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Item 7. Management’s Discussion and Analysis

2026-09-24 compared with 2025-09-18 · 278 added, 238 removed, 477 unchanged (52% of the section changed)

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We operate in a highly competitive industry and experience competition in all of our categories.

In 2025, we continued to advance our key strategic initiatives in a dynamic operating environment marked by shifting global trade policies, increased regulatory activity, consumer behavior shifts, commodity cost fluctuations and other global macroeconomic challenges.

During 2025, we experienced elevated cost inflation and other supply chain costs, which were mostly offset by improvements in our supply chain productivity and benefits from our cost savings initiatives.

In 2026, we expect more significant cost pressures primarily driven by tariff impacts.

We plan to reduce some of these costs and impacts over time through cost savings initiatives, inventory management practices, supplier collaboration, alternative sourcing opportunities, continued supply chain productivity initiatives, surgical pricing actions where necessary and other mitigation efforts.

We will continue to evaluate the dynamic macroeconomic environment to take action to mitigate the impact on our business, financial condition and results of operations.

Our strategy is built around four pillars that position us to achieve Top-Tier Performance for our shareholders, as further discussed below.

We plan to deliver for our people by continuing to cultivate a highly engaged culture to attract, grow and retain top talent.

This includes investing in leadership and development programs and elevating commercial capabilities that will help us grow.

We are driving organizational engagement, belonging and effectiveness through our

Employee Value Proposition, Make history with Campbell’s , and modernizing our facilities.

We have completed the consolidation of our Snacks offices into Camden, New Jersey.

Our single headquarters has helped to foster closer collaboration and enhance decision-making, thereby improving our ability to execute on our business strategy.

• Best Portfolio :

We believe in delivering for our consumers through consumer-focused marketing efforts and increased leadership brand support.

We have created a Growth Office to support our two divisions and to expand our consumer-led innovations.

We believe that we are well-positioned as a transformative category leader with an advantaged portfolio of brands across our Meals & Beverages and Snacks segments.

We will support our Best Portfolio priority and accelerate our profitable growth model by growing market share and driving integrated business planning programming throughout the company.

• Winning Execution :

We will focus on delivering for our customers by advancing strategic retailer relationships and continuing to optimize our manufacturing and distribution network, with a focus on digitization, logistics and distribution expertise.

In September 2024, we announced plans to implement new cost savings initiatives with targeted annual savings of approximately $250 million by the end of 2028.

On September 3, 2025, we increased the estimate of annual ongoing savings, once all phases are implemented, to approximately $375 million by the end of 2028.

See "Restructuring Charges, Cost Savings Initiatives and Other Optimization Initiatives" for additional information on these initiatives.

• Lasting Impact :

Finally, we plan to continue to deliver for our communities with continued progress on our sustainability and community goals and strengthening our connection to the communities in which we operate.

In 2026, we continued to advance our key strategic initiatives in a dynamic operating environment marked by shifting global trade policies, commodity cost fluctuations, increased regulatory activity, consumer behavior shifts and other global macroeconomic challenges.

During 2026, we experienced increased volatility in commodity and supply chain costs, which were partially offset by improvements in our supply chain productivity and benefits from our cost savings initiatives.

In 2027, we expect inflationary pressures and volatility in various input costs to persist, primarily driven by impacts from tariffs, logistics costs and ongoing geopolitical conflicts.

We plan to continue to reduce some of these impacts over time through cost savings initiatives, inventory management practices, supplier collaboration, alternative sourcing opportunities, continued supply chain productivity initiatives, surgical pricing actions where necessary and other mitigation efforts.

We will continue to evaluate the dynamic macroeconomic environment and take actions to mitigate the impact on our business, financial condition and results of operations.

Our strategy is focused on strengthening our position in U.S.

everyday cooking and snacking, rapidly turning consumer insights into relevant food and brands, and advancing enterprise-wide transformation initiatives that support our long-term growth.

We plan to direct our efforts on priority areas within everyday cooking and everyday snacking by identifying clear brand roles and growth channels, while continuing to execute across our broader brand portfolio and retail landscape.

We believe this strategy is designed to strengthen our connection with consumers, improve execution across the enterprise and position the company to deliver sustainable profitable growth and long-term value for our shareholders.

We plan to leverage consumer insights, elevate food and packaging innovation, improve product availability, advance revenue growth management capabilities and enhance the consumer experience.

We also intend to support our growth through transformation pillars focused on performance culture, commercial capabilities, digital advancement and fuel for growth, which are designed to improve decision-making, build key capabilities, deploy technology to enable our teams and drive cost savings and efficiencies across the enterprise.

Business Trends

Our industry continues to navigate a dynamic operating and regulatory environment driven by commodity cost volatility, supply chain pressures, tariffs and shifting global trade policies and other economic uncertainties, as well as evolving consumer purchasing and spending patterns.

Our industry continues to navigate a challenging operating environment driven by evolving consumer purchasing and spending patterns and shifting retail dynamics with non-traditional commercial channels increasing in importance against a backdrop of commodity cost volatility, supply chain pressures, shifting global trade policies and tariffs, competitive pressures and other economic uncertainties.

Our strategy is designed, in part, to capture growing consumer preferences for value and convenience.

We expect consumers to continue to seek at-home cooking solutions and stretchable meals.

We also believe that consumers are making more intentional decisions in snacking, in terms of health and wellness and seeking indulgences.

We also believe that consumers are making more intentional decisions in snacking, in terms of health and wellness, flavor exploration and seeking premium products.

We expect retail dynamics to continue to evolve, as consumers turn to non-traditional grocery channels, including club stores, instant delivery and e-commerce channels to purchase our products.

Retailers continue to use their buying power and negotiating strength to seek increased promotional programs funded by their suppliers and more favorable terms, including supplier-funded customized products.

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Retailers also continue to grow and promote private label brands that compete with branded products, especially on price.

Tariffs on certain ingredients, inputs and imports from many countries, including Canada, Mexico, members of the European Union and the United Kingdom have resulted in increased costs, including on ingredients, packaging, such as tinplate steel used to make cans and other materials used to produce and distribute our products and on finished products that we import.

We are continuing to monitor the rapidly evolving tariff and global trade policies and are working with our suppliers to mitigate potential impacts on our business.

The extent and duration of the tariffs and the resulting impact on general economic conditions and on our business are uncertain and depend on various factors, such as recent legal challenges to the U.S.'s imposition of tariffs, negotiations between the U.S.

and affected countries, the responses of other countries or regions, relief that may be granted, availability and cost of alternative sources of supply and demand for our products in affected markets.

In addition, in light of recent actions by the United States Department of Health and Human Services, Food and Drug Administration (FDA) and states, we anticipate continued legislative and regulatory developments with respect to food ingredients, labeling and packaging at the state and federal levels, along with related changes in consumer expectations and behavior.

In April 2025, the FDA called on industry to phase out all “petroleum-based synthetic dyes” from the nation’s food supply, and in May 2025, the MAHA Commission published an assessment report discussing factors contributing to chronic childhood disease including diet, environmental exposure, lack of physical activity and healthcare.

The MAHA Commission transmitted its strategy report, setting forth certain recommendations for addressing chronic childhood disease, to the President in August 2025 and publicly released it in September 2025.

While the effects of all of these proposals remain uncertain at this time, we are continuing to monitor changes to laws and regulations that affect the food industry and evaluate their impact on our business, financial condition and results of operations.

In 2026, we expect significant cost pressures primarily driven by tariff impacts that could negatively impact our business, financial condition and results of operations.

We will continue to evaluate the dynamic macroeconomic environment to take action to mitigate such impacts.

Shifting global trade policies and tariffs have resulted in increased production costs, supply chain costs and distribution costs, primarily for ingredients, packaging (such as tinplate steel used to make cans), and imported finished products.

Although uncertainty regarding the extent and duration of these tariffs remains, we are continuing to monitor the rapidly evolving operating landscape and are working with our suppliers to mitigate potential impacts on our business.

In addition, in light of recent actions by the United States Department of Health and Human Services, Food and Drug Administration (FDA) and states, we anticipate continued legislative, regulatory and policy developments with respect to food ingredients, labeling and packaging at the state and federal levels, along with related changes in consumer expectations and behavior.

Heightened scrutiny of “ultra-processed” foods, including policy proposals outlined in reports by the Make America Healthy Again (MAHA) Commission as well as state legislative activity, could result in new definitions, labeling requirements, marketing restrictions, or reformulation mandates that increase our compliance costs or adversely affect consumer demand for certain of our products.

While the effects of these developments remain uncertain, we are continuing to monitor changes to laws and regulations that affect the food industry and evaluate their impact on our business, financial condition and results of operations.

In 2027, we expect inflationary pressures and volatility in various input costs to persist, primarily driven by impacts from tariffs, logistics costs and ongoing geopolitical conflicts, which could negatively impact our business, financial condition and results of operations.

We will continue to evaluate the dynamic macroeconomic environment and take actions to mitigate such impacts.

Business Acquisition & Divestitures

On May 4, 2026, we acquired 49% of the issued and outstanding equity interests of La Regina di San Marzano di Antonio Romano S.p.A.

(La Regina SPA) and La Regina Atlantica, LLC (La Regina Atlantica, and together with La Regina SPA, La Regina) and paid $146 million in cash, representing the first of two tranches of the aggregate $286 million consideration for the transaction.

The second tranche payment of $140 million will be payable at our discretion in either cash or unregistered shares of our capital stock (not to exceed 19.9% of our outstanding capital stock and voting power prior to issuance) on May 4, 2027.

For additional information on this transaction, see our Form 8-K filed with the U.S.

Securities and Exchange Commission (SEC) on December 9, 2025, and Note 3 to the Consolidated Financial Statements.

On March 12, 2024, we completed the acquisition of Sovos Brands, Inc.

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All references to the acquisition below refer to the Sovos Brands acquisition.

On May 30, 2023, we completed the sale of our Emerald nuts business.

On August 26, 2024, we completed the sale of our Pop Secret popcorn business.

On February 24, 2025, we completed the sale of our noosa yoghurt business.

On August 26, 2024, we completed the sale of our Pop Secret popcorn business.

For additional information on the divestitures, see Note 4 to the Consolidated Financial Statements.

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This Summary of Results provides significant highlights from the discussion and analysis that follows.

There were 53 weeks in 2025 and 52 weeks in 2024 and 2023.

• Net sales increased 6% in 2025 to $10.253 billion primarily due to an 8-point benefit from the acquisition of Sovos Brands and a 2-point benefit from the 53 rd week, partially offset by the impact of divestitures, unfavorable volume/mix and lower net price realization.

There were 52 weeks in 2026 and 2024 and 53 weeks in 2025.

• Net sales decreased 5% in 2026 to $9.744 billion primarily due to unfavorable volume/mix, a 2-point impact from the 53 rd week in 2025 and the impact of the divestitures, partially offset by favorable net price realization.

• Gross profit, as a percent of sales, decreased to 28.1% in 2026 from 30.4% a year ago.

The decrease was primarily due to higher cost inflation and other supply chain costs and unfavorable net price realization, partially offset by the benefits from supply chain productivity improvements.

• Earnings per share were $2.01 in 2025, compared to $1.89 a year ago.

The decrease was primarily due to the impact of cost inflation and other supply chain costs and the gross impact of tariffs, partially offset by the benefits from supply chain productivity improvements.

• Net earnings per share attributable to The Campbell's Company common shareholders - Diluted were $1.31 in 2026, compared to $2.01 a year ago.

The current year included expenses of $.86 per share and the prior year included expenses of $.97 per share from items impacting comparability as discussed below.

Net Earnings attributable to The Campbell's Company - 2025 Compared with 2024

The following items impacted the comparability of net earnings and net earnings per share:

Net Earnings attributable to The Campbell's Company common shareholders - Diluted - 2026 Compared with 2025

The following items impacted the comparability of net earnings and net earnings per share attributable to The Campbell's Company common shareholders - Diluted:

• We implemented several cost savings initiatives in recent years.

In 2025, we recorded Restructuring charges of $24 million and implementation costs and other related costs of $41 million in Administrative expenses, $32 million in Cost of products sold, $4 million in Marketing and selling expenses and $3 million in Research and development expenses related to these initiatives.

In 2026, we recorded Restructuring charges of $67 million and implementation costs and other related costs of $39 million in Cost of products sold, $38 million in Other expenses / (income), $29 million in Administrative expenses, $4 million in Marketing and selling expenses and $4 million in Research and development expenses related to these initiatives.

In the second quarter of 2024, we began implementation of an optimization initiative to improve the effectiveness of our Snacks direct-store-delivery route-to-market network.

In 2025, we recognized $20 million in Marketing and selling expenses and $1 million in Administrative expenses related to this initiative.

In 2026, we recognized $21 million in Marketing and selling expenses related to this initiative.

In 2025, we recognized $20 million in Marketing and selling expenses and $1 million in Administrative expenses related to this initiative.

In 2026, the total aggregate impact related to the cost savings and optimization initiatives was $202 million ($154 million after tax, or $.51 per share).

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See Note 9 to the Consolidated Financial Statements and "Restructuring Charges, Cost Savings Initiatives and Other Optimization Initiatives" for additional information;

• In 2025, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $24 million ($18 million after tax, or $.06 per share).

In 2024, we recognized actuarial losses in Other expenses / (income) of $33 million ($25 million after tax, or $.08 per share);

• In 2026, we recognized gains in Cost of products sold of $6 million ($5 million after tax, or $.02 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges.

In 2024, we recognized losses in Cost of products sold of $22 million ($16 million after tax, or $.05 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;

• In 2025, we recorded accelerated amortization expense in Other expenses / (income) of $20 million ($15 million after tax, or $.05 per share) related to customer relationship intangible assets due to the loss of certain contract manufacturing customers, which began in the fourth quarter of 2023.

In 2024, we recorded accelerated amortization expense in Other expenses / (income) of $27 million ($20 million after tax, or $.07 per share);

• In the third quarter of 2025, we performed an interim impairment assessment on the Snyder's of Hanover trademark within the Snacks segment and recognized an impairment charge of $150 million ($112 million after tax, or $.37 per share) on the trademark.

In 2025, we recognized gains in Cost of products sold of $11 million ($8 million after tax, or $.03 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;

• In 2026, we recognized actuarial and curtailment gains on our pension and postretirement plans in Other expenses / (income) of $23 million ($18 million after tax, or $.06 per share).

In 2025, we recognized actuarial losses in Other expenses / (income) of $24 million ($18 million after tax, or $.06 per share);

• In 2026, we recorded litigation expenses in Administrative expenses of $14 million ($11 million after tax, or $.04 per share) related to the Plum baby food and snacks business (Plum), which was divested on May 3, 2021, and certain other litigation matters.

In 2025, we recorded litigation expenses in Administrative expenses of $5 million ($5 million after tax, or $.02 per share) related to Plum and certain other litigation matters;

• In 2026 and 2025, we recorded insurance recoveries in Administrative expenses of $1 million ($1 million after tax) related to a cybersecurity incident that was identified in the fourth quarter of 2023;

• In the fourth quarter of 2026, we recognized impairment charges of $60 million on the Kettle Brand trademark and $57 million on the Cape Cod trademark within the Snacks segment for a total aggregate impact of $117 million ($88 million after tax, or $.29 per share).

In the third quarter of 2025, we performed an interim impairment assessment on the Snyder's of Hanover trademark within the Snacks segment and recognized an impairment charge of $150 million on the trademark.

In 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," and recognized an impairment charge of $15 million on the trademarks.

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In 2025, the total aggregate impact of the impairment charges was $176 million ($131 million after tax, or $.44 per share).

In the fourth quarter of 2024, we recognized an impairment charge of $53 million on our Allied brands trademarks.

In the fourth quarter of 2024, we performed an impairment assessment on the assets in our Pop Secret popcorn business within our Snacks segment as sales and operating performance were below expectations due in part to competitive pressure and reduced margins, and as we pursued divesting the business.

As a result of these factors, in the fourth quarter of 2024, we lowered our long-term outlook for the business and recognized an impairment charge of $76 million on the trademark.

The sale of the business was completed on August 26, 2024.

In 2024, the total aggregate impact of the impairment charges was $129 million ($98 million after tax, or $.33 per share).

The charges were included in Other expenses / (income).

See "Critical Accounting Estimates" for additional information;

• In 2025 and 2024, we recorded litigation expenses in Administrative expenses of $5 million ($5 million after tax, or $.02 per share) related to the Plum baby food and snacks business (Plum), which was divested on May 3, 2021, and certain other litigation matters;

• In 2025, we recorded insurance recoveries in Administrative expenses of $1 million ($1 million after tax) related to a cybersecurity incident that was identified in the fourth quarter of 2023.

In 2024, we recorded costs of $2 million in Cost of products sold and $1 million in Administrative expenses (aggregate impact of $2 million after tax, or $.01 per share) related to the cybersecurity incident;

• In the second quarter of 2026, we entered into purchase agreements to acquire 49% of the issued and outstanding equity interests of La Regina.

The acquisition was completed on May 4, 2026.

The aggregate consideration for the transaction is $286 million to be paid in two tranches:

(i) $146 million was paid in cash at the closing, and (ii) $140 million will be payable at our discretion in either cash or shares of our capital stock on May 4, 2027.

In 2026, we incurred $26 million of costs associated with the acquisition, of which $23 million was recorded in Other expenses / (income) and $3 million in Cost of products sold associated with the acquisition date fair value adjustment for inventory.

The aggregate impact was $19 million after tax and the amount attributable to noncontrolling interests, or $.06 per share.

The amount attributable to noncontrolling interests was $1 million after tax;

• In 2026, we recorded a liability at fair value on the La Regina acquisition for the deferred consideration of $140 million that will be paid on May 4, 2027.

In 2026, we recognized changes in the fair value of the deferred consideration in Interest expense of $2 million ($1 million after tax) and had unrecognized accretion of $4 million after tax, or $.01 per share.

See Notes 3 and 10 for additional information;

• In 2026, we recognized accretion of redeemable noncontrolling interests of $5 million, or $.02 per share.

See Notes 5 and 10 for additional information;

• In the third quarter of 2025, we completed the sale of our noosa yoghurt business.

In the second quarter of 2025, we recorded $15 million ($.05 per share) of tax expense related to the sale.

In 2025, we recorded an after-tax loss of $15 million ($.05 per share) on the sale of the business.

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

In 2025, we recorded an after-tax loss of $15 million, or $.05 per share, on the sale of the business.

In the first quarter of 2025, we recorded a loss in Other expenses / (income) of $25 million ($19 million after tax, or $.06 per share) on the sale of our Pop Secret popcorn business.

In 2025, the total aggregate impact of charges associated with divestitures was $25 million ($34 million after tax, or $.11 per share);

• In the first quarter of 2024, we announced our intent to acquire Sovos Brands and on March 12, 2024 the acquisition closed.

In 2024, we incurred $126 million of costs associated with the acquisition, of which $21 million was recorded in Restructuring charges, $47 million in Administrative expenses, $35 million in Other expenses / (income), $3 million in Marketing and selling expenses, $2 million in Research and development expenses and $18 million in Cost of products sold, of which $17 million was associated with the acquisition date fair value adjustment for inventory.

We also recorded costs of $2 million in Interest expense related to costs associated with the Delayed Draw Term Loan Credit Agreement (the 2024 DDTL Credit Agreement) used to fund the acquisition.

The aggregate impact was $128 million, $109 million after tax, or $.36 per share.

The items impacting comparability are summarized below:

(Millions, except per share amounts) Earnings

Impact Earnings

(Millions, except per share amounts) Earnings EPS Earnings EPS

Net earnings attributable to The Campbell's Company $ 403 $ 602

Accretion of redeemable noncontrolling interests 5 —

Unrecognized accretion on deferred consideration 4 —

Net earnings attributable to The Campbell's Company common shareholders - Diluted $ 394 $ 1.31 $ 602 $ 2.01

Impact Earnings

Costs associated with cost savings and optimization initiatives $ (154) $ (.51) $ (96) $ (.32)

Pension and postretirement actuarial losses (18) (.06) (25) (.08)

Commodity mark-to-market gains (losses) 8 .03 (16) (.05)

Accelerated amortization (15) (.05) (20) (.07)

Impairment charges (131) (.44) (98) (.33)

Commodity mark-to-market gains 5 .02 8 .03

Pension and postretirement actuarial and curtailment gains (losses) 18 .06 (18) (.06)

Certain litigation expenses (11) (.04) (5) (.02)

Cybersecurity incident recoveries (costs) 1 — (2) (.01)

Charges associated with divestitures (34) (.11) — —

Cybersecurity incident recoveries 1 — 1 —

Impairment charges (88) (.29) (131) (.44)

Costs associated with acquisition (19) (.06) — —

Impact of items on Net earnings (1)

Recognized accretion on deferred consideration (1) — — —

Unrecognized accretion on deferred consideration (4) (.01) — —

Accretion of redeemable noncontrolling interests (5) (.02) — —

Charges associated with divestitures — — (34) (.11)

Accelerated amortization — — (15) (.05)

Impact of items on Net earnings attributable to The Campbell's Company common shareholders - Diluted (1)

$ (258) $ (.86) $ (290) $ (.97)

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(1) Sum of the individual amounts may not add due to rounding.

Net earnings attributable to The Campbell's Company were $602 million ($2.01 per share) in 2025, compared to $567 million ($1.89 per share) in 2024.

After adjusting for items impacting comparability, earnings decreased primarily due to higher interest expense and higher marketing and selling expenses, partially offset by an increase in gross profit and a lower effective tax rate.

Net earnings attributable to The Campbell's Company common shareholders - Diluted were $394 million ($1.31 per share) in 2026, compared to $602 million ($2.01 per share) in 2025.

After adjusting for items impacting comparability, earnings decreased primarily due to lower gross profit, partially offset by lower administrative expenses and lower marketing and selling expenses.

The estimated net impact of tariffs was approximately $.21 per share in 2026.

The additional week contributed approximately $.06 per share to earnings in 2025.

The estimated impact of tariffs was approximately $.02 per share in 2025.

Net Earnings attributable to The Campbell's Company - 2024 Compared with 2023

In addition to the 2024 items that impacted comparability of Net earnings discussed above, the following items impacted the comparability of net earnings and net earnings per share:

• In 2023, we recorded Restructuring charges of $16 million and implementation costs and other related costs of $24 million in Administrative expenses, $18 million in Cost of products sold, $5 million in Marketing and selling expenses and $3 million in Research and development expenses (aggregate impact of $50 million after tax, or $.17 per share) related to the cost savings initiatives discussed above.

Net Earnings attributable to The Campbell's Company common shareholders - Diluted - 2025 Compared with 2024

In addition to the 2025 items that impacted comparability of Net earnings discussed above, the following items impacted the comparability of net earnings and net earnings per share attributable to The Campbell's Company common shareholders - Diluted:

• In 2024, we recorded Restructuring charges of $17 million and implementation costs and other related costs of $54 million in Administrative expenses, $26 million in Cost of products sold, $4 million in Marketing and selling expenses and $3 million in Research and development expenses related to the cost savings initiatives discussed above.

In 2024, we recognized $5 million in Marketing and selling expenses related to the optimization initiative discussed above.

In 2024, the total aggregate impact to the cost savings and optimization initiatives was $109 million ($83 million after tax, or $.28 per share).

See Note 9 to the Consolidated Financial Statements and "Restructuring Charges, Cost Savings Initiatives and Other Optimization Initiatives" for additional information;

• In 2023, we recognized actuarial gains on our pension and postretirement plans in Other expenses / (income) of $15 million ($11 million after tax, or $.04 per share);

• In 2023, we recognized gains in Cost of products sold of $21 million ($16 million after tax, or $.05 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;

• In 2023, we incurred costs associated with the acquisition of Sovos Brands in Other expenses / (income) of $5 million ($4 million after tax, or $.01 per share);

• In 2024, we recognized losses in Cost of products sold of $22 million ($16 million after tax, or $.05 per share) associated with unrealized mark-to-market adjustments on outstanding undesignated commodity hedges;

• In 2024, we recognized actuarial losses on our pension and postretirement plans in Other expenses / (income) of $33 million ($25 million after tax, or $.08 per share);

• In 2024, we recorded litigation expenses in Administrative expenses of $5 million ($5 million after tax, or $.02 per share) related to Plum and certain other litigation matters;

• In 2024, we recorded costs of $2 million in Cost of products sold and $1 million in Administrative expenses (aggregate impact of $2 million after tax, or $.01 per share) related to the cybersecurity incident;

• In the fourth quarter of 2024, we recognized an impairment charge of $53 million on our Allied brands trademarks.

As a result of these factors, in the fourth quarter of 2024, we lowered our long-term outlook for the business and recognized an impairment charge of $76 million on the trademark.

The sale of the business was completed on August 26, 2024.

In 2024, the total aggregate impact of the impairment charges was $129 million ($98 million after tax, or $.33 per share).

The charges were included in Other expenses / (income).

See "Critical Accounting Estimates" for additional information;

• In 2024, we recorded accelerated amortization expense in Other expenses / (income) of $27 million ($20 million after tax, or $.07 per share) related to customer relationship intangible assets due to the loss of certain contracting manufacturing customers, which began in the fourth quarter of 2023;

• In 2023, we recorded a loss in Other expenses / (income) of $13 million ($13 million after tax, or $.04 per share) on the sale of our Emerald nuts business, which was sold on May 30, 2023.

• In the first quarter of 2024, we announced our intent to acquire Sovos Brands and on March 12, 2024 the acquisition closed.

We also recorded costs of $2 million in Interest expense related to costs associated with the Delayed Draw Term Loan Credit Agreement (the 2024 DDTL Credit Agreement) used to fund the acquisition.

The aggregate impact was $128 million, $109 million after tax, or $.36 per share.

The items impacting comparability are summarized below:

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Impact Earnings

Net earnings attributable to The Campbell's Company $ 567 $ 1.89 $ 858 $ 2.85

Net earnings attributable to The Campbell's Company common shareholders - Diluted $ 602 $ 2.01 $ 567 $ 1.89

Costs associated with cost savings and optimization initiatives $ (96) $ (.32) $ (83) $ (.28)

Pension and postretirement actuarial gains (losses) (25) (.08) 11 .04

Commodity mark-to-market gains (losses) 8 .03 (16) (.05)

Costs associated with acquisition (109) (.36) (4) (.01)

Accelerated amortization (20) (.07) (5) (.02)

Impairment charges (98) (.33) — —

Pension and postretirement actuarial losses (18) (.06) (25) (.08)

Certain litigation expenses (5) (.02) (5) (.02)

Cybersecurity incident costs (2) (.01) — —

Cybersecurity incident recoveries (costs) 1 — (2) (.01)

Impairment charges (131) (.44) (98) (.33)

Charges associated with divestiture (34) (.11) — —

Impact of items on Net earnings (1)

Accelerated amortization (15) (.05) (20) (.07)

Costs associated with acquisition — — (109) (.36)

Impact of items on Net earnings attributable to The Campbell's Company common shareholders - Diluted (1)

$ (290) $ (.97) $ (358) $ (1.19)

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(1) Sum of the individual amounts may not add due to rounding.

Net earnings attributable to The Campbell's Company were $567 million ($1.89 per share) in 2024, compared to $858 million ($2.85 per share) in 2023.

After adjusting for items impacting comparability, earnings increased reflecting improved gross profit, partially offset by higher interest expense, higher marketing and selling expenses, higher other expenses and higher research and development expenses.

Earnings per share benefited from a reduction in the weighted average diluted shares outstanding.

Net earnings attributable to The Campbell's Company common shareholders - Diluted were $602 million ($2.01 per share) in 2025, compared to $567 million ($1.89 per share) in 2024.

The additional week contributed approximately $.06 per share to earnings in 2025.

The estimated impact of tariffs was approximately $.02 per share in 2025.

DISCUSSION AND ANALYSIS

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2026 versus 2025

Meals & Beverages (2)

Meals & Beverages Snacks

Volume/mix (2)% (5)% (3)%

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Estimated impact of 53 rd week

(4)% (6)% (5)%

2025 versus 2024

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Acquisition 14 — 8

Estimated impact of 53 rd week

__________________________________________

(1) Includes revenue reductions from trade promotion and consumer coupon redemption programs.

(2) Sum of the individual amounts does not add due to rounding.

In 2026, Meals & Beverages sales decreased 4%.

Excluding the impacts from the additional week and the divestiture of the noosa yoghurt business, sales decreased primarily due to declines in U.S.

soup, V8 beverages, Canada, Pace Mexican sauces and Prego pasta sauces, partially offset by gains in Rao's .

Unfavorable volume/mix was partially offset by favorable net price realization.

Including a 1-point impact from the additional week, sales of U.S.

soup decreased 5% primarily due to decreases in condensed soups and ready-to-serve soups, partially offset by increases in broth.

In 2025, Meals & Beverages sales increased 15% primarily due to a 14-point benefit from the acquisition of Sovos Brands.

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soup were comparable with prior year as increases in broth and condensed soups were offset by decreases in ready-to-serve soups.

In 2024, Meals & Beverages sales increased 7% reflecting a 9-point benefit from the acquisition of Sovos Brands.

Sales were impacted by unfavorable volume/mix with neutral net price realization.

Excluding the benefit from the acquisition, sales decreased primarily due to declines in U.S.

retail products, including beverages and U.S.

soup, partially offset by gains in foodservice and Canada.

Sales of U.S.

soup decreased 2% primarily due to decreases in ready-to-serve soups and condensed soups, partially offset by an increase in broth.

In 2026, Snacks sales decreased 6%.

Excluding the impacts from the additional week and the divestiture of the Pop Secret popcorn business, sales decreased primarily due to declines in chips, third-party partner brands and contract manufacturing, crackers, fresh bakery related to supply constraints and declines in pretzels, partially offset by gains in Pepperidge Farm cookies.

Sales were impacted by volume/mix declines, partially offset by favorable net price realization.

In 2025, Snacks sales decreased 4%.

Excluding the impact from the divestiture of the Pop Secret popcorn business and the benefit of the additional week, sales decreased due to declines in third-party partner brands and contract manufacturing, Goldfish crackers, Snyder's of Hanover pretzels, Lance sandwich crackers, fresh bakery and Pepperidge Farm cookies.

Sales were impacted by volume/mix declines with neutral net price realization.

In 2024, Snacks sales decreased 2%.

Excluding the impact from the divestiture of the Emerald nuts business, sales decreased as declines in third-party partner brands and contract manufacturing, fresh bakery and Pop Secret popcorn were partially offset by increases in Goldfish crackers, Lance sandwich crackers and Cape Cod potato chips.

Volume/mix declines were partially offset by favorable net price realization.

Gross profit, defined as Net sales less Cost of products sold, increased by $148 million in 2025 from 2024 and increased by $54 million in 2024 from 2023.

Gross profit, defined as Net sales less Cost of products sold, decreased by $377 million in 2026 from 2025 and increased by $148 million in 2025 from 2024.

As a percent of sales, gross profit was 28.1% in 2026, 30.4% in 2025 and 30.8% in 2024.

The 40 basis-point decreases in gross profit margin in 2025 and 2024, were due to the following factors:

The 230 basis-point decrease and the 40 basis-point decrease in gross profit margin in 2026 and 2025, respectively, were due to the following factors:

Margin Impact

Cost inflation, supply chain costs and other factors (1)

Net price realization (40) 60

Volume/mix (2)

Higher costs associated with cost savings initiatives (10) —

Productivity improvements 300 150

Net price realization 90 (40)

Impact of acquisition (3)

Higher costs associated with cost savings initiatives — (10)

__________________________________________

(1) 2025 includes an estimated positive margin impact of 50 basis points from the benefit of cost savings initiatives and a 30 basis-point positive impact from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges, which were more than offset by cost inflation and other factors.

2024 includes an estimated positive margin impact of 20 basis points from the benefit of cost savings initiatives, which was more than offset by cost inflation and other factors, including a 40 basis-point negative impact from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges and a 10 basis-point negative impact from a cybersecurity incident.

(1) 2026 includes an estimated negative margin impact of 230 basis points from the gross impact of tariffs and a negative margin impact of 10 basis points from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges, partially offset by an estimated positive margin impact of 40 basis points from the benefit of cost savings initiatives.

2025 includes an estimated positive margin impact of 50 basis points from the benefit of cost savings initiatives and a 30 basis-point positive impact from the change in unrealized mark-to-market adjustments on outstanding undesignated commodity hedges.

(2) Includes the impact of operating leverage.

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Marketing and selling expenses as a percent of sales were 9.3% in 2026, 9.0% in 2025 and 8.6% in 2024.

Marketing and selling expenses decreased 2% in 2026 from 2025.

The decrease was primarily due to lower advertising and consumer promotion expense (approximately 1 point);

lower selling expenses (approximately 1 point) and increased benefits from cost savings initiatives (approximately 1 point), partially offset by higher marketing expenses (approximately 1 point).

The decrease in advertising and consumer promotion expense was primarily driven by Snacks.

Marketing and selling expenses increased 11% in 2025 from 2024.

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The increase in advertising and consumer promotion expense was driven by Meals & Beverages and Snacks.

Marketing and selling expenses increased 3% in 2024 from 2023.

The increase was primarily due to the impact of the acquisition (approximately 4 points);

higher selling expenses (approximately 1 point) and higher other marketing expenses (approximately 1 point), partially offset by lower advertising and consumer promotion expense (approximately 3 points), primarily in Meals & Beverages.

Administrative Expenses

Administrative expenses as a percent of sales were 6.6% in 2025, 7.6% in 2024 and 7.0% in 2023.

Administrative expenses as a percent of sales were 6.6% in 2026 and 2025 and 7.6% in 2024.

Administrative expenses decreased 4% in 2026 from 2025.

The decrease was primarily due to increased benefits from cost savings initiatives (approximately 5 points) and lower costs associated with cost savings initiatives (approximately 2 points), partially offset by inflation and higher general administrative costs (approximately 2 points) and an increase in certain litigation expenses (approximately 1 point).

Administrative expenses decreased 9% in 2025 from 2024.

The decrease was primarily due to increased benefits from cost savings initiatives (approximately 8 points);

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and lower benefit-related costs (approximately 1 point), partially offset by higher general administrative costs and inflation (approximately 7 points) and the impact of the acquisition (approximately 3 points).

Administrative expenses increased 13% in 2024 from 2023.

The increase was primarily due to costs associated with the acquisition (approximately 7 points);

higher costs related to cost savings initiatives (approximately 5 points);

higher general administrative costs and inflation (approximately 3 points);

the impact of the acquisition (approximately 2 points) and higher benefit-related costs (approximately 2 points), partially offset by increased benefits from cost savings initiatives (approximately 5 points) and lower incentive compensation (approximately 2 points).

Other Expenses / (Income)

Other expenses in 2026 included the following:

• $117 million of impairment charges related to the Kettle Brand and Cape Cod trademarks;

• $41 million of amortization of intangible assets;

• $23 million of costs associated with the acquisition of La Regina;

• $4 million of net periodic benefit income, including net pension and postretirement actuarial and curtailment gains of $23 million and special termination benefits associated with cost savings initiatives of $38 million.

Other expenses in 2025 included the following:

• $176 million of impairment charges related to the Snyder's of Hanover , Allied brands and Late July trademarks;

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• $25 million loss on the sale of the Pop Secret popcorn business;

• $11 million of net periodic benefit expense, including net pension and postretirement actuarial losses of $24 million.

• $11 million of net periodic benefit expense, including pension and postretirement actuarial losses of $24 million.

Other expenses in 2024 included the following:

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• $26 million of net periodic benefit expense, including pension and postretirement actuarial losses of $33 million.

Other expenses in 2023 included the following:

• $48 million of amortization of intangible assets, including accelerated amortization of $7 million;

• $13 million loss on the sale of the Emerald nuts business;

• $5 million of costs associated with the acquisition of Sovos Brands;

• $35 million of net periodic benefit income, including pension and postretirement actuarial gains of $15 million.

Operating Earnings

Segment operating earnings increased 1% in 2025 from 2024 and increased 6% in 2024 from 2023.

Segment operating earnings decreased 19% in 2026 from 2025 and increased 1% in 2025 from 2024.

An analysis of operating earnings by segment follows:

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(1) See Note 9 to the Consolidated Financial Statements for additional information on restructuring charges.

Operating earnings from Meals & Beverages decreased 14% in 2026 versus 2025.

The decrease was primarily due to lower gross profit, the impact of the divestiture and the impact of the additional week.

Gross profit margin decreased primarily due to the gross impact of tariffs, cost inflation and other supply chain costs and unfavorable volume/mix, partially offset by supply chain productivity improvements, favorable net price realization and benefits from cost savings initiatives.

Operating earnings from Meals & Beverages increased 10% in 2025 versus 2024.

The increase was primarily due to the benefit of the acquisition of Sovos Brands and the benefit of the additional week, partially offset by lower gross profit.

Gross profit margin decreased due to higher cost inflation and other supply chain costs, unfavorable net price realization and the dilutive impact of the acquisition, partially offset by supply chain productivity improvements, benefits from cost savings initiatives and favorable volume/mix.

Operating earnings from Meals & Beverages increased 9% in 2024 versus 2023.

The increase was primarily due to the benefit of the acquisition of Sovos Brands and lower marketing and selling expenses, partially offset by lower gross profit.

Gross profit margin decreased due to higher cost inflation and other supply chain costs and the dilutive impact of the acquisition, partially offset by supply chain productivity improvements, favorable net price realization and favorable volume/mix.

Gross profit margin decreased due to cost inflation and other supply chain costs, unfavorable net price realization and the dilutive impact of the acquisition, partially offset by supply chain productivity improvements, benefits from cost savings initiatives and favorable volume/mix.

Operating earnings from Snacks decreased 28% in 2026 versus 2025.

The decrease was primarily due to lower gross profit.

Gross profit margin decreased primarily due to cost inflation and other supply chain costs, unfavorable volume/mix and the gross impact of tariffs, partially offset by supply chain productivity improvements, favorable net price realization and benefits from cost savings initiatives.

Operating earnings from Snacks decreased 14% in 2025 versus 2024.

The decrease was primarily due to lower gross profit and higher marketing and selling expenses, partially offset by lower administrative expenses.

Gross profit decreased primarily due to the impact of cost inflation and other supply chain costs and unfavorable volume/mix, partially offset by supply chain productivity improvements, the benefit of the additional week and benefits from cost savings initiatives.

Operating earnings from Snacks increased 1% in 2024 versus 2023.

The increase was primarily due to higher gross profit, partially offset by higher marketing and selling expenses.

Gross profit margin increased due to supply chain productivity improvements, favorable net price realization and benefits from cost savings initiatives more than offsetting higher cost inflation and other supply chain costs.

Corporate expense in 2026 included the following:

• costs of $135 million related to cost savings and optimization initiatives;

• $117 million of impairment charges related to the Kettle Brand and Cape Cod trademarks;

• $26 million of costs associated with the acquisition of La Regina;

• $14 million of certain litigation expenses, including expenses related to Plum;

• $23 million of net pension and postretirement actuarial and curtailment gains;

• $6 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges;

• $1 million of insurance recoveries related to a cybersecurity incident.

Corporate expense in 2025 included the following:

• $176 million of impairment charges related to the Snyder's of Hanover , Allied brands and Late July trademarks;

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• $25 million loss on the sale of the Pop Secret popcorn business;

• $24 million of net pension and postretirement actuarial losses;

• $24 million of pension and postretirement actuarial losses;

• $20 million of accelerated amortization expense;

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• $11 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges;

• $1 million of insurance recoveries related to a cybersecurity incident.

• $1 million of costs associated with a cybersecurity incident.

Corporate expense in 2024 included the following:

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• $105 million of costs associated with the acquisition of Sovos Brands;

• costs of $92 million related to cost savings and optimization initiatives;

• costs of $92 million related to the cost savings initiatives;

• $33 million of pension and postretirement actuarial losses;

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• $3 million of costs associated with a cybersecurity incident.

Corporate expense in 2023 included the following:

• costs of $50 million related to the cost savings initiatives;

• $13 million loss from the sale of the Emerald nuts business;

• $7 million of accelerated amortization expense;

• $5 million of costs associated with the acquisition of Sovos Brands;

• $21 million of unrealized mark-to-market gains on outstanding undesignated commodity hedges;

• $15 million of pension and postretirement actuarial gains.

Interest Expense

Interest expense was $331 million in 2026, $345 million in 2025 and $249 million in 2024.

The increases in 2025 and 2024 were primarily due to higher levels of debt to fund the acquisition in 2024 and higher average interest rates on the debt portfolio each year.

The decrease in 2026 was primarily due to lower levels of debt and the increase in 2025 was primarily due to higher levels of debt to fund the acquisition in 2024 and higher average interest rates on the debt portfolio.

Taxes on Earnings

The effective tax rate was 23.4% in 2026, 24.4% in 2025 and 25.1% in 2024.

The decrease in the effective tax rate in 2025 from 2024 was primarily due to nondeductible costs associated with the acquisition of Sovos Brands in the prior year, excess tax benefits associated with the vesting of stock-based compensation awards in the current year and state tax law changes, partially offset by $15 million of tax expense related to the sale of the noosa yoghurt business.

The increase in the effective rate in 2024 from 2023 was primarily due to nondeductible costs associated with the acquisition.

The decrease in the effective tax rate in 2026 from 2025 was primarily due to $15 million of tax expense related to the sale of the noosa yoghurt business in the prior year, partially offset by excess tax benefits in 2025 and shortfalls in 2026 associated with the vesting of stock-based compensation awards.

The decrease in the effective rate in 2025 from 2024 was primarily due to nondeductible costs associated with the acquisition of Sovos Brands in 2024, excess tax benefits associated with the vesting of stock-based compensation awards in 2025 and state tax law changes, partially offset by the $15 million of tax expense related to the sale of the noosa yoghurt business.

Restructuring Charges, Cost Savings Initiatives and Other Optimization Initiatives

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See Note 3 to the Consolidated Financial Statements for additional information.

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

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

In 2024, we recorded Restructuring charges of $21 million for severance pay and benefits related to initiatives to achieve the synergies and generated pre-tax savings of $10 million.

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On September 10, 2024, we announced plans to implement cost savings initiatives beginning in 2025, including initiatives to further optimize our supply chain and manufacturing network, optimization of our information technology infrastructure and targeted cost management.

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

As mentioned above, we substantially completed our previous multi-year cost savings initiatives and Snyder's-Lance cost transformation program and integration.

Certain initiatives from that program have been incorporated into our 2025 cost savings initiatives.

Cost estimates for the 2025 initiatives, as well as timing for certain activities, are continuing to be developed.

We also identified additional opportunities for cost synergies as we integrated Sovos Brands.

As mentioned above, we substantially completed our previous multi-year cost savings initiatives and Snyder's-Lance cost

transformation program and integration and had identified initial opportunities for cost synergies as we integrated Sovos Brands.

Certain initiatives from those programs were incorporated into our 2025 cost savings initiatives.

In the third quarter of 2026, we commenced a voluntary early retirement program as part of our cost savings initiatives.

The program was available to certain salaried employees who met age and length-of-service criteria.

The eligible employees were entitled to receive severance pay and benefits, including enhanced pension benefits for certain employees.

Substantially all electing employees will depart the company by December 2026.

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

(Millions, except per share amounts) 2025

(Millions, except per share amounts) 2026 2025 Recognized as of August 2, 2026

Restructuring charges $ 67 $ 24 $ 91

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Research and development expenses 4 3 7

Other expenses / (income) 38 — 38

Total pre-tax charges $ 181 $ 104 $ 285

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Per share impact $ .46 $ .26

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

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

(Millions) Recognized as of August 2, 2026

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Implementation costs and other related costs

Of the aggregate $285 million pre-tax costs incurred to date, $158 million were cash expenditures.

In addition, we invested $216 million in capital expenditures as of August 2, 2026.

The capital expenditures primarily related 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.

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:

(Millions) 2026 Costs Incurred to Date

Meals & Beverages $ 71 $ 145

Corporate 27 43

Total $ 181 $ 285

As of August 2, 2026, we have generated total program-to-date pre-tax savings of approximately $225 million.

Beginning in 2027, certain phases of these initiatives that have not been fully implemented will be incorporated into our 2027 cost savings initiatives described below.

2027 Cost Savings Initiatives

On September 3, 2026, we announced plans to implement cost savings initiatives beginning in 2027, including those remaining under our 2025 cost savings initiatives, targeted overhead savings actions and an enterprise spend optimization project to improve how we manage and deploy direct and indirect spending.

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

The total estimated pre-tax costs for actions that have been identified to date are approximately $ 90 million, and we expect to incur substantially all of the costs through 2030.

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

approximately $ 30 million in severance pay and benefits;

approximately $ 55 million in asset impairment and accelerated depreciation;

and approximately $ 130 million in implementation costs and other related costs.

approximately $ 5 million in severance pay and benefits and approximately $ 85 million in implementation costs and other related costs.

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

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Snacks - approximately 35 % and Corporate - approximately 29 %.

Of the aggregate $ 215 million of pre-tax costs identified to date, we expect approximately $ 155 million will be cash expenditures.

In addition, we expect to invest approximately $ 205 million in capital expenditures, of which we invested $ 147 million as of August 3, 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.

On September 10, 2024 we announced that we expect these initiatives, once all phases are implemented, to generate annual ongoing savings of approximately $250 million by the end of 2028.

On September 3, 2025, we increased the estimate of annual ongoing savings, once all phases are implemented, to approximately $375 million by the end of 2028.

As of August 3, 2025, we have generated total program-to-date pre-tax savings of $145 million.

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:

(Millions) 2025

Meals & Beverages $ 74

Of the aggregate $ 90 million of pre-tax costs identified to date, we expect substantially all will be cash expenditures.

In addition, we expect to invest approximately $ 10 million in capital expenditures.

We expect these initiatives, once all phases are implemented, to generate annual ongoing savings of approximately $500 million by the end of 2030.

Other Optimization Initiatives

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

In 2026, we incurred $ 21 million in Marketing and selling expenses related to this initiative.

In 2025, we incurred $ 20 million in Marketing and selling expenses and $ 1 million in Administrative expenses related to this initiative.

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We generated cash flows from operations of $1.039 billion in 2026, compared to $1.131 billion in 2025.

The decline in 2025 was primarily due to changes in working capital.

The decline in 2026 was primarily due to lower cash earnings, partially offset by changes in working capital.

We generated cash flows from operations of $1.131 billion in 2025, compared to $1.185 billion in 2024.

The increase in 2024 was primarily due to changes in working capital.

We had negative working capital of $674 million as of August 3, 2025, and $1.386 billion as of July 28, 2024.

The decline in 2025 was primarily due to changes in working capital.

We had negative working capital of $616 million as of August 2, 2026, and $674 million as of August 3, 2025.

Current assets were less than current liabilities, which included debt maturing in one year, due to a focus on lowering core working capital requirements.

Total debt maturing within one year was $762 million as of August 3, 2025, and $1.423 billion as of July 28, 2024.

We have $400 million aggregate principal amount of senior notes maturing in March 2026 that we expect to repay and/or refinance using available resources, which may include cash on hand, accessing the capital markets, commercial paper and/or revolving credit facility.

Total debt maturing within one year was $977 million as of August 2, 2026, and $762 million as of August 3, 2025.

We have $500 million aggregate principal amount of senior notes maturing in March 2027 that we expect to repay and/or refinance using available resources, which may include accessing the capital markets, using cash on hand, commercial paper and/or our revolving credit facility.

As part of our focus to lower core working capital requirements, we have worked with our suppliers to optimize our terms and conditions, including the extension of payment terms.

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We also maintain agreements with third-party administrators that allow participating suppliers to track payment obligations from us, and, at the sole discretion of the supplier, sell those payment obligations to participating financial institutions.

Our obligations to our suppliers, including amounts due and scheduled

payment terms, are not impacted.

Our obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted.

Supplier participation in these agreements is voluntary.

We have no economic interest in a supplier’s decision to enter into these agreements and no direct financial relationship with the financial institutions.

We have no economic interest in a supplier’s decision to enter into these agreements and no direct financial relationship with the financial institutions regarding these transactions.

We have not pledged assets as security or provided any guarantees in connection with these arrangements.

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 $240 million at August 3, 2025, and $243 million at July 28, 2024.

Our outstanding obligations confirmed as valid under these programs, which are included in Accounts payable on the Consolidated Balance Sheets, were $241 million at August 2, 2026, and $240 million at August 3, 2025.

Investing Activities

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Capital expenditures are expected to total approximately $300 million in 2027.

Capital expenditures in 2026 included network optimization for our

Meals & Beverages business, information technology projects and wastewater initiatives.

Capital expenditures in 2025 included network optimization for our Meals & Beverages business, chip and cracker capacity expansion for our Snacks business and enhancements to our headquarters in Camden, New Jersey.

Capital expenditures in 2024 included chip and cracker capacity expansion for our Snacks business, upgrades of assets across both segments of the business, enhancements to our headquarters in Camden, New Jersey and network optimization for our Meals & Beverages business.

Capital expenditures in 2023 included chip and cracker capacity expansion for our Snacks business and a new manufacturing line for our Meals & Beverages business.

In Snacks, we have a direct-store-delivery distribution model that uses independent contractor distributors.

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The purchase and sale proceeds of the routes are reflected in investing activities.

On May 4, 2026, we acquired the 49% interests in La Regina and paid cash of $146 million and acquired cash of $147 million at closing.

On March 12, 2024, we completed the acquisition of Sovos Brands.

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The acquisition was funded through the 2024 DDTL Credit Agreement of $2 billion and cash on hand.

On February 24, 2025, we sold the noosa yoghurt business for $188 million, subject to certain customary purchase price adjustments.

On February 24, 2025, we sold the noosa yoghurt business for $188 million, subject to certain customary purchase price adjustments, which resulted in $5 million of additional proceeds in the first quarter of 2026.

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

On May 30, 2023, we completed the sale of our Emerald nuts business for $41 million.

Financing Activities

Dividend payments were $470 million in 2026, $459 million in 2025 and $445 million in 2024.

Annual dividends declared were $1.54 per share in 2025, and $1.48 per share in 2024 and 2023.

Annual dividends declared were $1.56 per share in 2026, $1.54 per share in 2025, and $1.48 per share in 2024.

The 2026 fourth quarter dividend was $.39 per share.

The declaration of dividends is subject to the discretion of our Board and depends on various factors, including our net earnings, financial condition, cash requirements, future prospects and other factors that our Board deems relevant to its analysis and decision making.

Effective September 3, 2026, the Board of Directors reset the quarterly dividend and declared a regular quarterly dividend of $.25 per share payable on November 2, 2026 to shareholders of record at the close of business on October 1, 2026.

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

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In September 2024, the Board authorized a new anti-dilutive share repurchase program of up to $250 million (September 2024 program) to offset the impact of dilution from shares issued under our stock compensation programs.

The September 2024 program has no expiration date, but it may be discontinued at any time.

The September 2024 program has no expiration date, but it may be suspended or discontinued at any time.

Repurchases under the September 2024 program may be made in open-market or privately negotiated transactions.

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.

In 2025, we repurchased 1.303 million shares at a cost of $62 million pursuant to our anti-dilutive share repurchase program.

In 2024 and 2023, we repurchased 1.56 million shares at a cost of $67 million and 2.698 million shares at a cost of $142 million, respectively.

In 2026, 2025, and 2024, we repurchased 805 thousand shares at a cost of $26 million, 1.303 million shares at a cost of $62 million and 1.56 million shares at a cost of $67 million, respectively, pursuant to our anti-dilutive share repurchase program.

As of August 2, 2026, approximately $172 million remained available under the September 2024 program and approximately $301 million remained under the September 2021 program.

We have not repurchased shares under either program since January 2026 and do not anticipate repurchasing shares under either program in 2027.

See Note 17 to the Consolidated Financial Statements and "Market for Registrant's Capital Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities" for additional information.

On November 15, 2022, we entered into a delayed draw term loan credit agreement (the 2022 DDTL Credit Agreement) totaling up to $500 million scheduled to mature on November 15, 2025.

Loans under the 2022 DDTL Credit Agreement bear interest at the rates specified in the 2022 DDTL Credit Agreement, which vary based on the type of loan and certain other conditions.

The 2022 DDTL Credit Agreement contains customary representations and warranties, affirmative and negative covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is defined in the 2022 DDTL Credit Agreement) of not less than 3.25:1.00, and events of default for credit facilities of this type.

We borrowed $500 million under the 2022 DDTL Credit Agreement on March 13, 2023, and used the proceeds and cash on hand to repay the 3.65% $566 million Notes that matured on March 15, 2023.

On April 5, 2024, we repaid $100 million of the $500 million outstanding under the 2022 DDTL Credit Agreement.

The remaining $400 million was repaid in October 2024 and November 2024 as described below.

We borrowed $500 million under the 2022 DDTL Credit Agreement in March 2023.

The $500 million was repaid as described below.

On October 10, 2023, we entered into the 2024 DDTL Credit Agreement totaling up to $2 billion scheduled to mature on October 8, 2024.

Loans under the 2024 DDTL Credit Agreement bear interest at the rates specified in the 2024 DDTL Credit Agreement, which vary based on the type of loan and certain other conditions.

The 2024 DDTL Credit Agreement contains customary representations and warranties, affirmative and negative covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense (as each is defined in the 2024 DDTL Credit Agreement) of not less than 3.25:1.00, and events of default for credit facilities of this type.

The proceeds of the loans under the 2024 DDTL Credit Agreement could only be used in connection with the acquisition of Sovos Brands and the payment of fees and expenses incurred in connection therewith.

On March 12, 2024, we borrowed $2 billion under the 2024 DDTL Credit Agreement and used the proceeds in order to fund the acquisition of Sovos Brands, along with the fees and expenses incurred in connection therewith.

In August 2023, we filed a registration statement with the SEC that registered an indeterminate amount of debt securities.

Under the registration statement we may issue debt securities from time to time, depending on market conditions.

The $2 billion was repaid in full as described below.

In August 2023, we filed a registration statement (the 2023 Registration Statement) with the SEC that registered an indeterminate amount of debt securities.

In August 2026, we filed a registration statement (the 2026 Registration Statement) with the SEC that registered an indeterminate amount of debt securities, capital stock, preferred stock, warrants, purchase contracts and units.

Under the 2026 Registration Statement, we may issue these securities from time to time, depending on market conditions.

On March 19, 2024, pursuant to the 2023 Registration Statement, we issued senior unsecured notes of $2.5 billion, consisting of:

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We used the net proceeds from the sale of the notes to repay the $2 billion of outstanding borrowings under the 2024 DDTL Credit Agreement used to fund the Sovos Brands acquisition, including fees and expenses in connection therewith, and the remainder of the net proceeds to repay commercial paper.

On April 5, 2024, we repaid $100 million of the $500 million outstanding under the 2022 DDTL Credit Agreement due November 15, 2025.

The remaining $400 million was repaid in October 2024 and November 2024 as described below.

On October 2, 2024, pursuant to the 2023 Registration Statement, we completed the issuance of senior unsecured notes of $1.15 billion, consisting of:

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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.

On December 15, 2025, pursuant to the 2023 Registration Statement, we completed the issuance of senior unsecured notes, consisting of $550 million aggregate principal amount of notes bearing interest at a fixed rate of 4.55% per annum, due March 21, 2031, with interest payable semi-annually on each of March 21 and September 21 commencing March 21, 2026.

The notes contain customary covenants and events of default.

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.

W e used a portion of the net proceeds from the issuance of the notes to repay a portion of our outstanding commercial paper and used the remaining proceeds to repay existing indebtedness and for general corporate purposes.

In March 2026, 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 $400 million aggregate principal amount of senior notes that matured in March 2026.

On April 16, 2024, we terminated our existing revolving credit facility dated September 27, 2021 (as amended on April 4, 2023).

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On August 5, 2025, we entered into an Extension Agreement to extend the maturity date of the 2024 Revolving Credit Facility Agreement by one year from April 16, 2029 to April 16, 2030.

On September 16, 2026, we entered into an Extension Agreement to further extend the maturity date of the 2024 Revolving Credit Facility Agreement by one year from April 16, 2030 to April 16, 2031.

The 2024 Revolving Credit Facility Agreement remained unused at August 2, 2026, except for $1 million of standby letters of credit that we issued under it.

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Loans under the 2024 Revolving Credit Facility Agreement will bear interest at the rates specified in the 2024 Revolving Credit Facility Agreement, which vary based on the type of loan and certain other conditions.

Revolving Credit Facility Agreement facility contains customary covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense of not less than 3.25:1.00 and customary events of default for credit facilities of this type.

The 2024 Revolving Credit Facility Agreement

facility contains customary covenants, including a financial covenant with respect to a minimum consolidated interest coverage ratio of consolidated adjusted EBITDA to consolidated interest expense of not less than 3.25:1.00 and customary events of default for credit facilities of this type.

The facility supports our commercial paper program and other general corporate purposes.

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As of August 2, 2026, we issued $45 million of standby letters of credit.

We are in compliance with the covenants contained in our credit facilities and debt securities.

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We principally use a combination of purchase orders and various short- and long-term supply arrangements in connection with the purchase of raw materials, including certain commodities and agricultural products.

We also enter into commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, diesel fuel, natural gas, soybean oil, cocoa, aluminum, soybean meal and corn.

We also enter into commodity futures, options and swap contracts to reduce the volatility of price fluctuations of wheat, natural gas, aluminum, cocoa, diesel fuel, corn, soybean oil, and soybean meal.

We do not enter into derivative contracts for speculative purposes and do not use leveraged instruments.

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The information presented below should be read in conjunction with Notes 14, 15 and 16 to the Consolidated Financial Statements.

We are exposed to foreign currency exchange risk, primarily the Canadian dollar and Euro, related to intercompany transactions and third-party transactions.

We are exposed to foreign currency exchange risk, primarily the Canadian dollar related to intercompany transactions and the Euro related to transactions with La Regina.

We acquired our 49% ownership interests in La Regina on May 4, 2026.

We utilize foreign exchange forward and option contracts to hedge these exposures.

The notional amounts of the contracts as of August 3, 2025, and July 28, 2024, were $596 million and $297 million, respectively.

The aggregate fair value of all contracts was a loss of $1 million as of August 3, 2025, and a gain of $2 million as of July 28, 2024.

A hypothetical 10% fluctuation in exchange rates would impact the fair value of our outstanding foreign exchange contracts by approximately $32 million as of August 3, 2025, and $16 million as of July 28, 2024, which would generally be offset by inverse changes on the underlying hedged items.

The notional amounts of the contracts as of August 2, 2026, and August 3, 2025, were $325 million and $596 million, respectively.

The aggregate fair value of all contracts was a gain of $6 million as of August 2, 2026, and a loss of $1 million as of August 3, 2025.

A hypothetical 10% fluctuation in exchange rates would impact the fair value of our outstanding foreign exchange contracts by approximately $12 million as of August 2, 2026, and $32 million as of August 3, 2025, which would generally be offset by inverse changes on the underlying hedged items.

As of August 2, 2026, we had outstanding variable-rate debt of $472 million with an average interest rate of 3.94%.

As of July 28, 2024, we had outstanding variable-rate debt of $650 million with an average interest rate of 6.20%.

A hypothetical 100-basis-point increase in average interest rates applied to our variable-rate debt balances throughout 2025 and 2024 would have increased annual interest expense in those years by approximately $3 million and $7 million, respectively.

As of August 3, 2025, we had outstanding variable-rate debt of $332 million with an average interest rate of 4.69%.

A hypothetical 100-basis-point increase in average interest rates applied to our variable-rate debt balances throughout 2026 and 2025 would have increased annual interest expense in both years by approximately $3 million.

As of August 2, 2026, we had outstanding fixed-rate debt of $6.747 billion with a weighted average interest rate of 4.52%.

As of July 28, 2024, we had outstanding fixed-rate debt of $6.584 billion with a weighted average interest rate of 4.38%.

The fair value of fixed-rate debt was $6.213 billion as of August 3, 2025 and $6.216 billion as of July 28, 2024.

As of August 3, 2025, and July 28, 2024, a hypothetical 100-basis-point increase in interest rates would decrease the fair value of our fixed-rate debt by approximately $367 million and $312 million, respectively, while a hypothetical 100-basis-point decrease in interest rates would increase the fair value of our fixed-rate debt by approximately $417 million and $348 million, respectively.

As of August 3, 2025, we had outstanding fixed-rate debt of $6.583 billion with a weighted average interest rate of 4.57%.

The fair value of fixed-rate debt was $6.094 billion as of August 2, 2026 and $6.213 billion as of August 3, 2025.

As of August 2, 2026, and August 3, 2025, a hypothetical 100-basis-point increase in interest rates would decrease the fair value of our fixed-rate debt by approximately $291 million and $367 million, respectively, while a hypothetical 100-basis-point decrease in interest rates would increase the fair value of our fixed-rate debt by approximately $391 million and $417 million, respectively.

The impact of market interest rate fluctuations on our long-term debt does not affect our results of operations or financial position.

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We manage our exposure to interest volatility on future debt issuances by entering into forward starting interest rate swaps or treasury lock contracts to hedge the rate on the interest payments related to the anticipated debt issuance.

There were no forward starting interest rate swaps or treasury lock contracts outstanding as of August 3, 2025 and July 28, 2024.

In conjunction with the issuance of senior unsecured notes on October 2, 2024, due on March 23, 2035, we settled forward starting interest rate swaps with a notional value of $700 million at a gain of less than $1 million.

We settled forward starting interest rate swaps with a notional value of $1.1 billion in March 2024 at a loss of $11 million.

There were no forward starting interest rate swaps or treasury lock contracts outstanding as of August 2, 2026 and August 3, 2025.

In conjunction with the issuance of senior unsecured notes on October 2, 2024, due on March 23, 2035, we settled forward starting interest rate swaps with a notional amount of $700 million at a gain of less than $1 million.

We settled forward starting interest rate swaps with a notional amount of $1.1 billion in March 2024 at a loss of $11 million.

The gains and losses on these instruments were recorded in other comprehensive income (loss) and will be recognized in Interest expense over the respective lives of the debt.

During the second quarter of 2026, we entered into fixed-to-floating interest rate swaps accounted for as fair-value hedges.

These instruments have a notional amount of $ 600 million and effectively convert a portion of our $ 800 million 4.75 % Notes due March 23, 2035 from fixed-rate to variable-rate debt.

The fair value of the instruments was a loss of $ 26 million as of August 2, 2026.

There were no fixed-to-floating interest rate swaps outstanding as of August 3, 2025.

Based on a hypothetical 100-basis-point increase in interest rates, the estimated fair value of the instruments would decrease by approximately $42 million with an offsetting change in the fair value of the hedged portion of long-term debt.

We enter into commodity futures, options and swap contracts, and a supply contract under which prices for certain raw materials are established based on anticipated volume requirements to reduce the volatility of price fluctuations for commodities.

As of August 2, 2026, the total notional amount of the contracts was $189 million, and the aggregate fair value of the contracts was a gain of $6 million.

As of July 28, 2024, the total notional amount of the contracts was $248 million, and the aggregate fair value of the contracts was a loss of $10 million.

A hypothetical 10% fluctuation in commodity prices would impact the fair value of our outstanding commodity contracts by approximately $23 million as of August 3, 2025, and $24 million as of July 28, 2024, which would generally be offset by inverse changes on the underlying hedged items.

As of August 3, 2025, the total notional amount of the contracts was $233 million, and the aggregate fair value of the contracts was a gain of $1 million.

A hypothetical 10% fluctuation in commodity prices would impact the fair value of our outstanding commodity contracts by approximately $20 million as of August 2, 2026, and $23 million as of August 3, 2025, which would generally be offset by inverse changes on the underlying hedged items.

We enter into swap contracts which hedge a portion of exposures relating to the total return of certain deferred compensation obligations.

The notional amount of the contracts was $ 76 million as of August 3, 2025, and $ 71 million as of July 28, 2024.

The fair value of the contracts was a gain of $1 million as of August 3, 2025, and a gain of $3 million as of July 28, 2024.

A hypothetical 10% fluctuation in equity price changes would impact the fair value of our outstanding swap contracts by $8 million as of August 3, 2025, and $7 million as of July 28, 2024, which would generally be offset by inverse changes on the underlying hedged items.

The notional amount of the contracts was $ 83 million as of August 2, 2026, and $ 76 million as of August 3, 2025.

The fair value of the contracts was a gain of $1 million as of August 2, 2026 and August 3, 2025.

A hypothetical 10% fluctuation in equity price changes would impact the fair value of our outstanding swap contracts by approximately $8 million as of August 2, 2026 and August 3, 2025, which would generally be offset by inverse changes on the underlying hedged items.

CRITICAL ACCOUNTING ESTIMATES

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The mix between these forms of variable consideration, which are classified as reductions in revenue and recognized upon sale, and advertising or other marketing activities, which are classified as marketing and selling expenses, fluctuates between periods based on our overall marketing plans.

The measurement and recognition of the costs for trade and consumer

promotion programs involves the use of judgment related to performance and redemption estimates.

The measurement and recognition of the costs for trade and consumer promotion programs involves the use of judgment related to performance and redemption estimates.

Estimates are made based on historical experience and other factors, including expected volume.

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However, actual expenses may differ if the level of redemption rates and performance were to vary from estimates.

Accrued trade and consumer promotion liabilities as of August 3, 2025 and July 28, 2024 were $159 million and $186 million, respectively.

Accrued trade and consumer promotion liabilities as of August 2, 2026 and August 3, 2025 were $159 million.

Valuation of long-lived assets — Fixed assets and amortizable intangible assets are reviewed for impairment as events or changes in circumstances occur indicating that the carrying value of the asset may not be recoverable.

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2025 Assessments

As of August 3, 2025, the carrying value of goodwill was $4.991 billion.

Based on our assessments, all of our reporting units had fair values that significantly exceeded carrying values.

During the second quarter of 2025, we performed an interim impairment assessment on our Allied brands trademarks as our sales performance was below expectations.

During the second quarter of 2025, we performed an interim impairment assessment on our Allied brands trademarks as

our 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 trademarks, reducing the carrying value to $ 28 million.

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

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.

2026 Assessments

As of August 2, 2026, the carrying value of goodwill was $5.321 billion.

Based on our assessments, all of our reporting units had fair values that significantly exceeded carrying values.

In the fourth quarter of 2026, based on recent performance, we recognized impairment charges on the Kettle Brand and Cape Cod trademarks.

In 2026, sales and operating performance were below expectations due in part to competitive pressures and reduced margins.

As a result, we lowered our near-term and long-term outlook for future sales and operating performance.

We recognized an impairment charge of $ 60 million on the Kettle Brand trademark, reducing the carrying value to $ 258 million, and an impairment charge of $ 57 million on the Cape Cod trademark, reducing the carrying value to $ 130 million.

As of August 2, 2026, the carrying value of indefinite-lived trademarks was $3.561 billion as detailed below:

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Snyder's of Hanover 470

Kettle Brand 318

Pacific Foods 280

Kettle Brand 258

Various other Snacks (1)

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

As of the 2025 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 $ 2.587 billion and included the Rao's , Snyder's of Hanover , Pace , Pacific Foods , Late July and Allied brands trademarks.

As of the 2026 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 $ 1.225 billion and included the Snyder's of Hanover , Pace , Kettle Brand, Cape Cod , Late July and Allied brands trademarks.

Although assumptions are generally interdependent and do not change in isolation, sensitivities to changes are provided below.

Holding all other assumptions in our 2026 impairment testing constant, changes in the assumptions below would reduce fair value of trademarks and result in impairment charges of approximately:

(Millions) Rao's Snyder's of Hanover Pace Pacific Foods Late July Allied brands

(Millions) Snyder's of Hanover Lance Pace Kettle Brand Cape Cod Late July Allied brands

1% increase in the weighted-average cost of capital $ 60 $ 10 $ 20 $ 45 $ 25 $ 5 $ 5

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1% decrease in royalty rate $ 35 $ — $ 10 $ 55 $ 45 $ 25 $ 10

While the 1% changes in assumptions would not result in impairment charges on our other trademarks, some changes would result in a fair value exceeding carrying value by less than 15% for the Lance , Kettle Brand and Cape Cod trademarks.

The estimates of future cash flows used in impairment testing 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, including the potential impact of tariffs.

The actual cash flows could differ materially from management’s estimates due to changes in business conditions,

operating performance and economic conditions, including from the potential impact of tariffs, shifting global trade policies and geopolitical conflicts.

If our assumptions change or market conditions decline, potential impairment charges could result.

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$ (18) $ 24 $ 33

The actuarial gains recognized in 2026 were primarily due to increases in the discount rates used to determine the benefit obligation and the gain from an annuity settlement, partially offset by plan experience and gains on plan assets that were less than the expected return.

The actuarial losses recognized in 2025 were primarily due to gains on plan assets that were less than the expected return, partially offset by increases in the discount rates used to determine the benefit obligation and plan experience.

The actuarial losses recognized in 2024 were primarily due to decreases in discount rates used to determine the benefit obligation and plan experience, partially offset by gains on plan assets.

The actuarial gains recognized in 2023 were primarily due to increases in discount rates used to determine the benefit obligation, partially offset by losses on plan assets and plan experience.

Significant weighted-average assumptions as of the end of the year were as follows:

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These forward-looking statements reflect our current expectations regarding our future results of operations, economic performance, financial condition and achievements.

These forward-looking statements can be identified by words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "pursue," "strategy," "target," "will" and similar expressions.

These forward-looking statements can be identified by words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "pursue," "seek," "strategy," "target," "will" and similar expressions.

One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts, and may reflect anticipated cost savings or implementation of our strategic plan.

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We wish to caution the reader that the following important factors and those important factors described in Part 1, Item 1A and elsewhere in this Report, or in our other SEC filings, could affect our actual results and could cause such results to vary materially from those expressed in any forward-looking statements made by, or on behalf of, us:

• declines or volatility in financial markets, deteriorating economic conditions and other external factors, including the impact and application of new or changes to existing governmental laws, regulations, and policies;

• the risks associated with imposed and threatened tariffs by the U.S.

• declines or volatility in financial markets, deteriorating economic conditions and other external factors, including the impact of geopolitical conflicts and the impact and application of new or changes to existing governmental laws, regulations, and policies;

• the risks associated with tariff actions taken by the U.S.

and reciprocal tariffs by its trading partners;

• the risks related to the availability of, and cost inflation in, supply chain inputs, including labor, raw materials, commodities, packaging and transportation, including those related to tariffs;

• the risks related to the availability of, and cost inflation in, supply chain inputs, including raw materials, packaging materials, energy, logistics, finished products and labor, including those related to ongoing geopolitical conflicts and tariffs;

• disruptions in or inefficiencies to our supply chain and/or operations, including reliance on key contract manufacturer and supplier relationships;

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• the risks associated with trade and consumer acceptance of product improvements, shelving initiatives, new products and pricing and promotional strategies;

• changes in consumer demand for our products and favorable perception of our brands;

• the risk that the cost savings and any other synergies from the Sovos Brands transaction may not be fully realized or may take longer or cost more to be realized than expected, including that the Sovos Brands transaction may not be accretive to the extent anticipated;

• our ability to realize projected cost savings and benefits from cost savings initiatives and the integration of recent acquisitions;

• changes in consumer demand for our products, evolving consumer preferences and favorable perception of our brands;

• the risks related to the La Regina transaction, including that the benefits from the transaction may not be fully realized or may take longer or cost more to be realized than expected;

• our ability to realize projected cost savings and benefits from cost savings initiatives and integration efforts in light of recent acquisitions and strategic investments;

• risks related to the effectiveness of our hedging activities and our ability to respond to volatility in commodity prices;

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• a disruption, failure or security breach of our or our vendors' information technology systems, including ransomware attacks;

• our indebtedness and ability to pay such indebtedness;

• a ch ange in outlook or downgrade in our public credit ratings;

• impairment to goodwill or other intangible assets;

• our ability to protect our intellectual property rights;

• increased liabilities and costs related to our defined benefit pension plans;

• our ability to attract and retain key talent;

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• the costs, disruption and diversion of management's attention associated with activist investors;

• our indebtedness and ability to pay such indebtedness;

• unforeseen business disruptions or other impacts due to political instability, civil disobedience, terrorism, geopolitical conflicts, extreme weather conditions, natural disasters, pandemics or other outbreaks of disease or other calamities.

This discussion of uncertainties is by no means exhaustive but is designed to highlight important factors that may impact our outlook.

We disclaim any obligation or intent to update forward-looking statements made by us in order to reflect new information, events or circumstances after the date they are made.

We disclaim any obligation or intent to update forward-looking statements made by us in order to reflect new information, events or circumstances after the date they are made, except as required by law.

Quantitative and Qualitative Disclosure About Market Risk

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

What changed 10-K

Item 7. Management’s Discussion and Analysis