,043 741 1,144 1,035 Actuarial loss (gain): Experience study and mortality updates 2,988 2,573 244 159 — — Other demographic experience* 18,647 5,181 3,217 1,999 1,465 ( 553 ) Discount rate change 21,372 ( 45,216 ) 626 ( 876 ) 681 ( 1,312 ) Plan amendments 223 490 — — — — Benefits paid ( 64,297 ) ( 82,857 ) ( 1,635 ) ( 1,140 ) ( 1,725 ) ( 1,792 ) Projected benefit obligation at end of period $ 760,763 $ 708,511 $ 26,443 $ 20,980 $ 24,787 $ 22,572 Change in plan assets: Fair value of plan assets at beginning of period $ 736,150 $ 787,422 $ — $ — $ — $ — Actual (loss) gain on plan assets 67,559 ( 8,415 ) — — — — Company contributions 42,000 40,000 1,635 1,140 1,725 1,792 Benefits paid ( 64,297 ) ( 82,857 ) ( 1,635 ) ( 1,140 ) ( 1,725 ) ( 1,792 ) Fair value of plan assets at end of period $ 781,412 $ 736,150 $ — $ — $ — $ — Funded status at end of period $ 20,649 $ 27,639 $ ( 26,443 ) $ ( 20,980 ) $ ( 24,787 ) $ ( 22,572 ) Amounts recognized on balance sheet: Noncurrent assets $ 20,649 $ 27,639 $ — $ — $ — $ — Accrued benefit cost: Current liabilities — — ( 3,950 ) ( 2,880 ) ( 2,080 ) ( 2,170 ) Noncurrent liabilities — — ( 22,493 ) ( 18,100 ) ( 22,707 ) ( 20,402 ) Ending balance $ 20,649 $ 27,639 $ ( 26,443 ) $ ( 20,980 ) $ ( 24,787 ) $ ( 22,572 ) Amounts recognized in accumulated other comprehensive loss (pretax): Prior service cost (credit) $ 1,216 $ 1,172 $ ( 47 ) $ ( 160 ) $ ( 935 ) $ ( 1,380 ) Net loss (gain) 269,122 247,609 8,001 4,294 ( 14,335 ) ( 18,096 ) Ending balance $ 270,338 $ 248,781 $ 7,954 $ 4,134 $ ( 15,270 ) $ ( 19,476 ) * Other demographic experience is comprised of all demographic experience different than anticipated, including terminations, retirements, deaths, pay, etc. The accumulated benefit obligation of the qualified pension plans was $ 727.9 million and $ 678.4 million as of August 31, 2024 and 2023, respectively. The accumulated benefit obligation of the nonqualified pension plans was $ 26.2 million and $ 20.9 million as of August 31, 2024 and 2023, respectively. F-27 Table of Contents Information for the pension plans with an accumulated benefit obligation in excess of plan assets is set forth below: Years Ended August 31, 2024 2023 (Dollars in thousands) Projected benefit obligation $ 26,443 $ 20,980 Accumulated benefit obligation 26,173 20,908 Components of net periodic benefit costs for the years ended August 31, 2024, 2023 and 2022, are as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits 2024 2023 2022 2024 2023 2022 2024 2023 2022 (Dollars in thousands) Components of net periodic benefit costs: Service cost $ 37,391 $ 38,579 $ 46,275 $ 1,968 $ 1,840 $ 926 $ 650 $ 670 $ 996 Interest cost 35,928 30,588 17,167 1,043 741 281 1,144 1,035 503 Expected return on assets ( 47,860 ) ( 43,129 ) ( 43,958 ) — — — — — — Prior service cost (credit) amortization 178 149 174 ( 114 ) ( 114 ) ( 114 ) ( 445 ) ( 445 ) ( 445 ) Actuarial loss (gain) amortization 1,796 1,872 23,406 380 245 478 ( 1,616 ) ( 1,615 ) ( 1,259 ) Net periodic benefit cost (benefit) $ 27,433 $ 28,059 $ 43,064 $ 3,277 $ 2,712 $ 1,571 $ ( 267 ) $ ( 355 ) $ ( 205 ) Components of net periodic benefit costs and amounts recognized in other comprehensive loss (income) for the years ended August 31, 2024, 2023 and 2022, are as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits 2024 2023 2022 2024 2023 2022 2024 2023 2022 (Dollars in thousands) Other comprehensive loss (income): Prior service cost $ 223 $ 490 $ 132 $ — $ — $ — $ — $ — $ — Net actuarial loss (gain) 23,309 14,082 59,020 4,087 1,282 ( 1,537 ) 2,145 ( 1,865 ) ( 4,243 ) Amortization of actuarial (gain) loss ( 1,796 ) ( 1,872 ) ( 23,406 ) ( 380 ) ( 245 ) ( 478 ) 1,616 1,615 1,259 Amortization of prior service (credit) costs ( 178 ) ( 149 ) ( 174 ) 114 114 114 445 445 445 Settlement of retiree obligations (a) — — — — — ( 307 ) — — — Total recognized in other comprehensive loss (income) $ 21,558 $ 12,551 $ 35,572 $ 3,821 $ 1,151 $ ( 2,208 ) $ 4,206 $ 195 $ ( 2,539 ) (a) Reflects amounts reclassified from accumulated other comprehensive loss (income) to net earnings . E stimated amortization in fiscal 2025 from accumulated other comprehensive loss into net periodic benefit cost is as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits (Dollars in thousands) Amortization of prior service costs (credit) $ 199 $ ( 47 ) $ ( 445 ) Amortization of actuarial loss (gain) 12,815 799 ( 1,192 ) F-28 Table of Contents Plan assumptions for the years ended August 31, 2024, 2023 and 2022, are as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits 2024 2023 2022 2024 2023 2022 2024 2023 2022 Weighted-average assumptions to determine the net periodic benefit cost: Interest credit rate 4.80 % 4.65 % 4.65 % 4.80 % 4.65 % 4.65 % N/A N/A N/A Discount rate 5.38 % 4.69 % 2.80 % 5.22 % 4.48 % 2.04 % 5.33 % 4.64 % 2.57 % Expected return on plan assets 5.64 % 4.88 % 4.88 % N/A N/A N/A N/A N/A N/A Rate of compensation increase 4.98 % 4.93 % 4.79 % 4.98 % 4.93 % 4.79 % N/A N/A N/A Weighted-average assumptions to determine the benefit obligations: Interest credit rate 4.68 % 4.80 % 4.65 % 4.68 % 4.80 % 4.65 % N/A N/A N/A Discount rate 5.09 % 5.38 % 4.69 % 4.78 % 5.23 % 4.49 % 5.01 % 5.33 % 4.64 % Rate of compensation increase 4.98 % 4.98 % 4.93 % 4.98 % 4.98 % 4.93 % N/A N/A N/A A significant assumption for pension costs and obligations is the discount rate. We use a full-yield curve approach by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. The discount rate reflects the rate at which the associated benefits could be effectively settled as of the measurement date. In estimating this rate, we look at rates of return on fixed-income investments of similar duration to the liabilities in the plans that receive high investment-grade ratings by recognized ratings agencies. An annual analysis of the risk versus the return of the investment portfolio is conducted to justify the expected long-term rate of return assumption. We generally use long-term historical return information for the targeted asset mix identified in asset and liability studies. Adjustments are made to the expected long-term rate of return assumption when deemed necessary, based upon revised expectations of future investment performance of the overall investment markets. For measurement purposes, an 8.7 % annual rate of increase in the per capita cost of covered health care benefits was assumed for the year ended August 31, 2024. The rate was assumed to decrease gradually to 4.5 % by 2034 and remain at that level thereafter. Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in the assumed health care cost trend rates would have the following effects: 1% Increase 1% Decrease (Dollars in thousands) Effect on total of service and interest cost components $ 190 $ 160 Effect on postretirement benefit obligation 1,600 1,400 Contributions depend primarily on market returns on the pension plan assets and minimum funding level requirements. During fiscal 2024, we made a discretionary contribution of $ 42.0 million to the pension plans. Based on the funded status of the qualified pension plans as of August 31, 2024, we do not currently believe we will be required to contribute to these plans in fiscal 2025, although we may voluntarily elect to do so. We expect to pay $ 6.0 million to participants of the nonqualified pension and postretirement benefit plans during fiscal 2025. Our retiree benefit payments, which reflect expected future service, are anticipated to be paid as follows: Qualified Pension Benefits Nonqualified Pension Benefits Other Benefits (Dollars in thousands) 2025 $ 69,800 $ 3,950 $ 2,080 2026 72,100 4,080 2,020 2027 73,200 3,870 1,990 2028 75,900 3,560 1,870 2029 78,600 3,330 1,780 2030-2034 366,500 14,350 8,690 F-29 Table of Contents We have trusts that hold the assets for the defined benefit plans. CHS has a qualified plan committee that sets investment guidelines with the assistance of external consultants. Investment objectives for the plans' assets are as follows: • Optimize the long-term returns on plan assets at an acceptable level of risk; • Maintain broad diversification across asset classes and among investment managers; and • Focus on long-term return objectives. Asset allocation targets promote optimal expected return and volatility characteristics given the long-term time horizon for fulfilling the obligations of the pension plans. The investment portfolio contains a diversified portfolio of investment categories, including equities, fixed-income securities and real estate. Securities are also diversified in terms of domestic and international securities, short- and long-term securities, growth and value equities, large and small cap stocks, as well as active and passive management styles. Our pension plans' investment policy strategy is such that liabilities match assets. This is being accomplished through the asset portfolio mix by reducing volatility and de-risking the plans. The plans' target allocation percentages range between 45 % and 80 % for fixed income securities and range between 20 % and 55 % for equity securities. The qualified plan committee believes that with prudent risk tolerance and asset diversification, the plans should be able to meet pension obligations in the future. Our pension plans' recurring fair value measurements by asset category as of August 31, 2024 and 2023, are presented in the tables below: 2024 Level 1 Level 2 Level 3 Total (Dollars in thousands) Cash and cash equivalents $ 12,416 $ — $ — $ 12,416 Equities: Common/collective trust at net asset value (1) — — — 156,462 Fixed income securities: Other investments 31,298 93,763 — 125,061 Common/collective trust at net asset value (1) — — — 464,611 Partnership and joint venture interests measured at net asset value (1) — — — 22,862 Total $ 43,714 $ 93,763 $ — $ 781,412 2023 Level 1 Level 2 Level 3 Total (Dollars in thousands) Cash and cash equivalents $ 12,505 $ — $ — $ 12,505 Equities: Common/collective trust at net asset value (1) — — — 127,225 Fixed income securities: Other investments 25,143 86,315 — 111,458 Common/collective trust at net asset value (1) — — — 425,180 Partnership and joint venture interests measured at net asset value (1) — — — 59,782 Total $ 37,648 $ 86,315 $ — $ 736,150 (1) In accordance with ASC Topic 820-10, Fair Value Measurement, certain assets that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the tables above are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the "Financial information on changes in projected benefit obligation, plan assets funded and balance sheet status" table above. Definitions for valuation levels are found in Note 16, Fair Value Measurements . We use the following valuation methodologies for assets measured at fair value: Common/collective trusts. Common/collective trusts primarily consist of equity and fixed income funds and are valued using other significant observable inputs, including quoted prices for similar investments, interest rates, prepayment speeds, F-30 Table of Contents credit risks, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the trust, etc. Common/collective trust investments can be redeemed daily and without restriction. Redemption of the entire investment balance generally requires a 45- to 60-day notice period. The equity funds provide exposure to large-, mid- and small-cap U.S. equities, international large- and small-cap equities and emerging market equities. The fixed income funds provide exposure to U.S., international and emerging market debt securities. Other investments. Other investments are comprised primarily of investments in U.S. Treasury securities which are valued using quoted market prices and classified within Level 1, as well as various government agency obligations and corporate, foreign government and municipal issue fixed income marketable securities which are valued using institutional bond or broker quotes along with various other market and industry inputs and classified within Level 2. Partnership and joint venture interests. The net asset value of shares held by the plan at year-end is used to value these assets as a practical expedient for fair value. The net asset value is based on the fair value of the underlying assets owned by the trust, minus its liabilities, then divided by the number of units outstanding. Redemptions of these interests generally require a 45- to 60-day notice period. During fiscal 2024 we ceased our participation in the Co-op Retirement Plan, which is a defined benefit plan constituting a multiple employer plan under the Internal Revenue Code of 1986, as amended, and a multiemployer plan under the accounting standards. We have other contributory defined contribution plans covering substantially all employees. Total contributions by us to these plans were $ 43.5 million, $ 38.7 million and $ 35.0 million, for the years ended August 31, 2024, 2023 and 2022, respectively. Note 14 Segment Reporting We are an integrated agricultural cooperative, providing grain, food, agronomy and energy resources to businesses and consumers on a global basis. We provide a wide variety of products and services, from initial agricultural inputs such as fuels, farm supplies, crop nutrients and crop protection products, to agricultural outputs that include grain and oilseed, processed grain and oilseed, renewable fuels and food products. We define our operating segments in accordance with ASC Topic 280, Segment Reporting , to reflect the manner in which our chief operating decision maker, our Chief Executive Officer, evaluates performance and allocates resources in managing the business. We have aggregated those operating segments into three reportable segments: Energy, Ag and Nitrogen Production. Our Energy segment produces and provides primarily for the wholesale distribution of petroleum products and transportation of those products. Our Ag segment purchases and further processes or resells grain and oilseed originated by our ag retail (formerly referred to as country operations) business, by our member cooperatives and by third parties; serves as a wholesaler and retailer of crop inputs; and produces and markets ethanol. Our Nitrogen Production segment consists of our equity method investment in CF Nitrogen that records earnings and allocated expenses but not revenues. Our supply agreement with CF Nitrogen entitles us to purchase up to a specified quantity of granular urea and UAN annually from CF Nitrogen. Corporate and Other represents our financing and hedging businesses, which primarily consists of a U.S. Commodity Futures Trading Commission-regulated futures commission merchant ("FCM") for commodities hedging and financial services related to crop production. Our nonconsolidated investments in Ventura Foods and Ardent Mills, LLC ("Ardent Mills") are also included in our Corporate and Other category. Corporate administrative expenses and interest are allocated to each reportable segment and Corporate and Other, based on direct use of services, such as information technology and legal, and other factors or considerations relevant to the costs incurred. Many of our business activities are highly seasonal and our operating results vary throughout the year. Our revenues and IBIT generally trend lower during the second fiscal quarter and increase in the third fiscal quarter. For example, in our Ag segment, our ag retail business generally experiences higher volumes and revenues during the fall harvest and spring planting seasons, which generally correspond to our first and third fiscal quarters, respectively. Additionally, our agronomy business generally experiences higher volumes and revenues during the spring planting season. Our global grain and processing operations are subject to fluctuations in volume and revenues based on producer harvests, world grain prices, demand and international trade relationships. Our Energy segment generally experiences higher volumes and revenues in certain operating areas, such as refined products, in the spring, summer and early fall when gasoline and diesel fuel use by agricultural producers is highest and is subject to global supply and demand forces. Other energy products, such as propane, generally experience higher volumes and revenues during the winter heating and fall crop-drying seasons. F-31 Table of Contents Our revenues, assets and cash flows can be significantly affected by global market prices for commodities such as petroleum products, natural gas, grain, oilseed, crop nutrients and flour. Changes in market prices for commodities that we purchase without a corresponding change in the selling prices of those products can affect revenues and operating earnings. Commodity prices are affected by a wide range of factors beyond our control, including weather, crop damage due to plant disease or insects, drought, availability and adequacy of supply, availability of reliable rail and river transportation networks, outbreaks of disease, government regulations and policies, global trade disputes, wars and civil unrest, and general political and economic conditions. While our revenues and operating results are derived primarily from businesses and operations that are wholly-owned or subsidiaries and limited liability companies in which we have a controlling interest, a portion of our business operations are conducted through companies in which we hold ownership interests of 50% or less or do not control the operations. We account for these investments primarily using the equity method of accounting, wherein we record our proportionate share of income or loss reported by the entity as equity income from investments, without consolidating the revenues and expenses of the entity in our Consolidated Statements of Operations. In our Ag segment, this includes our 50 % interest in TEMCO, LLC ("TEMCO") and our 50 % interest in Producer Ag, LLC ("Producer Ag"). In our Nitrogen Production segment, this consists of our approximate 8.4 % membership interest (based on product tons) in CF Nitrogen. In Corporate and Other, this principally includes our 50 % ownership in Ventura Foods and our 12 % ownership in Ardent Mills. See Note 6, Investments , for more information related to our equity method investments. Reconciling amounts represent the elimination of revenues between segments. Such transactions are executed at market prices to more accurately evaluate the profitability of the individual business segments. F-32 Table of Contents Segment information for the years ended August 31, 2024, 2023 and 2022, is presented in the tables below. Energy Ag Nitrogen Production Corporate and Other Reconciling Amounts Total Year ended August 31, 2024 (Dollars in thousands) Revenues, including intersegment revenues $ 9,339,079 $ 30,432,758 $ — $ 94,113 $ ( 604,721 ) $ 39,261,229 Intersegment revenues ( 572,584 ) ( 15,899 ) — ( 16,238 ) 604,721 — Revenues, net of intersegment revenues $ 8,766,495 $ 30,416,859 $ — $ 77,875 $ — $ 39,261,229 Operating earnings (loss) 403,854 241,327 ( 71,530 ) 10,707 — 584,358 Interest expense ( 16,773 ) 61,982 61,942 22,027 ( 25,114 ) 104,064 Other income ( 11,283 ) ( 98,142 ) ( 9,176 ) ( 44,143 ) 25,114 ( 137,630 ) Equity (income) losses from investments 2,857 ( 65,190 ) ( 275,531 ) ( 141,999 ) — ( 479,863 ) Income before income taxes $ 429,053 $ 342,677 $ 151,235 $ 174,822 $ — $ 1,097,787 Capital expenditures $ 204,151 $ 426,291 $ — $ 178,321 $ — $ 808,763 Depreciation and amortization $ 255,795 $ 178,400 $ — $ 47,529 $ — $ 481,724 Total assets as of August 31, 2024 $ 4,262,974 $ 7,279,846 $ 2,544,530 $ 4,627,725 $ — $ 18,715,075 Energy Ag Nitrogen Production Corporate and Other Reconciling Amounts Total Year ended August 31, 2023 (Dollars in thousands) Revenues, including intersegment revenues $ 10,761,503 $ 35,456,969 $ — $ 82,107 $ ( 710,575 ) $ 45,590,004 Intersegment revenues ( 664,590 ) ( 31,765 ) — ( 14,220 ) 710,575 — Revenues, net of intersegment revenues $ 10,096,913 $ 35,425,204 $ — $ 67,887 $ — $ 45,590,004 Operating earnings (loss) 1,071,492 346,137 ( 73,828 ) ( 301 ) — 1,343,500 Interest expense 7,672 71,115 60,090 31,487 ( 32,922 ) 137,442 Other income ( 19,456 ) ( 88,061 ) — ( 37,536 ) 32,922 ( 112,131 ) Equity (income) losses from investments 7,833 ( 48,725 ) ( 394,678 ) ( 254,020 ) — ( 689,590 ) Income before income taxes $ 1,075,443 $ 411,808 $ 260,760 $ 259,768 $ — $ 2,007,779 Capital expenditures $ 204,003 $ 308,690 $ — $ 51,829 $ — $ 564,522 Depreciation and amortization $ 254,115 $ 166,982 $ — $ 43,518 $ — $ 464,615 Total assets as of August 31, 2023 $ 4,313,240 $ 7,095,283 $ 2,577,391 $ 4,971,504 $ — $ 18,957,418 Energy Ag Nitrogen Production Corporate and Other Reconciling Amounts Total Year ended August 31, 2022 (Dollars in thousands) Revenues, including intersegment revenues $ 10,964,304 $ 37,489,203 $ — $ 45,278 $ ( 707,119 ) $ 47,791,666 Intersegment revenues ( 669,530 ) ( 28,992 ) — ( 8,597 ) 707,119 — Revenues, net of intersegment revenues $ 10,294,774 $ 37,460,211 $ — $ 36,681 $ — $ 47,791,666 Operating earnings (loss) 633,832 588,070 ( 55,600 ) ( 37,216 ) — 1,129,086 Interest expense 6,768 59,118 48,110 5,105 ( 4,945 ) 114,156 Other (income) expense ( 3,474 ) ( 46,277 ) 11,487 9,559 4,945 ( 23,760 ) Equity (income) losses from investments 13,987 ( 82,357 ) ( 593,182 ) ( 109,775 ) — ( 771,327 ) Income before income taxes $ 616,551 $ 657,586 $ 477,985 $ 57,895 $ — $ 1,810,017 Capital expenditures $ 116,136 $ 203,851 $ — $ 34,457 $ — $ 354,444 Depreciation and amortization $ 250,972 $ 173,488 $ — $ 37,512 $ — $ 461,972 F-33 Table of Contents We have international sales, which are predominantly in our Ag segment. The following table presents our sales, based on the geographic location of the subsidiary making the sale, for the years ended August 31, 2024, 2023 and 2022: 2024 2023 2022 (Dollars in thousands) North America (a) $ 36,876,847 $ 43,376,177 $ 45,039,981 South America 515,177 378,021 371,493 Europe, Middle East and Africa (EMEA) 693,454 930,052 1,093,974 Asia Pacific (APAC) 1,175,751 905,754 1,286,218 Total $ 39,261,229 $ 45,590,004 $ 47,791,666 (a) Revenues in North America are substantially all attributed to revenues from the United States. Tangible long-lived assets include our property, plant and equipment, finance lease assets and capitalized major maintenance costs. The following table presents tangible long-lived assets by geographical region based on physical location: 2024 2023 (Dollars in thousands) United States $ 5,330,168 $ 5,088,366 International 70,306 70,384 Total $ 5,400,474 $ 5,158,750 Note 15 Derivative Financial Instruments and Hedging Activities We enter into various derivative instruments to manage our exposure to movements primarily associated with agricultural and energy commodity prices and, to a lesser degree, foreign currency exchange rates and interest rates. Except for certain cash-settled swaps related to future crude oil purchases and refined product sales, which are accounted for as cash flow hedges, our derivative instruments represent economic hedges of price risk for which hedge accounting under ASC Topic 815 is not applied. Rather, the derivative instruments are recorded on our Consolidated Balance Sheets at fair value with changes in fair value being recorded directly to earnings, primarily within cost of goods sold in our Consolidated Statements of Operations. See Note 16, Fair Value Measurements, for additional information. The majority of our exchange traded agricultural commodity futures are settled daily through CHS Hedging, LLC, our wholly-owned FCM. Derivatives Not Designated as Hedging Instruments The following tables present the gross fair values of derivative assets, derivative liabilities and related margin deposits (cash collateral) recorded on our Consolidated Balance Sheets, along with related amounts permitted to be offset in accordance with U.S. GAAP. Although we have certain netting arrangements for our exchange-traded futures and options contracts and certain OTC contracts, we have elected to report our derivative instruments on a gross basis on our Consolidated Balance Sheets under ASC Topic 210-20, Balance Sheet - Offsetting . August 31, 2024 Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting Gross Amounts Recognized Cash Collateral Derivative Instruments Net Amounts (Dollars in thousands) Derivative assets Commodity derivatives $ 165,709 $ — $ 2,522 $ 163,187 Foreign exchange derivatives 9,029 — 7,100 1,929 Total $ 174,738 $ — $ 9,622 $ 165,116 Derivative liabilities Commodity derivatives $ 221,803 $ 1,601 $ 2,522 $ 217,680 Foreign exchange derivatives 24,476 — 7,100 17,376 Total $ 246,279 $ 1,601 $ 9,622 $ 235,056 F-34 Table of Contents August 31, 2023 Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting Gross Amounts Recognized Cash Collateral Derivative Instruments Net Amounts (Dollars in thousands) Derivative assets Commodity derivatives $ 280,440 $ — $ 4,866 $ 275,574 Foreign exchange derivatives 32,402 — 12,330 20,072 Total $ 312,842 $ — $ 17,196 $ 295,646 Derivative liabilities Commodity derivatives $ 349,131 $ 1,505 $ 4,866 $ 342,760 Foreign exchange derivatives 13,799 — 12,330 1,469 Total $ 362,930 $ 1,505 $ 17,196 $ 344,229 Derivative assets and liabilities with maturities of less than 12 months are recorded in other current assets and other current liabilities, respectively, on our Consolidated Balance Sheets. Derivative assets and liabilities with maturities greater than 12 months are recorded in other assets and other liabilities, respectively, on our Consolidated Balance Sheets. The amount of long-term derivative assets recorded on our Consolidated Balance Sheets as of August 31, 2024 and 2023, was $ 2.9 million and $ 1.1 million, respectively. The amount of long-term derivative liabilities recorded on our Consolidated Balance Sheets as of August 31, 2024 and 2023, was $ 6.0 million and $ 12.6 million, respectively. The following table sets forth the pretax (losses) gains on derivatives not accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the years ended August 31, 2024, 2023 and 2022: Derivative Type Location of (Loss) Gain 2024 2023 2022 (Dollars in thousands) Commodity derivatives Cost of goods sold $ 5,380 $ ( 360,937 ) $ ( 568,877 ) Foreign exchange derivatives Cost of goods sold ( 31,874 ) ( 30,898 ) 9,587 Foreign exchange derivatives Marketing, general and administrative expenses ( 2,897 ) ( 530 ) 577 Other derivatives Other income — — 2,057 Total $ ( 29,391 ) $ ( 392,365 ) $ ( 556,656 ) Commodity Contracts When we enter into a commodity purchase or sales commitment, we incur risks related to price changes and performance, including delivery, quality, quantity and shipment period. In the event that market prices decrease, we are exposed to risk of loss for the market value of inventory and purchase contracts with fixed or partially fixed prices. Conversely, we are exposed to risk of loss on our fixed- or partially fixed-price sales contracts in the event that market prices increase. Our use of hedging reduces exposure to price volatility by protecting against adverse short-term price movements but also limits the benefits of favorable short-term price movements. To reduce the price risk associated with fixed-price commitments, we generally enter into commodity derivative contracts, to the extent practical, to achieve a net commodity position within the formal position limits we have established and deemed prudent for each commodity. These contracts are primarily transacted through our FCM on regulated commodity futures exchanges, but may include OTC derivative instruments when deemed appropriate. These contracts are recorded at fair values based on quotes listed on regulated commodity exchanges or the market prices of the underlying products listed on the exchanges, except that certain contracts are accounted for as normal purchase and normal sales transactions. For commodities where there is no liquid derivative contract, risk is managed through the use of forward sales contracts, other pricing arrangements and, to some extent, futures contracts in highly correlated commodities. These contracts are economic hedges of price risk, but are not designated as hedging instruments for accounting purposes. Unrealized gains and losses on these contracts are recognized in cost of goods sold in our Consolidated Statements of Operations. When a futures position is established, initial margin must be deposited with the applicable exchange or broker. The amount of margin required varies by commodity and is set by the applicable exchange at its sole discretion. If the market price F-35 Table of Contents relative to a short futures position increases, an additional margin deposit would be required. Similarly, a margin deposit would be required if the market price relative to a long futures position decreases. Conversely, if the market price increases relative to a long futures position or decreases relative to a short futures position, margin deposits may be returned by the applicable exchange or broker. Our policy is to manage our commodity price risk exposure according to internal policies and in alignment with our tolerance for risk. It is our policy that our profitability should come from operations, primarily derived from margins on products sold and grain merchandised, not from hedging transactions. At any one time, inventory and purchase contracts for delivery to us may be substantial. We have risk management policies and procedures that include established net physical position limits. These limits are defined for each commodity and business unit, and business units may include both trader and management limits as appropriate. The limits policy is overseen at a high level by our corporate middle office and compliance team, with day-to-day monitoring procedures being implemented within each individual business unit to ensure any limits overage is explained and exposures reduced, or a temporary limit increase is established if needed. The position limits are reviewed at least annually with our senior leadership and Board of Directors. We monitor current market conditions and may expand or reduce our net position limits or procedures in response to changes in those conditions. The use of hedging instruments does not protect against nonperformance by counterparties to cash contracts. We evaluate counterparty exposure by reviewing contracts and adjusting the values to reflect potential nonperformance. Risk of nonperformance by counterparties includes the inability to perform because of a counterparty's financial condition and the risk that the counterparty will refuse to perform on a contract during periods of price fluctuations where contract prices are significantly different from the current market prices. We manage these risks by entering into fixed-price purchase and sales contracts with preapproved producers and by establishing appropriate limits for individual suppliers. Fixed-price contracts are entered into with customers of acceptable creditworthiness, as internally evaluated. Regarding our use of derivatives, we transact in exchange traded instruments or enter into over-the-counter derivatives that primarily clear through our FCM, which limits our counterparty exposure relative to hedging activities. Historically, we have not experienced significant events of nonperformance on open contracts. Accordingly, we only adjust the estimated fair values of specifically identified contracts for nonperformance. Although we have established policies and procedures, we make no assurances that historical nonperformance experience will carry forward to future periods. As of August 31, 2024 and 2023, we had outstanding commodity futures and options contracts that were used as economic hedges, as well as fixed-price forward contracts related to physical purchases and sales of commodities. The table below presents the notional volumes for all outstanding commodity contracts: 2024 2023 Derivative Type Long Short Long Short (Units in thousands) Grain and oilseed (bushels) 385,426 517,883 506,654 630,803 Energy products (barrels) 8,438 5,014 11,839 8,085 Processed grain and oilseed (tons) 3,600 6,193 7,380 9,437 Crop nutrients (tons) 73 14 70 10 Ocean freight (metric tons) — — 40 — Natural gas (MMBtu) 2,350 500 460 — Foreign Exchange Contracts We conduct a substantial portion of our business in U.S. dollars, but we are exposed to risks relating to foreign currency fluctuations primarily due to global grain marketing transactions in South America, the Asia Pacific region and Europe, and purchases of products from Canada. We use foreign currency derivative instruments to mitigate the impact of exchange rate fluctuations. Although CHS has some risk exposure relating to foreign currency transactions, a larger impact with exchange rate fluctuations is the ability of foreign buyers to purchase U.S. agricultural products and the competitiveness of U.S. agricultural products compared to the same products offered by alternative sources of world supply. The notional amount of our foreign exchange derivative contracts was $ 1.5 billion and $ 1.9 billion as of August 31, 2024 and 2023. F-36 Table of Contents Derivatives Designated as Cash Flow Hedging Strategies Certain pay-fixed, receive-variable, cash-settled swaps are designated as cash flow hedges of future crude oil purchases in our Energy segment. We also designate certain pay-variable, receive-fixed, cash-settled swaps as cash flow hedges of future refined energy product sales. These hedging instruments and the related hedged items are exposed to significant market price risk and potential volatility. As part of our risk management strategy, we look to hedge a portion of our expected future crude oil needs and the resulting refined product output based on prevailing futures prices, management's expectations about future commodity price changes and our risk appetite. We may also elect to dedesignate certain derivative instruments previously designated as cash flow hedges as part of our risk management strategy. Amounts recorded in other comprehensive income for these dedesignated derivative instruments remain in other comprehensive income and are recognized in earnings in the period in which the underlying transactions affect earnings. As of August 31, 2024 and 2023, the aggregate notional amount of cash flow hedges was 5.5 million and 4.1 million barrels, respectively. The following table presents the fair value of our commodity derivative instruments designated as cash flow hedges and the line items on our Consolidated Balance Sheets in which they are recorded as of August 31, 2024 and 2023: Derivative Assets Derivative Liabilities Balance Sheet Location 2024 2023 Balance Sheet Location 2024 2023 (Dollars in thousands) (Dollars in thousands) Other current assets $ 5,226 $ 8,395 Other current liabilities $ 2,781 $ 5,345 The following table presents the pretax losses recorded in other comprehensive income relating to cash flow hedges for the years ended August 31, 2024, 2023 and 2022: 2024 2023 2022 (Dollars in thousands) Commodity derivatives $ ( 605 ) $ ( 12,285 ) $ ( 2,071 ) The following table presents the pretax gains (losses) relating to our existing cash flow hedges that were reclassified from accumulated other comprehensive loss into our Consolidated Statements of Operations for the years ended August 31, 2024, 2023 and 2022: Location of Gain (Loss) 2024 2023 2022 (Dollars in thousands) Commodity derivatives Cost of goods sold $ 16,454 $ ( 14,853 ) $ ( 6,254 ) Note 16 Fair Value Measurements ASC Topic 820, Fair Value Measurement, defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. We determine fair values of derivative instruments and certain other assets, based on the fair value hierarchy established in ASC Topic 820, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. ASC Topic 820 describes three levels within its hierarchy that may be used to measure fair value, and our assessment of relevant instruments within those levels is as follows: Level 1. Values are based on unadjusted quoted prices in active markets for identical assets or liabilities. These assets and liabilities may include exchange-traded derivative instruments, rabbi trust investments, segregated investments and marketable securities. Level 2. Values are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. These assets and liabilities include interest rate, foreign exchange and commodity swaps; forward commodity contracts with a fixed-price component; and other OTC derivatives whose values are determined with inputs that are based on exchange traded prices, adjusted for location-specific F-37 Table of Contents inputs that are primarily observable in the market or can be derived principally from, or corroborated by, observable market data. Level 3. Values are generated from unobservable inputs that are supported by little or no market activity and that are a significant component of the fair value of the assets or liabilities. These unobservable inputs would reflect our own estimates of assumptions that market participants would use in pricing related assets or liabilities. Valuation techniques might include the use of pricing models, discounted cash flow models or similar techniques. The following tables present assets and liabilities, included on our Consolidated Balance Sheets, that are recognized at fair value on a recurring basis and indicate the fair value hierarchy utilized to determine these fair values. Assets and liabilities are classified in their entirety based on the lowest level of input that is a significant component of the fair value measurement. The lowest level of input is considered Level 3. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the classification of fair value assets and liabilities within the fair value hierarchy levels. Recurring fair value measurements as of August 31, 2024 and 2023, are as follows: 2024 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (Dollars in thousands) Assets Commodity derivatives $ 2,454 $ 168,481 $ — $ 170,935 Foreign currency derivatives — 9,029 — 9,029 Segregated investments and marketable securities 15,069 136,258 — 151,327 Time deposits — 500,921 — 500,921 Other assets 83,008 — — 83,008 Total $ 100,531 $ 814,689 $ — $ 915,220 Liabilities Commodity derivatives $ 1,641 $ 222,943 $ — $ 224,584 Foreign currency derivatives — 24,476 — 24,476 Total $ 1,641 $ 247,419 $ — $ 249,060 2023 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (Dollars in thousands) Assets Commodity derivatives $ 5,344 $ 283,491 $ — $ 288,835 Foreign currency derivatives — 32,402 — 32,402 Segregated investments and marketable securities 225,715 — — 225,715 Other assets 89,592 — — 89,592 Total $ 320,651 $ 315,893 $ — $ 636,544 Liabilities Commodity derivatives $ 7,501 $ 346,975 $ — $ 354,476 Foreign currency derivatives — 13,799 — 13,799 Total $ 7,501 $ 360,774 $ — $ 368,275 F-38 Table of Contents Commodity and foreign currency derivatives. Exchange-traded futures and options contracts are valued based on unadjusted quoted prices in active markets and are classified within Level 1. Our forward commodity purchase and sales contracts with fixed-price components, select ocean freight contracts and other OTC derivatives are determined using inputs that are generally based on exchange-traded prices and/or recent market bids and offers, including location-specific adjustments, and are classified within Level 2. Location-specific inputs are driven by local market supply and demand and are generally based on broker or dealer quotations or market transactions in either listed or OTC markets. Changes in the fair values of these contracts are recognized in our Consolidated Statements of Operations as a component of cost of goods sold. Segregated investments and marketable securities, time deposits and other assets. Our segregated investments and marketable securities and other assets are comprised primarily of investments in U.S. Treasury securities, money market funds, various government agencies, time deposits and rabbi trust assets. U.S. Treasury securities and money market funds are valued using quoted market prices and classified within Level 1. Investments in various government agency obligations, time deposits and rabbit trust assets are valued using quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and classified within Level 2. Note 17 Commitments and Contingencies Environmental We are required to comply with various environmental laws and regulations incidental to our normal business operations. To meet our compliance requirements, we establish reserves for future costs of remediation associated with identified issues that are both probable and can be reasonably estimated. Estimates of environmental costs are based on current available facts, existing technology, undiscounted site-specific costs and currently enacted laws and regulations and are included in cost of goods sold and marketing, general and administrative expenses in our Consolidated Statements of Operations. Recoveries, if any, are recorded in the period in which recovery is received. Liabilities are monitored and adjusted as new facts or changes in law or technology occur. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we currently believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year. Other Litigation and Claims We are involved as a defendant in various lawsuits, claims and disputes, which are in the normal course of our business. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we currently believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year. Guarantees We are a guarantor for lines of credit and performance obligations of related, nonconsolidated companies. Our bank covenants allow maximum guarantees of $ 1.1 billion, of which $ 70.2 million were outstanding as of August 31, 2024. We have collateral for a portion of these contingent obligations. We have not recorded a liability related to the contingent obligations as we do not expect to pay out any cash related to them, and the fair values are considered immaterial. The underlying loans to the counterparties for which we provide these guarantees are current as of August 31, 2024. Credit Commitments CHS Capital has commitments to extend credit to customers if there are no violations of any contractually established conditions. As of August 31, 2024, CHS Capital customers had additional available credit of $ 1.2 billion. Unconditional Purchase Obligations Unconditional purchase obligations are commitments to transfer funds in the future for fixed or minimum amounts or quantities of goods or services at fixed or minimum prices. Our long-term unconditional purchase obligations primarily relate to pipeline and grain handling take-or-pay and throughput agreements and are not recorded on our Consolidated Balance Sheets. As of August 31, 2024, minimum future payments required under long-term commitments that are noncancelable and that third F-39 Table of Contents parties have used to secure financing for facilities that will provide contracted goods, are as follows: Payments Due by Period Total 2025 2026 2027 2028 2029 Thereafter (Dollars in thousands) Long-term unconditional purchase obligations $ 447,231 $ 85,140 $ 79,357 $ 64,942 $ 57,748 $ 55,115 $ 104,929 Total payments under these arrangements were $ 84.6 million, $ 77.8 million and $ 75.2 million for the years ended August 31, 2024, 2023 and 2022, respectively. Note 18 Related Party Transactions We purchase and sell grain and other agricultural commodity products from certain equity investees , primarily CF Nitrogen, Ventura Foods, Ardent Mills, TEMCO and Producer Ag. Sales to and purchases from related parties for the years ended August 31, 2024, 2023 and 2022, are as follows: 2024 2023 2022 (Dollars in thousands) Sales $ 2,396,916 $ 1,653,125 $ 1,511,532 Purchases 1,590,955 1,697,780 2,040,357 Receivables due from and payables due to related parties as of August 31, 2024 and 2023, are as follows: 2024 2023 (Dollars in thousands) Due from related parties $ 334,778 $ 80,510 Due to related parties 113,081 90,267 As a cooperative, we are owned by farmers and ranchers and member cooperatives, which are referred to as members. We buy commodities from and provide products and services to our members. Individually, our members do not have a significant ownership in CHS. Note 19 Leases We assess arrangements at inception to determine whether they contain a lease. An arrangement is considered to contain a lease if it conveys the right to control the use of an asset for a period of time in exchange for consideration. The right to control the use of an asset must include both (i) the right to obtain substantially all economic benefits associated with an identified asset and (ii) the right to direct how and for what purpose the identified asset is used. Certain service agreements may provide us with the right to use an identified asset; however, most of these arrangements are not considered to represent a lease as we do not control how and for what purpose the identified asset is used. We lease property, plant and equipment used in our operations primarily under operating lease agreements and, to a lesser extent, under finance lease agreements. Our leases are primarily for railcars, equipment, vehicles and office space, many of which contain renewal options and escalation clauses. Renewal options are included as part of the right of use asset and liability when it is reasonably certain that we will exercise the renewal option; however, renewal options are generally not included as we are not reasonably certain to exercise such options. Right of use assets and liabilities for operating and finance leases are recognized under ASC Topic 842 at the lease commencement date for leases in excess of 12 months based on the present value of lease payments over the lease term. For measurement and classification of lease agreements, lease and nonlease components are grouped into a single lease component for all asset classes. Variable lease payments are excluded from measurement of right of use assets and liabilities and generally include payments for nonlease components such as maintenance costs, payments for leased assets beyond their noncancelable lease term and payments for other nonlease components such as sales tax. The discount rate used to calculate present value is our collateralized incremental borrowing rate or, if available, the rate implicit in the lease. The incremental borrowing rate is determined for each lease based primarily on its lease term. Certain lease arrangements include rental payments adjusted annually based on changes in an inflation index. Our lease arrangements generally do not contain residual value guarantees or material restrictive covenants. F-40 Table of Contents Lease expense is recognized on a straight-line basis over the lease term. The components of lease expense recognized in our Consolidated Statements of Operations as of August 31, 2024, 2023 and 2022, are as follows: 2024 2023 2022 (Dollars in thousands) Operating lease expense $ 84,826 $ 77,588 $ 71,209 Finance lease expense: Amortization of assets 9,506 8,966 8,967 Interest on lease liabilities 1,964 1,646 1,469 Short-term lease expense 25,753 20,068 16,915 Variable lease expense 833 650 1,699 Total net lease expense* $ 122,882 $ 108,918 $ 100,259 *Income related to sublease activity is not material and has been excluded from the table above. Supplemental balance sheet information related to operating and finance leases as of August 31, 2024 and 2023, is as follows: Balance Sheet Location 2024 2023 (Dollars in thousands) Operating leases Assets Operating lease right of use assets Other assets $ 218,844 $ 254,844 Liabilities Current operating lease liabilities Accrued expenses $ 61,796 $ 61,094 Long-term operating lease liabilities Other liabilities 161,494 200,758 Total operating lease liabilities $ 223,290 $ 261,852 Finance leases Assets Finance lease assets Property, plant and equipment $ 63,229 $ 64,381 Liabilities Current finance lease liabilities Current portion of long-term debt $ 7,116 $ 6,797 Long-term finance lease liabilities Long-term debt 42,395 42,438 Total finance lease liabilities $ 49,511 $ 49,235 Information related to the lease term and discount rate for operating and finance leases as of August 31, 2024 and 2023, is as follows: 2024 2023 Weighted average remaining lease term (in years) Operating leases 5.1 7.0 Finance leases 8.6 9.6 Weighted average discount rate Operating leases 3.85 % 3.50 % Finance leases 3.99 % 3.78 % F-41 Table of Contents Supplemental cash flow and other information related to operating and finance leases as of August 31, 2024, 2023 and 2022, is as follows: 2024 2023 2022 (Dollars in thousands) Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 78,614 $ 71,798 $ 61,750 Operating cash flows from finance leases 1,964 1,646 1,469 Financing cash flows from finance leases 7,716 8,571 9,171 Supplemental noncash information: Right of use assets obtained in exchange for lease liabilities $ 73,183 $ 69,837 $ 54,199 Right of use asset modifications 12,277 28,614 12,887 Maturities of lease liabilities by fiscal year as of August 31, 2024, were as follows: August 31, 2024 Finance Leases Operating Leases (Dollars in thousands) 2025 $ 8,956 $ 71,326 2026 8,308 60,192 2027 7,648 43,430 2028 7,037 28,675 2029 6,320 15,907 Thereafter 19,992 27,770 Total maturities of lease liabilities 58,261 247,300 Less amounts representing interest 8,750 24,010 Present value of future minimum lease payments 49,511 223,290 Less current obligations 7,116 61,796 Long-term obligations $ 42,395 $ 161,494 F-42