What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-06-02 compared with 2025-03-05 · 212 added, 207 removed, 826 unchanged (34% of the section changed)

3 unchanged sentences

(millions, except per share amounts)

Three Months Ended Six Months Ended

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

Three Months Ended Nine Months Ended

April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Net sales $ 2,475 $ 2,369 $ 7,932 $ 7,343

25 unchanged sentences

Three Months Ended

January 26, 2025 January 28, 2024

April 27, 2025 April 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 $ 67 $ 141

Six Months Ended

January 26, 2025 January 28, 2024

Nine Months Ended

April 27, 2025 April 28, 2024

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

17 unchanged sentences

(millions, except per share amounts)

January 26, 2025 July 28, 2024

April 27, 2025 July 28, 2024

Current assets

3 unchanged sentences

Other current assets 121 66

Assets of business held for sale 235 —

Total current assets 2,226 2,190

10 unchanged sentences

Accrued income taxes 14 7

Liabilities of business held for sale 54 —

Total current liabilities 2,849 3,576

21 unchanged sentences

Consolidated Statements of Cash Flows

Six Months Ended

January 26, 2025 January 28, 2024

Nine Months Ended

April 27, 2025 April 28, 2024

Cash flows from operating activities:

4 unchanged sentences

Stock-based compensation 52 80

Amortization of inventory fair value adjustment from acquisition — 17

Pension and postretirement benefit expense 2 5

1 unchanged sentence

Deferred income taxes ( 58 ) 13

Net loss on sale of business 25 —

Changes in working capital, net of divestiture

Loss on sales of businesses 25 —

Changes in working capital, net of acquisition and divestitures

Accounts receivable ( 57 ) ( 33 )

8 unchanged sentences

Sales of route businesses 96 33

Sale of business 70 —

Business acquired, net of cash acquired — ( 2,617 )

Sales of businesses, net of cash divested 258 —

Other ( 8 ) 1

1 unchanged sentence

Cash flows from financing activities:

Short-term borrowings, including commercial paper 663 1,416

Short-term repayments, including commercial paper ( 925 ) ( 1,596 )

Short-term borrowings, including commercial paper and delayed draw term loan 1,189 4,616

Short-term repayments, including commercial paper and delayed draw term loan ( 1,093 ) ( 4,556 )

Long-term borrowings 1,144 2,496

4 unchanged sentences

Payments of debt issuance costs ( 12 ) ( 22 )

Other — ( 1 )

Net cash provided by (used in) financing activities ( 755 ) 2,008

14 unchanged sentences

Shares Amount Shares Amount

Balance at October 29, 2023

Balance at January 28, 2024

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

3 unchanged sentences

( 113 ) ( 113 )

Replacement share-based awards issued in connection with Sovos Brands, Inc.

acquisition (1)

Treasury stock purchased — ( 17 ) ( 17 )

Treasury stock issued under stock-based compensation plans — 39 ( 28 ) — 11

Balance at January 28, 2024

Balance at April 28, 2024

323 $ 12 ( 25 ) $ ( 1,190 ) $ 421 $ 4,685 $ ( 15 ) $ 2 $ 3,915

5 unchanged sentences

( 336 ) ( 336 )

Replacement share-based awards issued in connection with Sovos Brands, Inc.

acquisition (1)

Treasury stock purchased ( 1 ) ( 46 ) ( 46 )

Treasury stock issued under stock-based compensation plans 1 75 ( 41 ) — 34

Balance at April 28, 2024 323 $ 12 ( 25 ) $ ( 1,190 ) $ 421 $ 4,685 $ ( 15 ) $ 2 $ 3,915

Balance at January 26, 2025

Balance at October 27, 2024

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

5 unchanged sentences

Treasury stock issued under stock-based compensation plans — 5 9 — 14

Balance at January 26, 2025

Balance at April 27, 2025

323 $ 12 ( 25 ) $ ( 1,207 ) $ 415 $ 4,665 $ ( 15 ) $ 2 $ 3,872

7 unchanged sentences

Treasury stock issued under stock-based compensation plans 1 60 ( 22 ) ( 16 ) 22

Balance at January 26, 2025

Balance at April 27, 2025

323 $ 12 ( 25 ) $ ( 1,207 ) $ 415 $ 4,665 $ ( 15 ) $ 2 $ 3,872

(1) See Note 3 for additional information.

See accompanying Notes to Consolidated Financial Statements.

18 unchanged sentences

The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted.

We are currently evaluating the impact that the new guidance will have on our consolidated financial statements.

We will adopt the new guidance beginning with our 2025 annual reporting.

In December 2023, the FASB issued guidance to improve income tax disclosures by requiring disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

12 unchanged sentences

On March 12, 2024 , we completed the acquisition.

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.

Sovos Brands' portfolio included a variety of pasta sauces, dry pasta, soups, frozen entrées, frozen pizza and yogurts 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, which was sold on February 24, 2025.

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

14 unchanged sentences

We recognized $ 26 million of expense related to accelerated vesting of certain replacement awards in the third quarter of 2024.

The cash portion of the acquisition was funded through a 2024 Delayed Draw Term Loan Credit Agreement of $ 2 billion and cash on hand.

The cash portion of the acquisition was funded through a Delayed Draw Term Loan Credit Agreement (the 2024 DDTL Credit Agreement) of $ 2 billion and cash on hand.

The table below presents the fair value that was allocated to acquired assets and assumed liabilities:

22 unchanged sentences

The goodwill is included in the Meals & Beverages segment.

The identifiable intangible assets of Sovos Brands consist of:

The identifiable intangible assets of Sovos Brands consisted of:

(Millions) Type Life in Years Value

8 unchanged sentences

(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.

We incurred transaction costs and integration costs, including costs to achieve synergies, of $ 95 million and $ 114 million associated with the Sovos Brands acquisition in the three- and nine-month periods ended April 28, 2024.

Approximately $ 16 million in the three-month period and $ 35 million in the nine-month period represented transaction costs, including outside advisory costs, recorded in Other expenses / (income).

In the three-month period ended April 28, 2024, we recognized $ 2 million in Interest expense related to financing fees associated with the 2024 DDTL Credit Agreement.

Integration costs included expenses associated with accelerated vesting of replacement awards, severance and retention bonuses, amortization of the acquisition date fair value adjustment to inventories and other costs.

Integration costs recognized in the three-month period ended April 28, 2024 included the following:

• $ 18 million in Cost of products sold, $ 17 million of which related to the amortization of the acquisition date fair value adjustment to inventories;

• $ 2 million of Marketing and selling expenses;

• $ 39 million of Administrative expenses;

• $ 2 million of Research and development expenses;

• $ 16 million of Restructuring charges to achieve synergies.

See Note 8 for additional information.

For the period March 12, 2024 through April 28, 2024, the Sovos Brands acquisition contributed $ 166 million to Net sales and a loss of $ 75 million to Net earnings, including the effect of transaction and 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 Six Months Ended

(Millions) January 28, 2024 January 28, 2024

April 28, 2024

(Millions) Three Months Ended Nine Months Ended

Net sales $ 2,510 $ 8,061

5 unchanged sentences

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 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.

In connection with the sale, we are providing certain transition services to support the business.

The business had net sales of $ 9 million for the nine-month period ended April 27, 2025, and $ 30 million and $ 91 million for the three- and nine-month periods ended April 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.

We entered into an agreement to sell our noosa yoghurt business in November 2024.

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.

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

We completed the sale on February 24, 2025, for $ 188 million, subject to certain customary purchase price adjustments.

The after-tax loss recorded on the sale was $ 15 million, which is subject to the finalization of the purchase price adjustments.

In connection with the sale, we are providing certain transition services to support the business.

Net sales of the business were $ 16 million and $ 99 million for the three- and nine-month periods ended April 27, 2025, respectively.

Net sales of the business were $ 21 million and $ 68 million from March 12, 2024 through April 28, 2024 and July 28, 2024, respectively.

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

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

Accumulated Other Comprehensive Income (Loss)

9 unchanged sentences

Net current-period other comprehensive income (loss) ( 6 ) ( 6 ) — ( 12 )

Balance at January 28, 2024

Balance at April 28, 2024

$ ( 7 ) $ ( 10 ) $ 2 $ ( 15 )

4 unchanged sentences

Net current-period other comprehensive income (loss) ( 1 ) ( 2 ) 5 2

Balance at January 26, 2025

Balance at April 27, 2025

$ ( 11 ) $ ( 11 ) $ 7 $ ( 15 )

_____________________________________

(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.

(1) Included no tax as of April 27, 2025, July 28, 2024, April 28, 2024 and July 30, 2023.

(2) Included a tax benefit of $ 2 million as of April 27, 2025 and July 28, 2024, $ 3 million as of April 28, 2024 and $ 1 million as of July 30, 2023.

(3) Included tax expense of $ 2 million as of April 27, 2025, and $ 1 million as of July 28, 2024, April 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 Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024 Location of Loss (Gain) Recognized in Earnings

Losses (gains) on cash-flow hedges:

4 unchanged sentences

Loss (gain), net of tax $ — $ — $ — $ ( 1 )

Pension and postretirement benefit adjustments:

Prior service credit $ ( 1 ) $ — $ ( 1 ) $ — Other expenses / (income)

Tax expense (benefit) 1 — 1 —

Loss (gain), net of tax $ — $ — $ — $ —

Goodwill and Intangible Assets

3 unchanged sentences

$ 2,102 $ 2,975 $ 5,077

Divestiture (1)

— ( 21 ) ( 21 )

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

Divestitures (1)

( 65 ) ( 21 ) ( 86 )

Foreign currency translation adjustment ( 3 ) — ( 3 )

Net balance at January 26, 2025

Net balance at April 27, 2025

$ 2,037 $ 2,954 $ 4,991

____________________________________

(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.

(1) See Note 4 for additional information on divestitures.

Intangible Assets

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

January 26, 2025 July 28, 2024

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

April 27, 2025 July 28, 2024

(Millions) Cost Accumulated Amortization Divestiture (1)

Net Cost Accumulated Amortization Net

14 unchanged sentences

____________________________________

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

(1) See Note 4 for additional information on the divestiture of 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.

1 unchanged sentence

(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 was $ 19 million and $ 58 million for the three- and nine-month periods ended April 27, 2025, and $ 18 million and $ 52 million for the three- and nine-month periods ended April 28, 2024, respectively.

Amortization expense included accelerated amortization expense on customer relationships of $ 6 million and $ 20 million for both the three-month and nine-month periods ended April 27, 2025 and April 28, 2024, respectively, which began in the fourth quarter of 2023 due to the loss of certain contract manufacturing customers.

As of April 27, 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.

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, reducing the carrying value to $ 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.

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, reducing the carrying value to $ 47 million.

During the third quarter of 2025, we performed an interim impairment assessment on the Snyder's of Hanover trademark within our Snacks segment.

In 2025, sales and operating performance were below expectations.

In the third quarter of 2025, based on recent performance, we lowered our long-term outlook and recognized an impairment charge of $ 150 million on the trademark, reducing the carrying value to $ 470 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, 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.

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 $ 1.117 billion as of April 27, 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 assumptions 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.

The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions.

The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance and economic conditions, including the potential impact of tariffs.

Segment Information

Our reportable segments are as follows:

• Meals & Beverages, which consists of our soup, simple meals and beverage products in retail and foodservice in the U.S.

• Meals & Beverages, which consists of our soup, simple meals and beverages products in retail and foodservice in the U.S.

The segment includes the following products:

4 unchanged sentences

Pace Mexican sauces;

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

SpaghettiOs pasta;

Campbell’s gravies, beans and dinner sauces;

Swanson canned poultry;

1 unchanged sentence

Campbell's tomato juice;

and as of March 12, 2024, Rao's pasta sauces, dry pasta, frozen entrées, frozen pizza and soups, Michael Angelo’s frozen entrées and pasta sauces;

and as of March 12, 2024, Rao's pasta sauces, dry pasta, frozen entrées, frozen pizza and soups;

Michael Angelo’s frozen entrées and pasta sauces;

and noosa yogurts.

1 unchanged sentence

The segment also includes snacking products in foodservice and Canada;

• Snacks, which consists of Pepperidge Farm cookies, crackers and fresh bakery and frozen products, including Goldfish crackers;

Snyder’s of Hanover pretzels;

Lance sandwich crackers;

Cape Cod potato chips;

Kettle Brand potato chips;

Late July snacks;

and Snack Factory pretzel crisps, and other snacking products in retail in the U.S.

• Snacks, which consists of Pepperidge Farm cookies, crackers, fresh bakery and frozen products, including Goldfish crackers, Snyder’s of Hanover pretzels, Lance sandwich crackers, Cape Cod potato chips, Kettle Brand potato chips, Late July snacks, Snack Factory pretzel crisps, and other snacking products in retail in the U.S.

The segment also includes the snacking and meals and beverages retail business in Latin America.

The segment included the results of the Pop Secret popcorn business, which was sold on August 26, 2024.

The segment included the results of our Pop Secret popcorn business, which was sold on August 26, 2024.

We refer to the following products as our "leadership brands":

17 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 Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Meals & Beverages $ 1,463 $ 1,272 $ 4,848 $ 4,058

1 unchanged sentence

Total $ 2,475 $ 2,369 $ 7,932 $ 7,343

Three Months Ended Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Earnings before interest and taxes

8 unchanged sentences

(1) Represents unallocated items.

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.

Costs related to cost savings and optimization initiatives were $ 25 million and $ 74 million in the three- and nine-month periods ended April 27, 2025, and $ 23 million and $ 68 million in the three- and nine-month periods ended April 28, 2024, respectively.

Unrealized mark-to-market adjustments on outstanding undesignated commodity hedges were losses of $ 10 million and gains of $ 8 million in the three- and nine-month periods ended April 27, 2025, and gains of $ 13 million and $ 5 million in the three- and nine-month periods ended April 28, 2024, respectively.

Accelerated amortization expense related to customer relationship intangible assets was $ 6 million and $ 20 million in the three- and nine-month periods ended April 27, 2025 and April 28, 2024.

Intangible asset impairment charges were $ 150 million and $ 176 million in the three- and nine-month periods ended in April 27, 2025, respectively.

A loss on the sale of our Pop Secret popcorn business of $ 25 million was included in the nine-month period ended April 27, 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 $ 4 million and $ 6 million in the three- and nine-month periods ended April 27, 2025 and $ 3 million in the nine-month period ended April 28, 2024, respectively.

Insurance recoveries of $ 1 million and costs of $ 3 million related to a cybersecurity incident were included in the nine-month periods ended April 27, 2025 and April 28, 2024, respectively.

A postretirement actuarial loss of $ 2 million was included in the nine-month period ended April 27, 2025.

Costs of $ 77 million and $ 96 million associated with the acquisition of Sovos Brands were included in the three- and nine-month periods ended April 28, 2024, respectively.

(2) See Note 8 for additional information.

Our net sales based on product categories are as follows:

Three Months Ended Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Soup $ 621 $ 577 $ 2,322 $ 2,278

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:

January 28, 2024

(Millions) Three Months Ended Six Months Ended Total Program

April 28, 2024

(Millions) Three Months Ended Nine Months Ended Total Program

Restructuring charges $ ( 3 ) $ 1 $ 297

21 unchanged sentences

We identified opportunities for cost synergies as we integrate Sovos Brands.

In the three-month period ended April 28, 2024, we recorded Restructuring charges of $ 16 million for severance pay and benefits related to initiatives to achieve the synergies.

In 2024, we recorded Restructuring charges of $ 21 million for severance pay and benefits related to initiatives to achieve the synergies.

8 unchanged sentences

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

January 26, 2025

(Millions) Three Months Ended Six Months Ended

April 27, 2025

(Millions) Three Months Ended Nine Months Ended

Restructuring charges $ 6 $ 17

5 unchanged sentences

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

(Millions) Recognized as of January 26, 2025

(Millions) Recognized as of April 27, 2025

Severance pay and benefits

11 unchanged sentences

Of the aggregate $ 210 million of pre-tax costs identified to date, we expect approximately $ 150 million will be cash expenditures.

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.

In addition, we expect to invest approximately $ 215 million in capital expenditures, of which we invested $ 88 million as of April 27, 2025.

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

A summary of the restructuring activity and related reserves is as follows:

5 unchanged sentences

2025 cash payments

Accrued balance at January 26, 2025 (2)

Accrued balance at April 27, 2025 (2)

__________________________________

7 unchanged sentences

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

January 26, 2025

(Millions) Three Months Ended Six Months Ended

April 27, 2025

(Millions) Three Months Ended Nine Months Ended

Meals & Beverages $ 14 $ 51

5 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 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.

In the three- and nine-month periods ended April 27, 2025, we incurred $ 9 million and $ 17 million in Marketing and selling expenses and $ 1 million in Administrative expenses related to this initiative, respectively.

In the three- and nine-month periods ended April 28, 2024, we incurred $ 5 million in Marketing and selling expenses related to this initiative.

As of April 27, 2025, we have incurred $ 22 million in Marketing and selling expenses and $ 1 million in Administrative 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- and six-month periods ended January 26, 2025 and January 28, 2024, excludes less than 1 million stock options that would have been antidilutive.

The earnings per share calculation for the three- and nine-month periods ended April 27, 2025 and April 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 Six Months Ended

Three Months Ended Nine 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

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Service cost $ 4 $ 4 $ — $ — $ 10 $ 10 $ — $ —

1 unchanged sentence

Expected return on plan assets ( 20 ) ( 20 ) — — ( 60 ) ( 60 ) — —

Amortization of prior service credit — — ( 1 ) — — — ( 1 ) —

Actuarial losses (gains) — — — — — — 2 —

Net periodic benefit expense (income) $ ( 1 ) $ — $ 1 $ 2 $ ( 4 ) $ ( 1 ) $ 6 $ 6

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 for the nine-month period ended April 27, 2025 was due to the remeasurement of our postretirement plan in the first quarter 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 Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Operating lease cost (1)

9 unchanged sentences

Operating Leases

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

(Millions) Balance Sheet Classification April 27, 2025 July 28,

ROU assets, net Other assets $ 339 $ 333

1 unchanged sentence

Lease liabilities (noncurrent) Other liabilities $ 272 $ 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 January 26, 2025 July 28,

(Millions) Balance Sheet Classification April 27, 2025 July 28,

ROU assets, net Plant assets, net of depreciation $ 70 $ 72

1 unchanged sentence

Lease liabilities (noncurrent) Long-term debt $ 42 $ 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:

Six Months Ended

(Millions) January 26, 2025 January 28, 2024

Nine Months Ended

(Millions) April 27, 2025 April 28, 2024

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

5 unchanged sentences

Finance leases

ROU assets obtained with business acquired:

Operating leases $ 15

Finance leases

Short-term Borrowings and Long-term Debt

8 unchanged sentences

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.

In March 2025, we used a portion of the net proceeds from the issuance of the notes along with cash on hand and the issuance of commercial paper to repay a $ 1.15 billion aggregate principal amount of senior notes that matured in March 2025.

Financial Instruments

8 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 January 26, 2025, or July 28, 2024.

We did not have credit risk-related contingent features in our derivative instruments as of April 27, 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 $ 113 million as of January 26, 2025, and $ 108 million as of July 28, 2024.

The notional amount of foreign exchange forward contracts accounted for as cash-flow hedges was $ 129 million as of April 27, 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 $ 404 million as of January 26, 2025, 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 $ 464 million as of April 27, 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 January 26, 2025 and July 28, 2024.

There were no forward starting interest rate swaps or treasury lock contracts outstanding as of April 27, 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 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.

There were no commodity contracts designated as cash-flow hedges as of April 27, 2025, or July 28, 2024.

The notional amount of commodity contracts not designated as accounting hedges was $ 184 million as of April 27, 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 $ 90 million as of January 26, 2025, and $ 48 million as of July 28, 2024.

The notional amount was $ 69 million as of April 27, 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 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,

The notional amounts of the contracts were $ 65 million as of April 27, 2025, and $ 71 million as of July 28, 2024.

The following tables summarize the fair value of derivative instruments on a gross basis as recorded in the Consolidated Balance Sheets as of April 27, 2025, and July 28, 2024:

(Millions) Balance Sheet Classification April 27, 2025 July 28,

Asset Derivatives

5 unchanged sentences

Deferred compensation contracts Other current assets 5 3

Foreign exchange contracts Other current assets 3 —

Total derivatives not designated as hedges $ 19 $ 9

Total asset derivatives $ 19 $ 11

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

(Millions) Balance Sheet Classification April 27, 2025 July 28,

Liability Derivatives

Derivatives designated as hedges:

Foreign exchange contracts Accrued liabilities $ 3 $ —

Total derivatives designated as hedges $ 3 $ —

Derivatives not designated as hedges:

Commodity contracts Accrued liabilities $ 13 $ 16

Foreign exchange contracts Accrued liabilities 1 —

Total derivatives not designated as hedges $ 13 $ 16

1 unchanged sentence

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

January 26, 2025 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 April 27, 2025, and July 28, 2024, would be adjusted as detailed in the following table:

April 27, 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 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.

Cash margin asset balances of $ 2 million at April 27, 2025 and 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) January 26, 2025 January 28, 2024

(Millions) April 27, 2025 April 28, 2024

Three Months Ended

8 unchanged sentences

OCI derivative gain (loss) at end of quarter $ ( 13 ) $ ( 13 )

Six Months Ended

Total Cash-Flow Hedge

(Millions) April 27, 2025 April 28, 2024

Nine Months Ended

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

7 unchanged sentences

OCI derivative gain (loss) at end of quarter $ ( 13 ) $ ( 13 )

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.

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

January 26, 2025 January 28, 2024

April 27, 2025 April 28, 2024

(Millions) Cost of products sold Interest

4 unchanged sentences

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

Six Months Ended

January 26, 2025 January 28, 2024

Nine Months Ended

April 27, 2025 April 28, 2024

(Millions) Cost of products sold Interest

6 unchanged sentences

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 Six Months Ended

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

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

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Foreign exchange contracts Cost of products sold $ ( 3 ) $ — $ ( 4 ) $ —

12 unchanged sentences

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 January 26, 2025, and July 28, 2024, consistent with the fair value hierarchy:

January 26, 2025

The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis as of April 27, 2025, and July 28, 2024, consistent with the fair value hierarchy:

April 27, 2025

Fair Value Measurements at

January 26, 2025 Using

April 27, 2025 Using

Fair Value Hierarchy

13 unchanged sentences

Total assets at fair value $ 20 $ 4 $ 14 $ 2 $ 12 $ 1 $ 6 $ 5

January 26, 2025

April 27, 2025

Fair Value Measurements at

January 26, 2025 Using

April 27, 2025 Using

Fair Value Hierarchy

18 unchanged sentences

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

Six Months Ended

(Millions) January 26, 2025 January 28, 2024

Nine Months Ended

(Millions) April 27, 2025 April 28, 2024

Fair value at beginning of year $ 5 $ 2

4 unchanged sentences

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.

In the second and third quarters 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.

2 unchanged sentences

The following table presents fair value measurements of the trademarks:

December 2025

(Millions) Impairment Charges Fair Value

March 2025 December 2025

(Millions) Impairment Charge Fair Value Impairment Charges Fair Value

Snyder's of Hanover $ 150 $ 470

Allied brands $ 15 $ 28

2 unchanged sentences

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

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

There were cash equivalents of $ 18 million at April 27, 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 $ 7.291 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 short- and long-term debt was $ 6.556 billion at April 27, 2025, and $ 6.866 billion at July 28, 2024.

The carrying value was $ 6.896 billion at April 27, 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 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.

During the nine-month periods ended April 27, 2025 and April 28, 2024, we repurchased 1.247 million shares at a cost of $ 60 million and 1.08 million shares at a cost of $ 46 million, respectively, pursuant to our anti-dilutive share repurchase programs.

As of April 27, 2025, approximately $ 200 million remained available under the September 2024 program and approximately $ 301 million remained available under the September 2021 program.

Stock-based Compensation

We provide compensation benefits by issuing stock options, unrestricted stock and restricted stock units (including time-lapse restricted stock units, EPS performance restricted stock units, total shareholder return (TSR) performance restricted stock units and free cash flow (FCF) performance restricted stock units).

In 2025, we issued time-lapse restricted stock units, unrestricted stock, TSR performance restricted stock units and EPS performance restricted stock units.

In 2025, we issued time-lapse restricted stock units,

unrestricted stock, TSR performance restricted stock units and EPS performance restricted stock units.

We last issued stock options and FCF performance restricted stock units in 2019.

8 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 Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Total pre-tax stock-based compensation expense (1)

$ 16 $ 44 $ 52 $ 80

Tax-related benefits $ 4 $ 3 $ 14 $ 9

__________________________________

(1) Includes $ 26 million of expense related to accelerated vesting of certain Replacement units in the three- and nine-month periods ended April 28, 2024.

The following table summarizes stock option activity:

7 unchanged sentences

Terminated — $ —

Outstanding at January 26, 2025

Outstanding at April 27, 2025

779 $ 45.33 2.4 $ —

Exercisable at January 26, 2025

Exercisable at April 27, 2025

779 $ 45.33 2.4 $ —

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

No options were exercised during the nine-month period ended April 28, 2024.

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

9 unchanged sentences

Forfeited ( 315 ) $ 46.05

Nonvested at January 26, 2025

Nonvested at April 27, 2025

2,991 $ 45.26

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

There were 841 thousand EPS performance target grants outstanding at April 27, 2025, with a weighted-average grant-date fair value of $ 45.22 .

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 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 .

In connection with the divestiture of our noosa yoghurt business in the third quarter of 2025, our adjusted EPS compound annual growth rate goals for the EPS performance restricted stock units granted in 2025, 2024, and 2023 were similarly revised.

As of April 27, 2025, total remaining unearned compensation related to nonvested time-lapse restricted stock units and EPS performance restricted stock units was $ 60 million, which will be amortized over the weighted-average remaining service period of 1.8 years.

The fair value of restricted stock units vested during the nine-month periods ended April 27, 2025, and April 28, 2024, was $ 68 million and $ 95 million, respectively.

The weighted-average grant-date fair value of the restricted stock units granted during the nine-month period ended April 28, 2024 was $ 41.46 .

The following table summarizes TSR performance restricted stock units activity:

5 unchanged sentences

Forfeited ( 134 ) $ 46.33

Nonvested at January 26, 2025

Nonvested at April 27, 2025

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 3.56 % 4.84 %

3 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 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.

As of April 27, 2025, total remaining unearned compensation related to TSR performance restricted stock units was $ 13 million, which will be amortized over the weighted-average remaining service period of 1.8 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 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 .

The fair value of TSR performance restricted stock units vested during the nine-month periods ended April 27, 2025, and April 28, 2024, was $ 23 million and $ 12 million, respectively.

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

Commitments and Contingencies

2 unchanged sentences

Modern pleading practice in the U.S.

permits considerable variation in the assertion of monetary damages or other relief.

considerable variation in the assertion of monetary damages or other relief.

Jurisdictions may permit claimants not to specify the monetary damages sought or may permit claimants to state only that the amount sought is sufficient to invoke the jurisdiction of the trial court.

6 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 litigation proceedings are ongoing.

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 January 26, 2025.

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 April 27, 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 January 26, 2025.

Liabilities recognized based on known exposures related to such matters were not material at April 27, 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 $ 269 million at January 26, 2025 and $ 243 million July 28, 2024.

Amounts outstanding under these programs, which are included in Accounts payable on the Consolidated Balance Sheets, were $ 254 million at April 27, 2025 and $ 243 million at July 28, 2024.

Supplemental Financial Statement Data

(Millions) January 26, 2025 July 28,

(Millions) April 27, 2025 July 28, 2024

Balance Sheets

2 unchanged sentences

$ 1,294 $ 1,386

Three Months Ended Six Months Ended

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

Three Months Ended Nine Months Ended

(Millions) April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024

Statements of Earnings

5 unchanged sentences

Costs associated with acquisition (3)

Loss on sale of business (4)

Loss on sales of businesses (4)

Transition services fees

4 unchanged sentences

(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.

(2) Includes accelerated amortization expense related to customer relationship intangible assets of $ 6 million in the three-month periods ended April 27, 2025 and April 28, 2024, and $ 20 million in the nine-month periods ended April 27, 2025 and April 28, 2024.

(3) Related to the acquisition of Sovos Brands.

See Note 3 for additional information.

(4) Related to the sale of our Pop Secret popcorn business.

(4) See Note 4 for additional information.

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