What changed in this filing

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Item 1. Financial Statements

2022-03-09 compared with 2021-12-08 · 241 added, 163 removed, 547 unchanged (42% of the section changed)

3 unchanged sentences

(millions, except per share amounts)

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Net sales $ 2,209 $ 2,279 $ 4,445 $ 4,619

31 unchanged sentences

Three Months Ended

October 31, 2021 November 1, 2020

Pre-tax amount Tax (expense) benefit After-tax amount Pre-tax amount Tax (expense) benefit After-tax amount

January 30, 2022 January 31, 2021

Pre-tax amount Tax benefit (expense) After-tax amount Pre-tax amount Tax benefit (expense) After-tax amount

Net earnings (loss) $ 212 $ 245

11 unchanged sentences

Total comprehensive income (loss) attributable to Campbell Soup Company $ 211 $ 249

Six Months Ended

January 30, 2022 January 31, 2021

Pre-tax amount Tax benefit (expense) After-tax amount Pre-tax amount Tax benefit (expense) After-tax amount

Net earnings (loss) $ 473 $ 554

Other comprehensive income (loss):

Foreign currency translation:

Foreign currency translation adjustments $ ( 4 ) $ — ( 4 ) $ 7 $ — 7

Cash-flow hedges:

Unrealized gains (losses) arising during period 8 ( 2 ) 6 ( 7 ) 1 ( 6 )

Reclassification adjustment for losses (gains) included in net earnings — — — 3 — 3

Pension and other postretirement benefits:

Reclassification of prior service credit included in net earnings ( 1 ) — ( 1 ) ( 2 ) — ( 2 )

Other comprehensive income (loss) $ 3 $ ( 2 ) 1 $ 1 $ 1 2

Total comprehensive income (loss) $ 474 $ 556

Total comprehensive income (loss) attributable to noncontrolling interests — ( 3 )

Total comprehensive income (loss) attributable to Campbell Soup Company $ 474 $ 559

See accompanying Notes to Consolidated Financial Statements.

2 unchanged sentences

(millions, except per share amounts)

October 31, 2021 August 1, 2021

January 30, 2022 August 1, 2021

Current assets

38 unchanged sentences

Consolidated Statements of Cash Flows

Three Months Ended

October 31, 2021 November 1, 2020

Six Months Ended

January 30, 2022 January 31, 2021

Cash flows from operating activities:

1 unchanged sentence

Adjustments to reconcile net earnings to operating cash flow

Restructuring charges — 19

Stock-based compensation 31 34

21 unchanged sentences

Payments related to tax withholding for stock-based compensation ( 18 ) ( 14 )

Other ( 1 ) ( 1 )

Net cash used in financing activities ( 352 ) ( 405 )

14 unchanged sentences

Shares Amount Shares Amount

Balance at August 2, 2020 323 $ 12 ( 21 ) $ ( 1,023 ) $ 394 $ 3,190 $ ( 10 ) $ 6 $ 2,569

Balance at November 1, 2020 323 $ 12 ( 20 ) $ ( 991 ) $ 370 $ 3,387 $ ( 9 ) $ 4 $ 2,773

Net earnings (loss) 245 — 245

4 unchanged sentences

Treasury stock issued under management incentive and stock option plans — 1 18 ( 1 ) 18

Balance at November 1, 2020 323 $ 12 ( 20 ) $ ( 991 ) $ 370 $ 3,387 $ ( 9 ) $ 4 $ 2,773

Balance at January 31, 2021

323 $ 12 ( 20 ) $ ( 990 ) $ 388 $ 3,517 $ ( 5 ) $ 3 $ 2,925

Balance at August 2, 2020 323 $ 12 ( 21 ) $ ( 1,023 ) $ 394 $ 3,190 $ ( 10 ) $ 6 $ 2,569

5 unchanged sentences

Treasury stock issued under management incentive and stock option plans 1 33 ( 6 ) ( 6 ) 21

Balance at January 31, 2021 323 $ 12 ( 20 ) $ ( 990 ) $ 388 $ 3,517 $ ( 5 ) $ 3 $ 2,925

Balance at October 31, 2021 323 $ 12 ( 21 ) $ ( 1,038 ) $ 372 $ 3,882 $ 7 $ 2 $ 3,237

Net earnings (loss) 212 — 212

Other comprehensive income (loss) ( 1 ) — ( 1 )

Dividends ($ .37 per share)

( 111 ) ( 111 )

Treasury stock purchased — ( 2 ) ( 2 )

Treasury stock issued under management incentive and stock option plans — 1 16 — 17

Balance at January 30, 2022

323 $ 12 ( 21 ) $ ( 1,039 ) $ 388 $ 3,983 $ 6 $ 2 $ 3,352

Balance at August 1, 2021 323 $ 12 ( 21 ) $ ( 1,021 ) $ 414 $ 3,742 $ 5 $ 2 $ 3,154

Net earnings (loss) 473 — 473

Other comprehensive income (loss) 1 — 1

Dividends ($ .74 per share)

( 224 ) ( 224 )

Treasury stock purchased ( 1 ) ( 65 ) ( 65 )

Treasury stock issued under management incentive and stock option plans 1 47 ( 26 ) ( 8 ) 13

Balance at January 30, 2022

323 $ 12 ( 21 ) $ ( 1,039 ) $ 388 $ 3,983 $ 6 $ 2 $ 3,352

See accompanying Notes to Consolidated Financial Statements.

Notes to Consolidated Financial Statements

(currency in millions, except per share amounts)

Basis of Presentation and Significant Accounting Policies

17 unchanged sentences

The components of Accumulated other comprehensive income (loss) consisted of the following:

Foreign Currency Translation Adjustments (1)

Gains (Losses) on Cash-Flow Hedges (2)

(Millions) Foreign Currency Translation Adjustments (1)

Cash-Flow Hedges (2)

Pension and Postretirement Benefit Plan Adjustments (3)

2 unchanged sentences

Other comprehensive income (loss) before reclassifications 10 ( 6 ) — 4

Amounts reclassified from accumulated other comprehensive income (loss) — — ( 1 ) ( 1 )

Losses (gains) reclassified from accumulated other comprehensive income (loss) — 3 ( 2 ) 1

Net current-period other comprehensive income (loss) 10 ( 3 ) ( 2 ) 5

Balance at November 1, 2020 $ ( 8 ) $ ( 7 ) $ 6 $ ( 9 )

Balance at January 31, 2021

$ — $ ( 10 ) $ 5 $ ( 5 )

Balance at August 1, 2021 $ 6 $ ( 4 ) $ 3 $ 5

Other comprehensive income (loss) before reclassifications ( 4 ) 6 — 2

Amounts reclassified from accumulated other comprehensive income (loss)

Losses (gains) reclassified from accumulated other comprehensive income (loss)

— — ( 1 ) ( 1 )

Net current-period other comprehensive income (loss) ( 4 ) 6 ( 1 ) 1

Balance at October 31, 2021 $ 6 $ ( 2 ) $ 3 $ 7

Balance at January 30, 2022

$ 2 $ 2 $ 2 $ 6

(1) Included no tax as of October 31, 2021, August 1, 2021, November 1, 2020 and August 2, 2020.

(2) Included no tax as of October 31, 2021, a tax benefit of $ 1 as of August 1, 2021, $ 2 as of November 1, 2020, and $ 1 as of August 2, 2020.

(3) Included tax expense of $ 1 as of October 31, 2021, and as of August 1, 2021, and $ 2 as of November 1, 2020, and as of August 2, 2020.

_____________________________________

(1) Included no tax as of January 30, 2022, August 1, 2021, January 31, 2021 and August 2, 2020.

(2) Included tax expense of $ 1 million as of January 30, 2022, a tax benefit of $ 1 million as of August 1, 2021, $ 2 million as of January 31, 2021, and $ 1 million as of August 2, 2020.

(3) Included tax expense of $ 1 million as of January 30, 2022, and as of August 1, 2021, and $ 2 million as of January 31, 2021, and as of August 2, 2020.

Amounts related to noncontrolling interests were not material.

The amounts reclassified from Accumulated other comprehensive income (loss) consisted of the following:

Three Months Ended

Details about Accumulated Other Comprehensive Income (Loss) Components October 31, 2021 November 1, 2020 Location of Loss (Gain) Recognized in Earnings

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021 Location of Loss (Gain) Recognized in Earnings

Losses (gains) on cash-flow hedges:

1 unchanged sentence

Foreign exchange forward contracts 1 2 2 2 Cost of products sold

Forward starting interest rate swaps 1 1 1 1 Interest expense

Total before tax — 3 — 3

7 unchanged sentences

The following table shows the changes in the carrying amount of goodwill by business segment:

Meals & Beverages Snacks Total

(Millions) Meals & Beverages Snacks Total

Net balance at August 1, 2021 $ 970 $ 3,011 $ 3,981

1 unchanged sentence

Foreign currency translation adjustment ( 2 ) — ( 2 )

Net balance at October 31, 2021 $ 996 $ 2,986 $ 3,982

Net balance at January 30, 2022

$ 993 $ 2,986 $ 3,979

_____________________________________

(1) See Note 5 for additional information.

1 unchanged sentence

The following table summarizes balance sheet information for intangible assets, excluding goodwill, subject to amortization and intangible assets not subject to amortization:

October 31, 2021 August 1, 2021

Intangible Assets Cost Accumulated Amortization Net Cost Accumulated Amortization Net

January 30, 2022 August 1, 2021

(Millions) Cost Accumulated Amortization Net Cost Accumulated Amortization Net

Amortizable intangible assets

3 unchanged sentences

Total net intangible assets $ 3,218 $ 3,239

As of October 31, 2021, the carrying value of indefinite-lived trademarks is detailed below:

The carrying values of trademarks as of January 30, 2022 and August 1, 2021 are detailed below:

Snyder's of Hanover $ 620

Pacific Foods 280

Various Other (1)

Snyder's of Hanover Lance Pace Pacific Foods

Carrying value $ 1,007 $ 620 $ 350 $ 292 $ 280

Total $ 2,549

_____________________________________

1 unchanged sentence

(Snyder's-Lance).

Amortization of intangible assets was $ 11 and $ 10 for the three-month periods ended October 31, 2021, and November 1, 2020, respectively.

As of October 31, 2021, amortizable intangible assets had a weighted-average remaining useful life of 17 years.

Amortization expense for the next 5 years is estimated to be approximately $ 41 per year.

Amortization of intangible assets was $ 21 million for both the six-month periods ended January 30, 2022 and January 31, 2021.

As of January 30, 2022, amortizable intangible assets had a weighted-average remaining useful life of 17 years.

Amortization expense for the next 5 years is estimated to be approximately $ 41 million per year.

Segment Information

16 unchanged sentences

In 2022, we now refer to the * brands as our "power brands."

Beginning in 2022, the foodservice and Canadian business formerly in our Snacks segment is now managed as part of the Meals & Beverages segment.

Beginning in 2022, the foodservice and Canadian business formerly included in our Snacks segment is now managed as part of the Meals & Beverages segment.

Segment results have been adjusted retrospectively to reflect this change.

5 unchanged sentences

Asset information by segment is not discretely maintained for internal reporting or used in evaluating performance.

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Meals & Beverages $ 1,275 $ 1,318 $ 2,541 $ 2,681

1 unchanged sentence

Total $ 2,209 $ 2,279 $ 4,445 $ 4,619

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Earnings before interest and taxes

4 unchanged sentences

Restructuring charges (2)

— ( 18 ) — ( 19 )

Total $ 323 $ 401 $ 699 $ 862

1 unchanged sentence

(1) Represents unallocated items.

In the three-month periods ended October 31, 2021, and November 1, 2020, there were pension actuarial losses of $ 6 and pension actuarial gains of $ 4 , respectively.

Costs related to the cost savings initiatives were $ 4 and $ 5 in the three-month periods ended October 31, 2021, and November 1, 2020, respectively.

Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were losses of $ 3 and gains of $ 6 in the three-month periods ended October 31, 2021, and November 1, 2020, respectively.

There were pension actuarial gains of $ 10 million and $ 4 million in the three- and six-month periods ended January 30, 2022, and pension actuarial gains of $ 30 million and $ 34 million in the three- and six-month periods ended January 31, 2021, respectively.

Costs related to the cost savings initiatives were $ 5 million and $ 9 million in the three- and six-month periods ended January 30, 2022, and $ 4 million and $ 9 million in the three- and six-month periods ended January 31, 2021, respectively.

Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were losses of $ 3 million in the six-month period ended January 30, 2022, and gains of $ 11 million and $ 17 million in the three- and six-month periods ended January 31, 2021, respectively.

(2) See Note 6 for additional information.

Our net sales based on product categories are as follows:

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Soup $ 784 $ 794 $ 1,581 $ 1,620

10 unchanged sentences

Beginning in fiscal 2015, we implemented initiatives to reduce costs and to streamline our organizational structure.

Over the years, we expanded these initiatives by further optimizing our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.

Over the years, we expanded these initiatives by continuing to optimize our supply chain and manufacturing networks, including closing our manufacturing facility in Toronto, Ontario, as well as our information technology infrastructure.

On March 26, 2018, we completed the acquisition of Snyder's-Lance.

1 unchanged sentence

We continued to implement this program and identified opportunities for additional cost synergies as we integrated Snyder's-Lance.

In 2022, we expanded these initiatives as we continue to pursue cost savings by further optimizing our supply chain and manufacturing network and through effective cost management.

Cost estimates for these expanded initiatives, as well as timing for certain activities, are continuing to be developed.

A summary of the pre-tax charges recorded in Earnings from continuing operations related to these initiatives is as follows:

Three Months Ended

October 31, 2021 November 1, 2020 Recognized as of October 31, 2021

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021 Recognized as of January 30, 2022

Restructuring charges $ — $ 18 $ — $ 19 $ 259

5 unchanged sentences

A summary of the pre-tax costs in Earnings from continuing operations associated with the initiatives is as follows:

Recognized as of October 31, 2021

(Millions) Recognized as of January 30, 2022

Severance pay and benefits

1 unchanged sentence

Implementation costs and other related costs

The total estimated pre-tax costs for actions associated with continuing operations are approximately $ 715 to $ 730 .

The majority of the remaining costs will be incurred in 2022.

We expect the costs for actions associated with continuing operations to consist of the following:

approximately $ 225 in severance pay and benefits;

approximately $ 85 in asset impairment and accelerated depreciation;

and approximately $ 405 to $ 420 in implementation costs and other related costs.

The total estimated pre-tax costs for actions associated with continuing operations that have been identified are approximately $ 715 million to $ 725 million and we expect to incur the costs through 2022.

These estimates will be updated as the expanded initiatives are developed.

We expect the costs for actions associated with continuing operations that have been identified to date to consist of the following:

approximately $ 225 million in severance pay and benefits;

approximately $ 85 million in asset impairment and accelerated depreciation;

and approximately $ 405 million to $ 415 million in implementation costs and other related costs.

We expect these pre-tax costs to be associated with our segments as follows:

2 unchanged sentences

and Corporate - approximately 24 %.

Of the aggregate $ 715 to $ 730 of pre-tax costs associated with continuing operations, we expect approximately $ 615 to $ 630 will be cash expenditures.

In addition, we expect to invest approximately $ 450 in capital expenditures through 2022, of which we invested $ 415 as of October 31, 2021.

The capital expenditures primarily relate to improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, a U.S.

warehouse optimization project, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S.

Of the aggregate $ 715 million to $ 725 million of pre-tax costs associated with continuing operations identified to date, we expect approximately $ 615 million to $ 625 million will be cash expenditures.

In addition, we expect to invest approximately $ 445 million in capital expenditures through 2022, of which we invested $ 427 million as of January 30, 2022.

The capital expenditures primarily relate to a U.S.

warehouse optimization project, improvement of quality, safety and cost structure across the Snyder’s-Lance manufacturing network, implementation of our existing SAP enterprise-resource planning system for Snyder's-Lance, transition of production of the Toronto manufacturing facility to our U.S.

thermal plants, optimization of information technology infrastructure and applications, and optimization of the Snyder’s-Lance warehouse and distribution network.

A summary of the restructuring activity and related reserves associated with continuing operations at October 31, 2021, is as follows:

Severance Pay and Benefits Implementation Costs and Other Related

A summary of the restructuring activity and related reserves associated with continuing operations at January 30, 2022, is as follows:

(Millions) Severance Pay and Benefits Implementation Costs and Other Related

Total Charges

Accrued balance at August 1, 2021 (1)

2022 charges — 4 $ 4

2022 cash payments

Accrued balance at October 31, 2021 (1)

Accrued balance at January 30, 2022

__________________________________

(1) Includes $ 1 of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.

(1) Includes $ 1 million of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.

(2) Includes other costs recognized as incurred that are not reflected in the restructuring reserve in the Consolidated Balance Sheet.

2 unchanged sentences

A summary of the pre-tax costs in Earnings from continuing operations associated with segments is as follows:

October 31, 2021

Ended Costs Incurred to Date

January 30, 2022

(Millions) Three Months Ended Six Months Ended Costs Incurred to Date

Meals & Beverages $ 1 $ 2 $ 225

Snacks 4 7 306

Corporate — — 172

Total $ 5 $ 9 $ 703

Through April 28, 2019, we incurred pre-tax charges of $ 23 in Earnings from discontinued operations consisting of $ 19 of severance pay and benefits and $ 4 of implementation costs and other related costs.

All of the costs were cash expenditures.

Expanded Initiatives in 2022

We continue to pursue cost savings initiatives by further optimizing our supply chain and manufacturing network and through effective cost management.

Cost estimates will be updated as the expanded initiatives are developed.

In addition, in the second quarter of 2021, we recorded a $ 19 million deferred tax charge in connection with a legal entity reorganization as part of the continued integration of Snyder's-Lance.

Earnings per Share (EPS)

For the periods presented in the Consolidated Statements of Earnings, the calculations of basic EPS and EPS assuming dilution vary in that the weighted average shares outstanding assuming dilution include the incremental effect of stock options and other share-based payment awards, except when such effect would be antidilutive.

The earnings per share calculation for the three-month periods ended October 31, 2021, and November 1, 2020, excludes approximately 1 million stock options that would have been antidilutive.

The earnings per share calculation for the three- and six-month periods ended January 30, 2022, and January 31, 2021, excludes approximately 1 million stock options that would have been antidilutive.

Pension and Postretirement Benefits

Components of net benefit expense (income) were as follows:

Three Months Ended

Pension Postretirement

October 31, 2021 November 1, 2020 October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

Pension Postretirement Pension Postretirement

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Service cost $ 5 $ 4 $ — $ — $ 9 $ 9 $ — $ —

2 unchanged sentences

Amortization of prior service cost — — ( 1 ) ( 1 ) — — ( 1 ) ( 2 )

Actuarial loss (gain) 6 ( 4 ) — —

Actuarial losses (gains) ( 10 ) ( 30 ) — — ( 4 ) ( 34 ) — —

Net periodic benefit expense (income) $ ( 26 ) $ ( 46 ) $ — $ — $ ( 36 ) $ ( 66 ) $ 1 $ —

The actuarial loss of $ 6 for the three-month period ended October 31, 2021 and the actuarial gain of $ 4 for the three-month period ended November 1, 2020 related to the remeasurement of a U.S.

and a Canadian pension plan.

Actuarial losses (gains) related to the remeasurements of U.S.

and Canadian pension plans.

These remeasurements were each due to lump sum distributions that exceeded or are expected to exceed service and interest costs resulting in settlement accounting for the plans.

The actuarial loss recognized for the three-month period ended October 31, 2021 was primarily due to less than anticipated investment returns on plan assets, partially offset by an increase in the discount rates.

The actuarial gain recognized for the three-month period ended November 1, 2020 was primarily due to an increase in the discount rates.

The actuarial gains recognized for the three- and six-month periods ended January 30, 2022 were primarily due to an increase in discount rates used to determine the benefit obligation, partially offset by lower than anticipated investment returns on plan assets.

The actuarial gains recognized for the three- and six-month periods ended January 31, 2021 were primarily due to higher than anticipated investment returns on plan assets.

The components of lease costs were as follows:

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Operating lease cost $ 20 $ 20 $ 39 $ 40

8 unchanged sentences

Operating Leases

Balance Sheet Classification October 31, 2021 August 1, 2021

(Millions) Balance Sheet Classification January 30, 2022 August 1, 2021

ROU assets, net Other assets $ 231 $ 235

2 unchanged sentences

Finance Leases

Balance Sheet Classification October 31, 2021 August 1, 2021

(Millions) Balance Sheet Classification January 30, 2022 August 1, 2021

ROU assets, net Plant assets, net of depreciation $ 34 $ 29

2 unchanged sentences

The following table summarizes cash flow and other information related to leases:

Three Months Ended

October 31, 2021 November 1, 2020

Six Months Ended

(Millions) January 30, 2022 January 31, 2021

Cash paid for amounts included in the measurement of lease liabilities:

14 unchanged sentences

To mitigate counterparty credit risk, we enter into contracts only with carefully selected, leading, credit-worthy financial institutions, and distribute contracts among several financial institutions to reduce the concentration of credit risk.

We did not have credit-risk-related contingent features in our derivative instruments as of October 31, 2021, or August 1, 2021.

We did not have credit-risk-related contingent features in our derivative instruments as of January 30, 2022, or August 1, 2021.

We are also exposed to credit risk from our customers.

9 unchanged sentences

To hedge currency exposures related to intercompany debt, we enter into foreign exchange forward purchase and sale contracts for periods consistent with the underlying debt.

The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $ 144 as of October 31, 2021, and $ 134 as of August 1, 2021.

The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $ 158 million as of January 30, 2022, and $ 134 million as of August 1, 2021.

Changes in the fair value on the portion of the derivative included in the assessment of hedge effectiveness of cash-flow hedges are recorded in other comprehensive income (loss), until earnings are affected by the variability of cash flows.

1 unchanged sentence

Any difference between the change in the fair value of the hedge components excluded from the assessment of effectiveness and the amounts recognized in earnings is recorded as a component of other comprehensive income (loss).

The notional amount of foreign exchange forward contracts that are not designated as accounting hedges was $ 18 as of October 31, 2021, and $ 13 as of August 1, 2021.

The notional amount of foreign exchange forward contracts that are not designated as accounting hedges was $ 17 million as of January 30, 2022, and $ 13 million as of August 1, 2021.

Interest Rate Risk

We manage our exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps in order to maintain our variable-to-total debt ratio within targeted guidelines.

There were no interest rate swaps or treasury rate lock contracts outstanding as of October 31, 2021, or August 1, 2021.

There were no interest rate swaps or treasury rate lock contracts outstanding as of January 30, 2022, or August 1, 2021.

Commodity Price Risk

3 unchanged sentences

We hedge a portion of commodity requirements for periods typically up to 18 months.

The notional amount of commodity contracts designated as cash-flow hedges was $ 19 as of October 31, 2021, and $ 18 as of August 1, 2021.

The notional amount of commodity contracts designated as cash-flow hedges was $ 14 million as of January 30, 2022, and $ 18 million as of August 1, 2021.

The notional amount of commodity contracts not designated as accounting hedges was $ 174 as of October 31, 2021, and $ 190 as of August 1, 2021.

The notional amount of commodity contracts not designated as accounting hedges was $ 112 million as of January 30, 2022, and $ 190 million as of August 1, 2021.

The change in fair value on undesignated instruments is recorded in Cost of products sold.

2 unchanged sentences

We net settle amounts due under the contract with our counterparty.

The notional amount was approximately $ 14 as of October 31, 2021, and $ 38 as of August 1, 2021.

The notional amount was approximately $ 89 million as of January 30, 2022, and $ 38 million as of August 1, 2021.

The change in fair value on the embedded derivative is recorded in Cost of products sold.

2 unchanged sentences

Prior to 2022, we had entered into swap contracts which hedged a portion of exposures linked to the total return of our capital stock.

As of October 31, 2021, and August 1, 2021, there were no swap contracts outstanding hedging our exposure linked to the total return of our capital stock.

These contracts are not designated as hedges for accounting purposes.

As of January 30, 2022, and August 1, 2021, there were no swap contracts outstanding hedging our exposure linked to the total return of our capital stock.

These contracts are not designated as hedges for accounting

Unrealized gains (losses) and settlements are included in Administrative expenses in the Consolidated Statements of Earnings.

We enter into these contracts for periods typically not exceeding 12 months.

The notional amounts of the contracts were $ 29 as of October 31, 2021, and August 1, 2021.

The following table summarizes the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of October 31, 2021, and August 1, 2021:

Balance Sheet Classification October 31, 2021 August 1, 2021

The notional amounts of the contracts were $ 29 million as of January 30, 2022, and August 1, 2021.

The following table summarizes the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of January 30, 2022, and August 1, 2021:

(Millions) Balance Sheet Classification January 30, 2022 August 1, 2021

Asset Derivatives

2 unchanged sentences

Foreign exchange forward contracts Other current assets 2 1

Foreign exchange forward contracts Other assets 1 —

Total derivatives designated as hedges $ 10 $ 5

4 unchanged sentences

Total asset derivatives $ 56 $ 57

Balance Sheet Classification October 31, 2021 August 1, 2021

(Millions) Balance Sheet Classification January 30, 2022 August 1, 2021

Liability Derivatives

2 unchanged sentences

Total derivatives designated as hedges $ — $ 3

Derivatives not designated as hedges:

Commodity derivative contracts Accrued liabilities $ 1 $ —

Foreign exchange forward contracts Accrued liabilities — —

Total derivatives not designated as hedges $ 1 $ —

Total liability derivatives $ — $ 3

We do not offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements.

However, if we were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of October 31, 2021, and August 1, 2021, would be adjusted as detailed in the following table:

October 31, 2021 August 1, 2021

Derivative Instrument Gross Amounts Presented in the Consolidated Balance Sheet Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements Net Amount Gross Amounts Presented in the Consolidated Balance Sheet Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements Net Amount

However, if we were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of January 30, 2022, and August 1, 2021, would be adjusted as detailed in the following table:

January 30, 2022 August 1, 2021

(Millions) Gross Amounts Presented in the Consolidated Balance Sheet Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements Net Amount Gross Amounts Presented in the Consolidated Balance Sheet Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements Net Amount

Total asset derivatives $ 56 $ — $ 56 $ 57 $ ( 1 ) $ 56

1 unchanged sentence

We are required to maintain cash margin accounts in connection with funding the settlement of open positions for exchange-traded commodity derivative instruments.

Cash margin liability balances of $ 13 at October 31, 2021, and $ 14 at August 1, 2021, were included in Accrued liabilities in the Consolidated Balance Sheets.

The following tables show the effect of our derivative instruments designated as cash-flow hedges for the three-month periods ended October 31, 2021, and November 1, 2020, in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings:

Cash margin liability balances of $ 5 million at January 30, 2022, and $ 14 million at August 1, 2021, were included in Accrued liabilities in the Consolidated Balance Sheets.

The following tables show the effect of our derivative instruments designated as cash-flow hedges for the three- and six-month periods ended January 30, 2022, and January 31, 2021, in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings:

Total Cash-Flow Hedge

Derivatives Designated as Cash-Flow Hedges October 31, 2021 November 1, 2020

(Millions) January 30, 2022 January 31, 2021

Three Months Ended

7 unchanged sentences

Foreign exchange forward contracts Cost of products sold 1 2

Forward starting interest rate swaps Interest expense 1 1

OCI derivative gain (loss) at end of quarter $ 3 $ ( 12 )

Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a gain of $ 4 .

The following table shows the total amounts of line items presented in the Consolidated Statements of Earnings for the three-month periods ended October 31, 2021, and November 1, 2020, in which the effects of derivative instruments designated as cash-flow hedges are recorded.

Six Months Ended

OCI derivative gain (loss) at beginning of year $ ( 5 ) $ ( 8 )

Effective portion of changes in fair value recognized in OCI:

Commodity contracts 4 —

Foreign exchange forward contracts 4 ( 7 )

Amount of loss (gain) reclassified from OCI to earnings:

Location in Earnings

Commodity contracts Cost of products sold ( 3 ) —

Foreign exchange forward contracts Cost of products sold 2 2

Forward starting interest rate swaps Interest expense 1 1

OCI derivative gain (loss) at end of quarter $ 3 $ ( 12 )

Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a gain of $ 8 million.

The following tables show the total amounts of line items presented in the Consolidated Statements of Earnings for the three- and six-month periods ended January 30, 2022, and January 31, 2021, in which the effects of derivative instruments designated as cash-flow hedges are recorded.

The total effect of hedge activity on these line items are as follows:

Three Months Ended

October 31, 2021 November 1, 2020

Cost of products sold Cost of products sold

January 30, 2022 January 31, 2021

(Millions) Cost of products sold Interest

Expense Cost of products sold Interest

Consolidated Statements of Earnings:

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Amount excluded from effectiveness testing recognized in earnings using an amortization approach $ — $ — $ — $ —

The following table shows the effects of our derivative instruments not designated as hedges for the three-month periods ended October 31, 2021, and November 1, 2020, in the Consolidated Statements of Earnings:

Derivatives not Designated as Hedges Location of Loss (Gain) Recognized in Earnings Three Months Ended

October 31, 2021 November 1, 2020

Six Months Ended

January 30, 2022 January 31, 2021

(Millions) Cost of products sold Interest

Expense Cost of products sold Interest

Consolidated Statements of Earnings:

$ 3,054 $ 93 $ 3,023 $ 110

Loss (gain) on cash-flow hedges:

Amount of loss (gain) reclassified from OCI to earnings $ ( 1 ) $ 1 $ 2 $ 1

Amount excluded from effectiveness testing recognized in earnings using an amortization approach $ — $ — $ — $ —

The following table shows the effects of our derivative instruments not designated as hedges for the three- and six-month periods ended January 30, 2022, and January 31, 2021, in the Consolidated Statements of Earnings:

Location of Loss (Gain) Recognized in Earnings Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Foreign exchange forward contracts Cost of products sold $ — $ — $ — $ 1

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Deferred compensation derivative contracts Administrative expenses 1 ( 3 ) — ( 3 )

Total loss (gain) at end of quarter $ ( 10 ) $ ( 1 )

Total loss (gain) $ ( 9 ) $ ( 16 ) $ ( 19 ) $ ( 17 )

Fair Value Measurements

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Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table presents our financial assets and liabilities that are measured at fair value on a recurring basis as of October 31, 2021, and August 1, 2021, consistent with the fair value hierarchy:

The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of January 30, 2022, and August 1, 2021, consistent with the fair value hierarchy:

2022 Fair Value Measurements at

October 31, 2021 Using

January 30, 2022 Using

Fair Value Hierarchy Fair Value

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Fair Value Hierarchy

Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

(Millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

Foreign exchange forward contracts (1)

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2022 Fair Value Measurements at

October 31, 2021 Using

January 30, 2022 Using

Fair Value Hierarchy Fair Value

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Fair Value Hierarchy

Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

(Millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

Foreign exchange forward contracts (1)

$ — $ — $ — $ — $ 3 $ — $ 3 $ —

Commodity derivative contracts (2)

1 1 — — — — — —

Deferred compensation obligation (4)

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(4) Based on the fair value of the participants’ investments.

The following table summarizes the changes in fair value of Level 3 assets and liabilities for the six-month periods ended January 30, 2022, and January 31, 2021:

Six Months Ended

(Millions) January 30, 2022 January 31, 2021

Fair value at beginning of year $ 1 $ 2

Gains (losses) 20 —

Settlements ( 6 ) ( 3 )

Fair value at end of quarter $ 15 $ ( 1 )

Fair Value of Financial Instruments

The carrying values of cash and cash equivalents, accounts receivable and accounts payable approximate fair value.

There were $ 32 of cash equivalents at October 31, 2021, and none at August 1, 2021.

There were $ 70 million of cash equivalents at January 30, 2022, and none at August 1, 2021.

Cash equivalents represent fair value as these highly liquid investments have an original maturity of three months or less.

Fair value of cash equivalents is based on Level 2 inputs.

The fair value of short- and long-term debt was $ 5,518 at October 31, 2021, and $ 5,613 at August 1, 2021.

The carrying value was $ 5,047 at October 31, 2021, and $ 5,058 at August 1, 2021.

The fair value of short- and long-term debt was $ 5,316 million at January 30, 2022, and $ 5,613 million at August 1, 2021.

The carrying value was $ 5,029 million at January 30, 2022, and $ 5,058 million at August 1, 2021.

The fair value of long-term debt is principally estimated using Level 2 inputs based on quoted market prices or pricing models using current market rates.

Share Repurchases

In June 2021, the Board authorized an anti-dilutive share repurchase program of up to $ 250 (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs.

In June 2021, the Board authorized an anti-dilutive share repurchase program of up to $ 250 million (June 2021 program) to offset the impact of dilution from shares issued under our stock compensation programs.

The June 2021 program has no expiration date, but it may be suspended or discontinued at any time.

Repurchases under the June 2021 program may be made in open-market or privately negotiated transactions.

In September 2021, the Board approved a new strategic share repurchase program of up to $ 500 (September 2021 program).

In September 2021, the Board approved a new strategic share repurchase program of up to $ 500 million (September 2021 program).

The September 2021 program has no expiration date, but it may be suspended or discontinued at any time.

Repurchases under the September 2021 program may be made in open-market or privately negotiated transactions.

The September 2021 program replaced the prior $ 1,500 program, which our Board approved in March 2017 and has been cancelled.

During the three-month period ended October 31, 2021, we repurchased approximately 1.5 million shares at a cost of $ 63 .

Of this amount, $ 38 was used to repurchase shares pursuant to our June 2021 program and $ 25 was used to repurchase shares pursuant to our September 2021 program.

As of October 31, 2021, approximately $ 176 remained available under the June 2021 program and approximately $ 475 remained available under the September 2021 program.

The September 2021 program replaced the prior $ 1,500 million program, which our Board approved in March 2017 and has been cancelled.

During the six-month period ended January 30, 2022, we repurchased approximately 1.5 million shares at a cost of $ 65 million.

Of this amount, $ 40 million was used to repurchase shares pursuant to our June 2021 program and $ 25 million was used to repurchase shares pursuant to our September 2021 program.

As of January 30, 2022, approximately $ 174 million remained available under the June 2021 program and approximately $ 475 million remained available under the September 2021 program.

Stock-based Compensation

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Total pre-tax stock-based compensation expense and tax-related benefits recognized in Earnings from continuing operations were as follows:

Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Total pre-tax stock-based compensation expense $ 17 $ 18 $ 31 $ 34

Tax-related benefits $ 3 $ 3 $ 5 $ 6

The following table summarizes stock option activity as of October 31, 2021:

The following table summarizes stock option activity as of January 30, 2022:

Options Weighted-

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Life Aggregate

thousands) (In years)

thousands) (In years) (Millions)

Outstanding at August 1, 2021

1,372 $ 45.61

Granted — $ —

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Terminated — $ —

Outstanding at October 31, 2021 1,340 $ 45.83 5.6 $ 2

Exercisable at October 31, 2021 1,129 $ 47.84 5.3 $ 1

The total intrinsic value of options exercised during the three-month period ended October 31, 2021 was not material.

No options were exercised during the three-month period ended November 1, 2020.

Outstanding at January 30, 2022

1,340 $ 45.83 5.4 $ 4

Exercisable at January 30, 2022

1,340 $ 45.83 5.4 $ 4

The total intrinsic value of options exercised during the six-month period ended January 30, 2022 was not material.

No options were exercised during the six-month period ended January 31, 2021.

We measured the fair value of stock options using the Black-Scholes option pricing model.

We expense stock options on a straight-line basis over the vesting period, except for awards issued to retirement eligible participants, which we expense on an accelerated basis.

As of October 31, 2021, total remaining unearned compensation related to nonvested stock options was less than $ 1 , which will be amortized over the weighted-average remaining service period of less than one year .

The following table summarizes time-lapse restricted stock units, EPS performance restricted stock units and FCF performance restricted stock units as of October 31, 2021:

We expensed stock options on a straight-line basis over the vesting period, except for awards issued to retirement eligible participants, which we expensed on an accelerated basis.

As of January 30, 2022, compensation related to stock options was fully expensed.

The following table summarizes time-lapse restricted stock units, EPS performance restricted stock units and FCF performance restricted stock units as of January 30, 2022:

Units Weighted-Average Grant-Date Fair Value

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Nonvested at August 1, 2021

1,814 $ 45.63

Granted 1,451 $ 41.79

1 unchanged sentence

Forfeited ( 117 ) $ 45.08

Nonvested at October 31, 2021 2,015 $ 43.93

Nonvested at January 30, 2022

1,999 $ 43.86

We determine the fair value of time-lapse restricted stock units based on the quoted price of our stock at the date of grant.

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We estimate expense based on the number of awards expected to vest.

There were 318 thousand EPS performance target grants outstanding at October 31, 2021, with a grant-date fair value of $ 41.53 .

There were 319 thousand EPS performance target grants outstanding at January 30, 2022, with a weighted-average grant-date fair value of $ 41.51 .

In 2019, we issued approximately 388 thousand FCF performance restricted stock units for which vesting was contingent upon achievement of free cash flow (defined as Net cash provided by operating activities less capital expenditures and certain investing and financing activities) compared to annual operating plan objectives over a three-year period.

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As of October 31, 2021, there were no FCF performance target grants outstanding.

As of October 31, 2021, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS performance restricted stock units was $ 64 , which will be amortized over the weighted-average remaining service period of 2.1 years.

The fair value of restricted stock units vested during the three-month periods ended October 31, 2021, and November 1, 2020, was $ 48 , and $ 34 , respectively.

The weighted-average grant-date fair value of the restricted stock units granted during the three-month period ended November 1, 2020 was $ 48.43 .

The following table summarizes TSR performance restricted stock units as of October 31, 2021:

As of January 30, 2022, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS performance restricted stock units was $ 54 million, which will be amortized over the weighted-average remaining service period of 2.0 years.

The fair value of restricted stock units vested during the six-month periods ended January 30, 2022, and January 31, 2021, was $ 49 million, and $ 35 million, respectively.

The weighted-average grant-date fair value of the restricted stock units granted during the six-month period ended January 31, 2021 was $ 48.43 .

The following table summarizes TSR performance restricted stock units as of January 30, 2022:

Units Weighted-Average Grant-Date Fair Value

2 unchanged sentences

Nonvested at August 1, 2021

1,222 $ 53.60

Granted 331 $ 45.54

1 unchanged sentence

Forfeited ( 147 ) $ 45.94

Nonvested at October 31, 2021 1,255 $ 55.65

Nonvested at January 30, 2022

1,228 $ 55.56

We estimated the fair value of TSR performance restricted stock units at the grant date using a Monte Carlo simulation.

Assumptions used in the Monte Carlo simulation were as follows:

Weighted-average assumptions used in the Monte Carlo simulation were as follows:

Risk-free interest rate 0.46 % 0.15 %

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We recognize compensation expense on a straight-line basis over the service period, except for awards issued to retirement eligible participants, which we expense on an accelerated basis.

As of October 31, 2021, total remaining unearned compensation related to TSR performance restricted stock units was $ 31 , which will be amortized over the weighted-average remaining service period of 1.9 years.

As of January 30, 2022, total remaining unearned compensation related to TSR performance restricted stock units was $ 26 million, which will be amortized over the weighted-average remaining service period of 1.7 years.

In the first quarter of 2022, recipients of TSR performance restricted stock units earned 75 % of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 30, 2021.

In the first quarter of 2021, recipients of TSR performance restricted stock units earned 50 % of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 31, 2020.

The fair value of TSR performance restricted stock units vested during the three-month periods ended October 31, 2021 and November 1, 2020 was $ 8 and $ 11 , respectively.

The fair value of TSR performance restricted stock units vested during the six-month periods ended January 30, 2022 and January 31, 2021 was $ 8 million and $ 11 million, respectively.

The grant-date fair value of the TSR performance restricted stock units granted during 2021 was $ 54.93 .

The excess tax benefits of $ 1 in the three-month periods ended October 31, 2021 and November 1, 2020 on the exercise of stock options and vested restricted stock were presented as cash flows from operating activities.

Cash received from the exercise of stock options was $ 1 for the three-month period ended October 31, 2021 and is reflected in cash flows from financing activities in the Consolidated Statements of Cash Flows.

The excess tax benefits of $ 1 million in the six-month periods ended January 30, 2022, and January 31, 2021, on the exercise of stock options and vested restricted stock were presented as cash flows from operating activities.

Cash received from the exercise of stock options was $ 1 million for the six-month period ended January 30, 2022 and is reflected in cash flows from financing activities in the Consolidated Statements of Cash Flows.

Commitments and Contingencies

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Uncertainties can include how fact finders will evaluate documentary evidence and the credibility and effectiveness of witness testimony, and how trial and appellate courts will apply the law in the context of the pleadings or evidence presented, whether by motion practice, or at trial or on appeal.

Disposition valuations are also subject to the uncertainty of how opposing parties and their counsel will themselves view the relevant evidence and applicable law.

Disposition valuations are

also subject to the uncertainty of how opposing parties and their counsel will themselves view the relevant evidence and applicable law.

On January 7, 2019, three purported shareholder class action lawsuits pending in the United States District Court for the District of New Jersey (the Court) were consolidated under the caption, In re Campbell Soup Company Securities Litigation , Civ.

1:18-cv-14385-NLH-JS (the Action).

Oklahoma Firefighters Pension and Retirement System was appointed lead

plaintiff in the Action and, on March 1, 2019, filed an amended consolidated complaint.

Oklahoma Firefighters Pension and Retirement System was appointed lead plaintiff in the Action and, on March 1, 2019, filed an amended consolidated complaint.

The company, Denise Morrison (the company's former President and Chief Executive Officer), and Anthony DiSilvestro (the company's former Senior Vice President and Chief Financial Officer) are defendants in the Action.

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We establish liabilities for litigation and regulatory loss contingencies when information related to the loss contingencies shows both that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated.

It is possible that some matters could require us to pay damages or make other expenditures or establish accruals in amounts that could not be reasonably estimated as of October 31, 2021.

It is possible that some matters could require us to pay damages or make other expenditures or establish accruals in amounts that could not be reasonably estimated as of January 30, 2022.

While the potential future charges could be material in a particular quarter or annual period, based on information currently known by us, we do not believe any such charges are likely to have a material adverse effect on our consolidated results of operations or financial condition.

2 unchanged sentences

Certain indemnifications have finite expiration dates.

Liabilities recognized based on known exposures related to such matters were not material at October 31, 2021.

Liabilities recognized based on known exposures related to such matters were not material at January 30, 2022.

Supplemental Financial Statement Data

Balance Sheets October 31, 2021 August 1,

(Millions) January 30, 2022 August 1,

Balance Sheets

Raw materials, containers and supplies $ 402 $ 321

Finished products 509 612

Statements of Earnings Three Months Ended

October 31, 2021 November 1, 2020

Three Months Ended Six Months Ended

(Millions) January 30, 2022 January 31, 2021 January 30, 2022 January 31, 2021

Statements of Earnings

Other expenses / (income)

Amortization of intangible assets $ 10 $ 11 $ 21 $ 21

Net periodic benefit income other than the service cost ( 19 ) ( 21 )

Pension actuarial losses (gains) 6 ( 4 )

Net periodic benefit expense (income) other than the service cost ( 31 ) ( 50 ) ( 44 ) ( 75 )

Transition services fees — ( 8 ) — ( 12 )

Other 2 2 3 3

$ ( 19 ) $ ( 45 ) $ ( 20 ) $ ( 63 )

Subsequent Event

On February 2, 2022, we issued a notice of redemption to holders of our 2.50 % Notes due August 2, 2022 (the Notes) for the redemption of all $ 450 million outstanding aggregate principal amount of the Notes.

The redemption date for the Notes was March 4, 2022.

The consideration for the redemption was $ 453 million, including $ 3 million of premium.

In addition, we paid accrued and unpaid interest on the redeemed notes through the date of settlement.

We used a combination of cash on hand and short-term debt to fund the redemption.

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

What changed 10-Q

Item 1. Financial Statements