What changed in this filing

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Item 1. Financial Statements

2025-03-05 compared with 2024-12-04 · 276 added, 147 removed, 757 unchanged (36% of the section changed)

3 unchanged sentences

(millions, except per share amounts)

Three Months Ended

October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Net sales $ 2,685 $ 2,456 $ 5,457 $ 4,974

25 unchanged sentences

Three Months Ended

October 27, 2024 October 29, 2023

January 26, 2025 January 28, 2024

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

13 unchanged sentences

Total comprehensive income (loss) attributable to The Campbell's Company $ 170 $ 186

Six Months Ended

January 26, 2025 January 28, 2024

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

Net earnings (loss) $ 391 $ 437

Other comprehensive income (loss):

Foreign currency translation:

Foreign currency translation adjustments $ ( 7 ) $ — ( 7 ) $ ( 3 ) $ — ( 3 )

Cash-flow hedges:

Unrealized gains (losses) arising during the period 3 — 3 ( 20 ) 4 ( 16 )

Reclassification adjustment for losses (gains) included in net earnings — — — ( 1 ) — ( 1 )

Pension and other postretirement benefits:

Prior service credit arising during the period 7 ( 2 ) 5 — — —

Reclassification of prior service credit included in net earnings — — — — — —

Other comprehensive income (loss) $ 3 $ ( 2 ) 1 $ ( 24 ) $ 4 ( 20 )

Total comprehensive income (loss) $ 392 $ 417

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

Total comprehensive income (loss) attributable to The Campbell's Company $ 392 $ 417

See accompanying Notes to Consolidated Financial Statements.

2 unchanged sentences

(millions, except per share amounts)

October 27, 2024 July 28, 2024

January 26, 2025 July 28, 2024

Current assets

3 unchanged sentences

Other current assets 118 66

Assets of business held for sale 235 —

Total current assets 3,181 2,190

10 unchanged sentences

Accrued income taxes — 7

Liabilities of business held for sale 54 —

Total current liabilities 3,413 3,576

21 unchanged sentences

Consolidated Statements of Cash Flows

Three Months Ended

October 27, 2024 October 29, 2023

Six Months Ended

January 26, 2025 January 28, 2024

Cash flows from operating activities:

1 unchanged sentence

Adjustments to reconcile net earnings to operating cash flow

Impairment charges 26 —

Restructuring charges 11 4

44 unchanged sentences

Shares Amount Shares Amount

Balance at October 29, 2023

323 $ 12 ( 25 ) $ ( 1,212 ) $ 388 $ 4,573 $ ( 6 ) $ 2 $ 3,757

Net earnings (loss) 203 — 203

Other comprehensive income (loss) ( 17 ) — ( 17 )

Dividends ($ .37 per share)

( 111 ) ( 111 )

Treasury stock purchased — ( 1 ) ( 1 )

Treasury stock issued under stock-based compensation plans — 1 19 — 20

Balance at January 28, 2024

323 $ 12 ( 25 ) $ ( 1,212 ) $ 407 $ 4,665 $ ( 23 ) $ 2 $ 3,851

Balance at July 30, 2023

6 unchanged sentences

Treasury stock issued under stock-based compensation plans 1 36 ( 13 ) — 23

Balance at January 28, 2024 323 $ 12 ( 25 ) $ ( 1,212 ) $ 407 $ 4,665 $ ( 23 ) $ 2 $ 3,851

Balance at October 27, 2024

323 $ 12 ( 25 ) $ ( 1,210 ) $ 393 $ 4,660 $ ( 13 ) $ 2 $ 3,844

Net earnings (loss) 173 — 173

Other comprehensive income (loss) ( 3 ) — ( 3 )

Dividends ($ .39 per share)

( 117 ) ( 117 )

Treasury stock purchased — ( 2 ) ( 2 )

Treasury stock issued under stock-based compensation plans — 4 13 — 17

Balance at January 26, 2025

323 $ 12 ( 25 ) $ ( 1,208 ) $ 406 $ 4,716 $ ( 16 ) $ 2 $ 3,912

Balance at July 28, 2024

6 unchanged sentences

Treasury stock issued under stock-based compensation plans 1 55 ( 31 ) ( 16 ) 8

Balance at October 27, 2024

Balance at January 26, 2025

323 $ 12 ( 25 ) $ ( 1,208 ) $ 406 $ 4,716 $ ( 16 ) $ 2 $ 3,912

2 unchanged sentences

Basis of Presentation and Significant Accounting Policies

In this Form 10-Q, unless otherwise stated, the terms "we," "us," "our" and the "company" refer to The Campbell's Company, formerly known as Campbell Soup Company, and its consolidated subsidiaries.

In this Form 10-Q, unless otherwise stated, the terms "we," "us," "our" and the "company" refer to The Campbell's Company and its consolidated subsidiaries.

The financial statements reflect all adjustments which are, in our opinion, necessary for a fair statement of the results of operations, financial position and cash flows for the indicated periods.

31 unchanged sentences

Sovos Brands' portfolio includes a variety of pasta sauces, dry pasta, soups, frozen entrées, frozen pizza and yogurts, all of which are sold in North America under the brand names Rao’s, Michael Angelo’s and noosa .

See Note 4 for additional information on the noosa yoghurt business.

Total purchase consideration was $ 2.899 billion, which was determined as follows:

36 unchanged sentences

The goodwill is not deductible for tax purposes.

The goodwill was primarily attributable to future growth opportunities, anticipated synergies, and intangible assets that did not qualify for separate recognition.

The goodwill was primarily attributable to future growth

opportunities, anticipated synergies, and intangible assets that did not qualify for separate recognition.

The goodwill is included in the Meals & Beverages segment.

The purchase price allocation of Sovos Brands is preliminary and is subject to the finalization of certain items, including valuations and tax balances, which will be completed within the allowable measurement period.

The identifiable intangible assets of Sovos Brands consist of:

1 unchanged sentence

Trademarks Non-amortizable Indefinite $ 1,470

Trademarks Amortizable 20 76

Customer relationships Amortizable 20 to 30 230

Trademarks (1)

Amortizable 20 76

Customer relationships (2)

Amortizable 20 to 30 230

Total identifiable intangible assets $ 1,776

As of October 27, 2024, the weighted-average remaining useful life of amortizable intangible assets was 26 years.

We incurred $ 9 million of costs associated with the acquisition in the three-month period ended October 29, 2023.

For the three-month period ended October 27, 2024, the Sovos Brands acquisition contributed $ 310 million to Net sales and a loss of $ 3 million to Net earnings, including the effect of integration costs and interest expense on the debt to finance the acquisition.

_____________________________________

(1) Includes $ 74 million related to the noosa yoghurt business.

(2) Includes $ 18 million related to the noosa yoghurt business.

Excluding the assets of the noosa yoghurt business held for sale, as of January 26, 2025, the weighted-average remaining useful life of amortizable intangible assets was 29 years.

We incurred $ 10 million and $ 19 million of costs associated with the acquisition in the three- and six-month periods ended January 28, 2024.

For the three- and six-month periods ended January 26, 2025, the Sovos Brands acquisition contributed $ 313 million and $ 623 million to Net sales and a loss of $ 9 million and $ 12 million to Net earnings, respectively, including the effect of integration costs and interest expense on the debt to finance the acquisition.

The following unaudited summary information is presented on a consolidated pro forma basis as if the Sovos Brands acquisition had occurred on August 1, 2022:

Three Months Ended

(Millions) October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 28, 2024 January 28, 2024

Net sales $ 2,760 $ 5,551

4 unchanged sentences

On August 26, 2024, we sold our Pop Secret popcorn business for $ 70 million.

We recognized a pre-tax loss on the sale of $ 25 million, which included allocated goodwill.

We recognized a pre-tax loss on the sale of $ 25 million, or $ 19 million after tax.

In connection with the sale, we will provide certain transition services to support the business.

The business had net sales of $ 9 million and $ 29 million for the three-month periods ended October 27, 2024 and October 29, 2023, respectively.

The business had net sales of $ 9 million for the six-month period ended January 26, 2025, and $ 32 million and $ 61 million for the three- and six-month periods ended January 28, 2024, respectively.

Earnings were not material in the periods.

The results of the business were reflected within the Snacks reportable segment.

Subsequent to the end of the second quarter, we completed the sale of our noosa yoghurt business on February 24, 2025, for $ 188 million, subject to certain customary purchase price adjustments.

In connection with the sale, we will provide certain transition services to support the business.

The noosa yoghurt business was purchased as part of the Sovos Brands acquisition.

In the second quarter of 2025, we recorded $ 15 million of deferred tax expense related to the sale of the business.

Net sales of the business were $ 39 million and $ 83 million for the three- and six-month periods ended January 26, 2025, respectively, and $ 68 million from March 12, 2024 through July 28, 2024.

Earnings were not material in the periods.

The results of the business are reflected within the Meals & Beverages segment.

The assets and liabilities of the business have been reflected as current Assets of business held for sale and current Liabilities of business held for sale as of January 26, 2025.

The assets and liabilities were as follows:

(Millions) January 26, 2025

Accounts receivable, net $ 15

Inventories 10

Plant assets, net of depreciation 54

Other intangible assets, net of amortization 89

Other assets 2

Assets of business held for sale $ 235

Accounts payable $ 13

Accrued liabilities 11

Long-term debt 9

Deferred taxes 19

Other liabilities 2

Liabilities of business held for sale $ 54

Accumulated Other Comprehensive Income (Loss)

9 unchanged sentences

Net current-period other comprehensive income (loss) ( 3 ) ( 17 ) — ( 20 )

Balance at October 29, 2023

Balance at January 28, 2024

$ ( 4 ) $ ( 21 ) $ 2 $ ( 23 )

4 unchanged sentences

Net current-period other comprehensive income (loss) ( 7 ) 3 5 1

Balance at October 27, 2024

Balance at January 26, 2025

$ ( 17 ) $ ( 6 ) $ 7 $ ( 16 )

_____________________________________

(1) Included no tax as of October 27, 2024, July 28, 2024, October 29, 2023 and July 30, 2023.

(2) Included a tax benefit of $ 2 million as of October 27, 2024 and July 28, 2024, tax expense of $ 1 million as of October 29, 2023 and a tax benefit of $ 1 million as of July 30, 2023.

(3) Included tax expense of $ 3 million as of October 27, 2024, and $ 1 million as of July 28, 2024, October 29, 2023 and July 30, 2023.

(1) Included no tax as of January 26, 2025, July 28, 2024, January 28, 2024 and July 30, 2023.

(2) Included a tax benefit of $ 2 million as of January 26, 2025, and July 28, 2024, $ 5 million as of January 28, 2024 and $ 1 million as of July 30, 2023.

(3) Included tax expense of $ 3 million as of January 26, 2025, and $ 1 million as of July 28, 2024, January 28, 2024 and July 30, 2023.

Amounts related to noncontrolling interests were not material.

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

Three Months Ended

(Millions) October 27, 2024 October 29, 2023 Location of Loss (Gain) Recognized in Earnings

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024 Location of Loss (Gain) Recognized in Earnings

Losses (gains) on cash-flow hedges:

Foreign exchange contracts $ ( 1 ) $ ( 2 ) $ ( 1 ) $ ( 2 ) Cost of products sold

Forward starting interest rate swaps — 1 1 1 Interest expense

9 unchanged sentences

— ( 21 ) ( 21 )

Net balance at October 27, 2024

Amounts reclassified to Assets of business held for sale (2)

( 65 ) — ( 65 )

Foreign currency translation adjustment ( 3 ) — ( 3 )

Net balance at January 26, 2025

$ 2,034 $ 2,954 $ 4,988

____________________________________

(1) On August 26, 2024, we sold our Pop Secret popcorn business.

See Note 4 for additional information.

(2) See Note 4 for additional information on our noosa yoghurt business.

Intangible Assets

The following table summarizes balance sheet information for intangible assets, excluding goodwill:

October 27, 2024 July 28, 2024

(Millions) Cost Accumulated Amortization Net Cost Accumulated Amortization Net

January 26, 2025 July 28, 2024

(Millions) Cost Accumulated Amortization Amounts reclassified to Assets of business held for sale (1)

Net Cost Accumulated Amortization Net

Amortizable intangible assets

13 unchanged sentences

____________________________________

(1) The carrying amount at July 28, 2024 included the $ 28 million Pop Secret trademark, which was divested with the sale of the business in 2025.

(1) See Note 4 for additional information on our noosa yoghurt business.

(2) The carrying amount as of July 28, 2024 included the $ 28 million Pop Secret trademark, which was divested with the sale of the business in 2025.

See Note 4 for additional information.

Amortization expense was $ 20 million for the three-month period ended October 27, 2024, and $ 17 million for the three-month period ended October 29, 2023.

Amortization expense for both the three-month periods ended October 27, 2024 and October 29, 2023 included $ 7 million of accelerated amortization expense on customer relationships, which began in the fourth quarter of 2023 due to the loss of certain contract manufacturing customers.

As of October 27, 2024, amortizable intangible assets had a weighted-average remaining useful life of 19 years.

(3) Includes the Late July and Allied brands trademarks.

Amortization expense was $ 39 million for the six-month period ended January 26, 2025, and $ 34 million for the six-month period ended January 28, 2024.

Amortization expense for both the six-month periods ended January 26, 2025 and January 28, 2024 included $ 14 million of accelerated amortization expense on customer relationships, which began in the fourth quarter of 2023 due to the loss of certain contract manufacturing customers.

As of January 26, 2025, amortizable intangible assets had a weighted-average remaining useful life of 19 years.

Amortization expense is estimated to be approximately $ 70 million in 2025 and $ 40 million per year for the following four years.

During the second quarter of 2025, we performed an interim impairment assessment on certain salty snacks and cookie trademarks within our Snacks segment, including Tom’s , Jays , Kruncher’s , O-Ke-Doke , Stella D’oro and Archway , collectively referred to as our "Allied brands." In 2025, sales performance was below expectations.

In the second quarter of 2025, based on recent performance, we lowered our long-term outlook and recognized an impairment charge of $ 15 million on the Allied brands trademarks.

As of January 26, 2025, the carrying value of the Allied brands trademarks was $ 28 million.

During the second quarter of 2025, we performed an interim impairment assessment on the Late July trademark within our Snacks segment.

In 2025, sales performance was below expectations.

In the second quarter of 2025, based on recent performance, we lowered our long-term outlook and recognized an impairment charge of $ 11 million on the trademark.

As of January 26, 2025, the carrying value of the Late July trademark was $ 47 million.

The impairment charges were recorded in Other expenses / (income) in the Consolidated Statement of Earnings.

The $ 1.47 billion carrying value of the Rao's trademark associated with the Sovos Brands acquisition approximates fair value.

Excluding the carrying value of the Rao's trademark and the Pop Secret trademark, as of the 2024 annual impairment testing, indefinite-lived trademarks with approximately 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $ 1.293 billion and included the Snyder's of Hanover , Pace , Pacific Foods and certain other Snacks trademarks.

The estimates of future cash flows used in determining the fair value of goodwill and intangible assets involve significant management judgment and are based upon assumptions about expected future operating performance, assumed royalty rates, economic conditions, market conditions and cost of capital.

Excluding the carrying value of the Rao's trademark, based on the 2024 annual impairment testing and interim assessments described above, indefinite-lived trademarks with approximately 10% or less of excess coverage of fair value over carrying value had an aggregate carrying value of $ 1.267 billion as of January 26, 2025, and included the Snyder's of Hanover , Pace , Pacific Foods, Late July and Allied brands trademarks.

The estimates of future cash flows used in determining the fair value of goodwill and intangible assets involve significant management judgment and are based upon assumptio ns about expected future operating performance, assumed royalty rates, economic conditions, market conditions and cost of capital.

Inherent in estimating the future cash flows are uncertainties beyond our control, such as changes in capital markets.

9 unchanged sentences

Pace Mexican sauces;

Campbell’s gravies, pasta, beans and dinner sauces;

SpaghettiOs pasta, Campbell’s gravies, beans and dinner sauces;

Swanson canned poultry;

3 unchanged sentences

and noosa yogurts.

The noosa yoghurt business was sold on February 24, 2025.

The segment also includes snacking products in foodservice and Canada;

27 unchanged sentences

Unrealized gains and losses on outstanding undesignated commodity hedging activities are excluded from segment operating earnings and are recorded in Corporate as these open positions represent hedges of future purchases.

Upon closing of the contracts, the realized gain or loss is transferred to segment operating earnings, which allows the segments to reflect the economic effects of the hedge without exposure to quarterly volatility of unrealized gains and losses.

Upon closing of the contracts, the realized gain or loss is transferred to segment

operating earnings, which allows the segments to reflect the economic effects of the hedge without exposure to quarterly volatility of unrealized gains and losses.

Only the service cost component of pension and postretirement expense is allocated to segments.

1 unchanged sentence

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

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Meals & Beverages $ 1,679 $ 1,382 $ 3,385 $ 2,786

1 unchanged sentence

Total $ 2,685 $ 2,456 $ 5,457 $ 4,974

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Earnings before interest and taxes

4 unchanged sentences

Restructuring charges (2)

( 5 ) ( 2 ) ( 11 ) ( 4 )

Total $ 327 $ 317 $ 694 $ 675

1 unchanged sentence

(1) Represents unallocated items.

Costs related to cost savings and optimization initiatives were $ 29 million in the three-month period ended October 27, 2024, and $ 11 million in the three-month period ended October 29, 2023.

Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were gains of $ 4 million in the three-month period ended October 27, 2024, and losses of $ 15 million in the three-month period ended October 29, 2023.

Accelerated amortization expense related to customer relationship intangible assets was $ 7 million in the three-month periods ended October 27, 2024 and October 29, 2023.

Insurance recoveries of $ 1 million and costs of $ 3 million related to a cybersecurity incident were included in the three-month periods ended October 27, 2024 and October 29, 2023, respectively.

Litigation expenses related to the Plum baby food and snacks business, which was divested on May 3, 2021, and certain other litigation matters were $ 1 million and $ 2 million and were included in the three-month periods ended October 27, 2024 and October 29, 2023, respectively.

A loss on the sale of our Pop Secret popcorn business of $ 25 million was included in the three-month period ended October 27, 2024.

A postretirement actuarial loss of $ 2 million was included in the three-month period ended October 27, 2024.

Costs of $ 9 million associated with the acquisition of Sovos Brands were included in the three-month period ended October 29, 2023.

Costs related to cost savings and optimization initiatives were $ 20 million and $ 49 million in the three- and six-month periods ended January 26, 2025, and $ 34 million and $ 45 million in the three- and six-month periods ended January 28, 2024, respectively.

Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were gains of $ 14 million and $ 18 million in the three- and six-month periods ended January 26, 2025, and gains of $ 7 million and losses of $ 8 million in the three- and six-month periods ended January 28, 2024, respectively.

Accelerated amortization expense related to customer relationship intangible assets was $ 7 million and $ 14 million in the three- and six-month periods ended January 26, 2025 and January 28, 2024.

Intangible asset impairment charges were $ 26 million in the three- and six-month periods ended in January 26, 2025.

A loss on the sale of our Pop Secret popcorn business of $ 25 million was included in the six-month period ended January 26, 2025.

Litigation expenses related to the Plum baby food and snacks business, which was divested on May 3, 2021, and certain other litigation matters were $ 1 million and $ 2 million in the three- and six-month periods ended January 26, 2025 and $ 1 million and $ 3 million in the three- and six-month periods ended January 28, 2024, respectively.

Insurance recoveries of $ 1 million and costs of $ 3 million related to a cybersecurity incident were included in the six-month periods ended January 26, 2025 and January 28, 2024, respectively.

A postretirement actuarial loss of $ 2 million was included in the six-month period ended January 26, 2025.

Costs of $ 10 million and $ 19 million associated with the acquisition of Sovos Brands were included in the three- and six-month periods ended January 28, 2024, respectively.

(2) See Note 8 for additional information.

Our net sales based on product categories are as follows:

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Soup $ 849 $ 841 $ 1,701 $ 1,701

5 unchanged sentences

Snacks include cookies, pretzels, crackers, popcorn, potato chips, tortilla chips and other salty snacks and baked products.

Other simple meals include sauces, yogurts, pasta, frozen entrées, canned poultry, frozen pizza, gravies and beans.

Other simple meals include sauces, yogurts, pasta, frozen entrées,

canned poultry, frozen pizza, gravies and beans.

Beverages include V8 juices and beverages, Campbell’s tomato juice and Pacific Foods non-dairy beverages.

11 unchanged sentences

A summary of the pre-tax charges recognized in the Consolidated Statements of Earnings related to these initiatives is as follows:

Three Months Ended

(Millions) October 29, 2023 Total Program

January 28, 2024

(Millions) Three Months Ended Six Months Ended Total Program

Restructuring charges $ 2 $ 4 $ 297

31 unchanged sentences

A summary of the pre-tax charges recorded in the Consolidated Statement of Earnings related to these initiatives is as follows:

Three Months Ended

(Millions) October 27, 2024

January 26, 2025

(Millions) Three Months Ended Six Months Ended

Restructuring charges $ 5 $ 11

5 unchanged sentences

A summary of the pre-tax costs associated with the initiatives is as follows:

(Millions) Recognized as of October 27, 2024

(Millions) Recognized as of January 26, 2025

Severance pay and benefits

11 unchanged sentences

Of the aggregate $ 190 million of pre-tax costs identified to date, we expect approximately $ 135 million will be cash expenditures.

In addition, we expect to invest approximately $ 215 million in capital expenditures, of which we invested $ 18 million as of October 27, 2024.

In addition, we expect to invest approximately $ 215 million in capital expenditures, of which we invested $ 57 million as of January 26, 2025.

The capital expenditures primarily relate to optimization of production within our manufacturing network, implementation of our existing SAP enterprise-resource planning system for Sovos Brands and optimization of information technology infrastructure and applications.

1 unchanged sentence

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

Asset Impairment/Accelerated Depreciation Total Charges

Asset Impairment/Accelerated Depreciation Other Non-Cash Exit Costs (4)

Total Charges

Accrued balance at July 28, 2024 (1)

11 23 17 1 $ 52

2025 cash payments

Accrued balance at October 27, 2024 (2)

Accrued balance at January 26, 2025 (2)

__________________________________

4 unchanged sentences

The costs are included in Administrative expenses, Cost of products sold, Marketing and selling expenses and Research and development expenses in the Consolidated Statements of Earnings.

(4) Includes non-cash costs that are not reflected in the restructuring reserve in the Consolidated Balance Sheet.

Segment operating results do not include restructuring charges, implementation costs and other related costs because we evaluate segment performance excluding such charges.

A summary of the pre-tax costs associated with segments is as follows:

Three Months Ended

(Millions) October 27, 2024

January 26, 2025

(Millions) Three Months Ended Six Months Ended

Meals & Beverages $ 16 $ 37

Corporate 7 10

Total $ 25 $ 52

Other Optimization Initiatives

2 unchanged sentences

We expect to execute this program in a staggered rollout and to incur expenses of up to approximately $ 115 million through 2029.

In the three-month period ended October 27, 2024, we incurred $ 8 million in Marketing and selling expenses related to this initiative.

As of October 27, 2024, we have incurred $ 13 million in Marketing and selling expenses related to this initiative.

In the six-month period ended January 26, 2025, we incurred $ 8 million in Marketing and selling expenses related to this initiative.

As of January 26, 2025, we have incurred $ 13 million in Marketing and selling expenses related to this initiative.

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 27, 2024 and October 29, 2023, excludes less than 1 million stock options that would have been antidilutive.

The earnings per share calculation for

the three- and six-month periods ended January 26, 2025 and January 28, 2024, excludes less than 1 million stock options that would have been antidilutive.

Pension and Postretirement Benefits

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

Three Months Ended

Pension Postretirement

(Millions) October 27, 2024 October 29, 2023 October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

Pension Postretirement Pension Postretirement

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Service cost $ 3 $ 3 $ — $ — $ 6 $ 6 $ — $ —

3 unchanged sentences

Net periodic benefit expense (income) $ ( 1 ) $ — $ 1 $ 2 $ ( 3 ) $ ( 1 ) $ 5 $ 4

The actuarial loss for the three-month period ended October 27, 2024 related to the remeasurement of our postretirement plan due to a plan amendment.

The actuarial loss for the six-month period ended January 26, 2025 related to the remeasurement of our postretirement plan due to a plan amendment.

The actuarial loss was primarily due to a decrease in the discount rate used to determine the benefit obligation.

The components of lease costs were as follows:

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Operating lease cost (1)

$ 27 $ 24 $ 56 $ 48

Finance lease - amortization of right-of-use (ROU) assets 8 4 14 8

3 unchanged sentences

Total $ 110 $ 93 $ 226 $ 193

___________________________________________

(1) Excludes costs associated with the cost savings initiatives described in Note 8.

The following tables summarize the lease amounts recorded in the Consolidated Balance Sheets:

Operating Leases

(Millions) Balance Sheet Classification October 27, 2024 July 28,

(Millions) Balance Sheet Classification January 26, 2025 July 28,

ROU assets, net Other assets $ 335 $ 333

1 unchanged sentence

Lease liabilities (noncurrent) Other liabilities $ 271 $ 268

ROU assets, net Assets of business held for sale $ 2 $ —

Lease liabilities (noncurrent) Liabilities of business held for sale $ 2 $ —

Finance Leases

(Millions) Balance Sheet Classification October 27, 2024 July 28,

(Millions) Balance Sheet Classification January 26, 2025 July 28,

ROU assets, net Plant assets, net of depreciation $ 71 $ 72

1 unchanged sentence

Lease liabilities (noncurrent) Long-term debt $ 44 $ 46

ROU assets, net Assets of business held for sale $ 12 $ —

Lease liabilities (noncurrent) Liabilities of business held for sale $ 9 $ —

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

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Six Months Ended

(Millions) January 26, 2025 January 28, 2024

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

13 unchanged sentences

If a change of control triggering event occurs, we will be required to offer to purchase the notes at a purchase price equal to 101 % of the principal amount plus accrued and unpaid interest, if any, to the purchase date.

I n October 2024, we used a portion of the net proceeds from the issuance of the notes to repay $ 200 million of the $ 400 million outstanding under our 2022 Delayed Draw Term Loan Credit Agreement due November 15, 2025 and a portion of our outstanding commercial paper.

I n October 2024, we used a portion of the net proceeds from the issuance of the notes to repay $ 200 million of the $ 400 million outstanding under our 2022 Delayed Draw Term Loan Credit Agreement (the 2022 DDTL Credit Agreement) due November 15, 2025 and a portion of our outstanding commercial paper.

In November 2024, we repaid the remaining $ 200 million outstanding under the 2022 DDTL Credit Agreement.

We have $ 1.15 billion aggregate principal amount of senior notes maturing in March 2025, which we intend to repay by using a portion of the proceeds from the issuance of the notes along with cash on hand and issuing commercial paper.

9 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 27, 2024, or July 28, 2024.

We did not have credit risk-related contingent features in our derivative instruments as of January 26, 2025, or July 28, 2024.

We are also exposed to credit risk from our customers.

7 unchanged sentences

We hedge portions of our forecasted foreign currency transaction exposure with foreign exchange forward contracts for periods typically up to 18 months.

The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $ 99 million as of October 27, 2024, and $ 108 million as of July 28, 2024.

The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $ 113 million as of January 26, 2025, and $ 108 million as of July 28, 2024.

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 and option contracts that are not designated as accounting hedges was $ 458 million as of October 27, 2024, and $ 189 million as of July 28, 2024.

The notional amount of foreign exchange forward and option contracts that are not designated as accounting hedges was $ 404 million as of January 26, 2025, and $ 189 million as of July 28, 2024.

Interest Rate Risk

7 unchanged sentences

The gain on these instruments was recorded in other comprehensive income (loss) and will be recognized in Interest expense over the life of the debt.

There were no forward starting interest rate swaps or treasury lock contracts outstanding as of October 27, 2024 and July 28, 2024.

There were no forward starting interest rate swaps or treasury lock contracts outstanding as of January 26, 2025 and July 28, 2024.

Commodity Price Risk

3 unchanged sentences

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

There were no commodity contracts designated as cash-flow hedges as of October 27, 2024, or July 28, 2024.

The notional amount of commodity contracts not designated as accounting hedges was $ 145 million as of October 27, 2024, and $ 200 million as of July 28, 2024.

There were no commodity contracts designated as cash-flow hedges as of January 26, 2025, or July 28, 2024.

The notional amount of commodity contracts not designated as accounting hedges was $ 133 million as of January 26, 2025, and $ 200 million as of July 28, 2024.

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 $ 29 million as of October 27, 2024, and $ 48 million as of July 28, 2024.

The notional amount was $ 90 million as of January 26, 2025, and $ 48 million as of July 28, 2024.

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

4 unchanged sentences

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

The notional amounts of the contracts were $ 80 million as of October 27, 2024, and $ 71 million as of July 28, 2024.

The following table summarizes the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of October 27, 2024, and July 28, 2024:

(Millions) Balance Sheet Classification October 27, 2024 July 28,

The notional amounts of the contracts were $ 80 million as of January 26, 2025, and $ 71 million as of July 28, 2024.

The following table summarizes the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of January 26, 2025, and July 28, 2024:

(Millions) Balance Sheet Classification January 26, 2025 July 28,

Asset Derivatives

5 unchanged sentences

Deferred compensation contracts Other current assets 4 3

Foreign exchange contracts Other current assets 1 —

Total derivatives not designated as hedges $ 16 $ 9

Total asset derivatives $ 19 $ 11

(Millions) Balance Sheet Classification October 27, 2024 July 28,

(Millions) Balance Sheet Classification January 26, 2025 July 28,

Liability Derivatives

5 unchanged sentences

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 27, 2024, and July 28, 2024, would be adjusted as detailed in the following table:

October 27, 2024 July 28, 2024

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 26, 2025, and July 28, 2024, would be adjusted as detailed in the following table:

January 26, 2025 July 28, 2024

(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

2 unchanged sentences

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 asset balances of $ 2 million at October 27, 2024 and July 28, 2024 were included in Other current assets in the Consolidated Balance Sheets.

The following table shows the effect of our derivative instruments designated as cash-flow hedges in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings:

Cash margin asset balances of less than $ 1 million at January 26, 2025 and $ 2 million at July 28, 2024 were included in Other current assets in the Consolidated Balance Sheets.

The following tables show the effect of our derivative instruments designated as cash-flow hedges in other comprehensive income (loss) (OCI) and the Consolidated Statements of Earnings:

Total Cash-Flow Hedge

(Millions) October 27, 2024 October 29, 2023

(Millions) January 26, 2025 January 28, 2024

Three Months Ended

5 unchanged sentences

Location in Earnings

Foreign exchange contracts Cost of products sold ( 1 ) ( 2 )

Forward starting interest rate swaps Interest expense — 1

OCI derivative gain (loss) at end of quarter $ ( 8 ) $ ( 26 )

Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a loss of $ 1 million.

The following table shows the total amounts of line items presented in the Consolidated Statements of Earnings, in which the effects of derivative instruments designated as cash-flow hedges are recorded and the total effect of hedge activity on these line items:

Six Months Ended

OCI derivative gain (loss) at beginning of year $ ( 11 ) $ ( 5 )

Effective portion of changes in fair value recognized in OCI:

Foreign exchange contracts 3 3

Forward starting interest rate swaps — ( 23 )

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

Location in Earnings

Foreign exchange contracts Cost of products sold ( 1 ) ( 2 )

Forward starting interest rate swaps Interest expense 1 1

OCI derivative gain (loss) at end of quarter $ ( 8 ) $ ( 26 )

Based on current valuations, the amount expected to be reclassified from OCI into earnings within the next 12 months is a gain of $ 1 million.

The following tables show the total amounts of line items presented in the Consolidated Statements of Earnings in which the effects of derivative instruments designated as cash-flow hedges are recorded and the total effect of hedge activity on these line items:

Three Months Ended

October 27, 2024 October 29, 2023

(Millions) Interest

expense Interest

January 26, 2025 January 28, 2024

(Millions) Cost of products sold Interest

expense Cost of products sold Interest

Consolidated Statements of Earnings:

$ 1,866 $ 88 $ 1,680 $ 46

Loss (gain) on cash-flow hedges:

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

Six Months Ended

January 26, 2025 January 28, 2024

(Millions) Cost of products sold Interest

expense Cost of products sold Interest

Consolidated Statements of Earnings:

$ 3,771 $ 175 $ 3,410 $ 95

Loss (gain) on cash-flow hedges:

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

The amount excluded from effectiveness testing recognized in each line item of earnings using an amortization approach was not material in all periods presented.

The following table shows the effects of our derivative instruments not designated as hedges in the Consolidated Statements of Earnings:

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

(Millions) October 27, 2024 October 29, 2023

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

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Foreign exchange contracts Cost of products sold $ ( 1 ) $ 1 $ ( 1 ) $ —

9 unchanged sentences

When available, we use unadjusted quoted market prices to measure the fair value and classify such items as Level 1.

If quoted market prices are not available, we base

fair value upon internally developed models that use current market-based or independently sourced market parameters such as interest rates and currency rates.

If quoted market prices are not available, we base fair value upon internally developed models that use current market-based or independently sourced market parameters such as interest rates and currency rates.

Included in the fair value of derivative instruments is an adjustment for credit and nonperformance risk.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of October 27, 2024, and July 28, 2024, consistent with the fair value hierarchy:

October 27, 2024

The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of January 26, 2025, and July 28, 2024, consistent with the fair value hierarchy:

January 26, 2025

Fair Value Measurements at

October 27, 2024 Using

January 26, 2025 Using

Fair Value Hierarchy

13 unchanged sentences

Total assets at fair value $ 20 $ 2 $ 15 $ 3 $ 12 $ 1 $ 6 $ 5

October 27, 2024

January 26, 2025

Fair Value Measurements at

October 27, 2024 Using

January 26, 2025 Using

Fair Value Hierarchy

18 unchanged sentences

The following table summarizes the changes in fair value of Level 3 assets and liabilities:

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Six Months Ended

(Millions) January 26, 2025 January 28, 2024

Fair value at beginning of year $ 5 $ 2

2 unchanged sentences

Fair value at end of quarter $ 2 $ 9

Items Measured at Fair Value on a Nonrecurring Basis

In addition to assets and liabilities that are measured at fair value on a recurring basis, we are also required to measure certain items at fair value on a nonrecurring basis.

In the second quarter of 2025, we performed interim impairment assessments on certain trademarks in our Snacks segment.

See also Note 6 for additional information on the impairment charges.

Fair value was determined based on unobservable Level 3 inputs.

The fair value of trademarks was determined based on discounted cash flow analysis that involves significant management assumptions such as expected revenue growth rates, assumed royalty rates and weighted-average costs of capital.

The following table presents fair value measurements of the trademarks:

December 2025

(Millions) Impairment Charges Fair Value

Allied brands $ 15 $ 28

Late July $ 11 $ 47

Fair Value of Financial Instruments

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

There were cash equivalents of $ 169 million at October 27, 2024 and $ 25 million at July 28, 2024.

There were cash equivalents of $ 170 million at January 26, 2025 and $ 25 million at July 28, 2024.

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 $ 7.623 billion at October 27, 2024, and $ 6.866 billion at July 28, 2024.

The carrying value was $ 7.917 billion at October 27, 2024, and $ 7.184 billion at July 28, 2024.

The fair value of short- and long-term debt was $ 7.291 billion at January 26, 2025, and $ 6.866 billion at July 28, 2024.

The carrying value was $ 7.675 billion at January 26, 2025, and $ 7.184 billion at July 28, 2024.

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.

7 unchanged sentences

The September 2024 program replaced an anti-dilutive share repurchase program of up to $ 250 million that was approved by the Board in June 2021 and has been terminated.

During the three-month periods ended October 27, 2024 and October 29, 2023, we repurchased 1.098 million shares at a cost of $ 54 million and 679 thousand shares at a cost of $ 28 million, respectively, pursuant to our anti-dilutive share repurchase programs.

As of October 27, 2024, approximately $ 206 million remained available under the September 2024 program and approximately $ 301 million remained available under the September 2021 program.

During the six-month periods ended January 26, 2025 and January 28, 2024, we repurchased 1.134 million shares at a cost of $ 56 million and 707 thousand shares at a cost of $ 29 million, respectively, pursuant to our anti-dilutive share repurchase programs.

As of January 26, 2025, approximately $ 205 million remained available under the September 2024 program and approximately $ 301 million remained available under the September 2021 program.

Stock-based Compensation

11 unchanged sentences

Total pre-tax stock-based compensation expense and tax-related benefits recognized in the Consolidated Statements of Earnings were as follows:

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Total pre-tax stock-based compensation expense $ 17 $ 19 $ 36 $ 36

9 unchanged sentences

Terminated — $ —

Outstanding at October 27, 2024

Outstanding at January 26, 2025

779 $ 45.33 2.7 $ 1

Exercisable at October 27, 2024

Exercisable at January 26, 2025

779 $ 45.33 2.7 $ 1

No options were exercised during the three-month period ended October 29, 2023.

No options were exercised during the six-month period ended January 28, 2024.

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

9 unchanged sentences

Forfeited ( 88 ) $ 44.12

Nonvested at October 27, 2024

Nonvested at January 26, 2025

3,300 $ 45.47

5 unchanged sentences

We expense EPS performance restricted stock units on a straight-line basis over the service period, except for awards issued to retirement-eligible participants, which we expense on an accelerated basis.

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

We estimate expense based on the

number of awards expected to vest.

In the first quarter of 2025, recipients of EPS performance restricted stock units earned 100 % of the initial grants based upon actual performance achieved during a three-year period ended July 28, 2024.

There were 946 thousand EPS performance target grants outstanding at October 27, 2024, with a weighted-average grant-date fair value of $ 45.39 .

There were 934 thousand EPS performance target grants outstanding at January 26, 2025, with a weighted-average grant-date fair value of $ 45.51 .

In connection with the divestiture of our Pop Secret popcorn business, in the first quarter of 2025, our adjusted EPS compound annual growth rate goals for the EPS performance restricted stock units granted in 2024 and 2023 were revised to equitably adjust for the impact of the completed divestiture that was not contemplated at the time of approval of the original targets.

As of October 27, 2024, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS performance restricted stock units was $ 98 million, which will be amortized over the weighted-average remaining service period of 1.9 years.

The fair value of restricted stock units vested during the three-month periods ended October 27, 2024, and

October 29, 2023, was $ 59 million and $ 30 million, respectively.

The weighted-average grant-date fair value of the restricted stock units granted during the three-month period ended October 29, 2023 was $ 41.09 .

As of January 26, 2025, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS performance restricted stock units was $ 74 million, which will be amortized over the weighted-average remaining service period of 1.9 years.

The fair value of restricted stock units vested during the six-month periods ended January 26, 2025, and January 28, 2024, was $ 63 million and $ 31 million, respectively.

The weighted-average grant-date fair value of the restricted stock units granted during the six-month period ended January 28, 2024 was $ 41.08 .

The following table summarizes TSR performance restricted stock units activity:

5 unchanged sentences

Forfeited ( 24 ) $ 47.55

Nonvested at October 27, 2024

Nonvested at January 26, 2025

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

5 unchanged sentences

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 27, 2024, total remaining unearned compensation related to TSR performance restricted stock units was $ 23 million, which will be amortized over the weighted-average remaining service period of 1.9 years.

As of January 26, 2025, total remaining unearned compensation related to TSR performance restricted stock units was $ 16 million, which will be amortized over the weighted-average remaining service period of 1.9 years.

In the first quarter of 2025, recipients of TSR performance restricted stock units earned 175 % of the initial grants based upon our TSR ranking in a performance peer group during a three-year period ended July 26, 2024.

1 unchanged sentence

In the first quarter of 2024, 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 28, 2023.

The fair value of TSR performance restricted stock units vested during the three-month periods ended October 27, 2024, and October 29, 2023, was $ 23 million and $ 12 million, respectively.

The grant-date fair value of the TSR performance restricted stock units granted during the three-month period ended October 29, 2023, was $ 44.18 .

The fair value of TSR performance restricted stock units vested during the six-month periods ended January 26, 2025, and January 28, 2024, was $ 23 million and $ 12 million, respectively.

The grant-date fair value of the TSR performance restricted stock units granted during the six-month period ended January 28, 2024, was $ 44.18 .

Commitments and Contingencies

11 unchanged sentences

Environmental Protection Agency, and National Education Law Center, on behalf of Environment America and Lake Erie Waterkeeper, filed lawsuits in the United States District Court for the Northern District of Ohio – Western Division concerning alleged violations of the Clean Water Act relating to alleged contaminant discharges from our Napoleon, Ohio wastewater treatment facility in excess of the facility’s Clean Water Act permit limits.

We have and are continuing to take actions to remediate the exceedances and are in

settlement discussions with the DOJ and the private environmental groups.

We have and are continuing to take actions to remediate the exceedances and are in settlement discussions with the DOJ and the private environmental groups.

While we cannot predict with certainty the amount of any civil penalty or the timing of the resolution of this matter, we do not expect that the ultimate costs to resolve this matter will have a material adverse effect on our financial condition, results of operations, or cash flows.

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 27, 2024.

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 26, 2025.

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 27, 2024.

Liabilities recognized based on known exposures related to such matters were not material at January 26, 2025.

Supplier Finance Program Obligations

7 unchanged sentences

The payment of these obligations is included in cash provided by operating activities in the Consolidated Statements of Cash Flows.

Amounts outstanding under these programs, which are included in Accounts payable on the Consolidated Balance Sheets, were approximately $ 269 million at October 27, 2024 and $ 243 million July 28, 2024.

Amounts outstanding under these programs, which are included in Accounts payable on the Consolidated Balance Sheets, were $ 269 million at January 26, 2025 and $ 243 million July 28, 2024.

Supplemental Financial Statement Data

(Millions) October 27, 2024 July 28,

(Millions) January 26, 2025 July 28,

Balance Sheets

2 unchanged sentences

$ 1,288 $ 1,386

Three Months Ended

(Millions) October 27, 2024 October 29, 2023

Three Months Ended Six Months Ended

(Millions) January 26, 2025 January 28, 2024 January 26, 2025 January 28, 2024

Statements of Earnings

Other expenses / (income)

Impairment of intangible assets (1)

$ 26 $ — $ 26 $ —

Amortization of intangible assets (2)

4 unchanged sentences

( 1 ) — ( 2 ) ( 2 )

(1) Includes accelerated amortization expense related to customer relationship intangible assets of $ 7 million in the three-month periods ended October 27, 2024 and October 29, 2023.

Other — — — 2

$ 41 $ 26 $ 84 $ 50

_______________________________________

(1) See Note 6 for additional information.

(2) Includes accelerated amortization expense related to customer relationship intangible assets of $ 7 million and $ 14 million in the three- and six-month periods ended January 26, 2025 and January 28, 2024.

(3) Related to the acquisition of Sovos Brands.

2 unchanged sentences

See Note 4 for additional information.

Subsequent Event

In November 2024, we entered into an agreement to sell our noosa yoghurt business for $ 200 million, subject to certain customary purchase price adjustments.

The closing of the transaction is subject to certain customary conditions, including regulatory approval.

In connection with the sale, we will provide certain transition services to support the business.

The noosa yoghurt business was purchased as part of the Sovos Brands acquisition.

Net sales of the business were $ 68 million in 2024.

Earnings were not material in 2024.

The results of the business are reflected within the Meals & Beverages segment.

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