2 unchanged sentences
CONSOLIDATED STATEMENTS OF OPERATIONS
−Removed: Quarter Ended Six Months Ended
+Added: Quarter Ended Nine Months Ended
In thousands, except per share amounts
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Net Sales $ 3,032,876 $ 2,898,443 $ 8,920,499 $ 8,782,706
20 unchanged sentences
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Net Earnings $ 183,696 $ 176,735 $ 533,968 $ 584,671
16 unchanged sentences
In thousands, except share and per share amounts
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Cash and Cash Equivalents $ 599,189 $ 741,881
1 unchanged sentence
Accounts Receivable (Net of Allowance for Doubtful Accounts of
−Removed: $ 3,664 at April 27, 2025, and $ 3,712 at October 27, 2024)
+Added: $ 3,660 at July 27, 2025, and $ 3,712 at October 27, 2024)
764,338 817,908
37 unchanged sentences
Common Stock, Par Value $ 0.01465 a Share — Authorized 1,600,000,000 Shares;
−Removed: Shares Issued as of April 27, 2025:
+Added: Shares Issued as of July 27, 2025:
Shares Issued as of October 27, 2024:
9 unchanged sentences
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ INVESTMENT
−Removed: Quarter Ended April 28, 2024
+Added: Quarter Ended July 28, 2024
Hormel Foods Corporation Shareholders
4 unchanged sentences
Shares Amount Shares Amount
−Removed: Balance at January 28, 2024 547,596 $ 8,021 — $ — $ 529,715 $ 7,557,157 $ ( 250,783 ) $ 4,455 $ 7,848,566
+Added: Balance at April 28, 2024 548,030 $ 8,028 — $ — $ 549,130 $ 7,591,157 $ ( 262,325 ) $ 10,462 $ 7,896,452
Net Earnings (Loss)
2 unchanged sentences
( 52,048 ) ( 390 ) ( 52,438 )
−Removed: Contribution from Noncontrolling Interest 6,228 6,228
Stock-based Compensation Expense
−Removed: 52 1 10,559 10,561
−Removed: Exercise of Stock Options/Restricted Shares
+Added: Exercise of Stock-based Compensation Awards, Net of Withholding Taxes
299 4 6,321 6,325
1 unchanged sentence
291 ( 155,248 ) ( 154,957 )
−Removed: Balance at April 28, 2024 548,030 $ 8,028 — $ — $ 549,130 $ 7,591,157 $ ( 262,325 ) $ 10,462 $ 7,896,452
−Removed: Quarter Ended April 27, 2025
+Added: Balance at July 28, 2024 548,329 $ 8,033 — $ — $ 560,849 $ 7,612,610 $ ( 314,373 ) $ 10,106 $ 7,877,225
+Added: Quarter Ended July 27, 2025
Hormel Foods Corporation Shareholders
9 unchanged sentences
Shares Amount Shares Amount
−Removed: Balance at January 26, 2025 549,785 $ 8,054 — $ — $ 602,887 $ 7,688,663 $ ( 271,263 ) $ 10,101 $ 8,038,442
+Added: Balance at April 27, 2025 549,888 $ 8,056 — $ — $ 614,189 $ 7,708,693 $ ( 298,601 ) $ 9,604 $ 8,041,941
Net Earnings (Loss)
4 unchanged sentences
( 9 ) — 4,853 4,852
−Removed: Exercise of Stock Options/Restricted Shares
+Added: Exercise of Stock-based Compensation Awards, Net of Withholding Taxes
120 2 ( 1,785 ) ( 1,784 )
1 unchanged sentence
342 ( 159,817 ) ( 159,475 )
−Removed: Balance at April 27, 2025 549,888 $ 8,056 — $ — $ 614,189 $ 7,708,693 $ ( 298,601 ) $ 9,604 $ 8,041,941
+Added: Balance at July 27, 2025 549,998 $ 8,057 — $ — $ 617,598 $ 7,732,618 $ ( 275,006 ) $ 9,824 $ 8,093,092
See Notes to the Consolidated Financial Statements
1 unchanged sentence
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ INVESTMENT
−Removed: Six Months Ended April 28, 2024
+Added: Nine Months Ended July 28, 2024
Hormel Foods Corporation Shareholders
14 unchanged sentences
Stock-based Compensation Expense 52 1 20,110 20,112
−Removed: Exercise of Stock Options/Restricted Shares 1,378 20 27,439 27,459
+Added: Exercise of Stock-based Compensation Awards, Net of Withholding Taxes
+Added: 1,677 24 33,760 33,784
Declared Dividends – $ 0.8475 per Share
800 ( 465,183 ) ( 464,383 )
−Removed: Balance at April 28, 2024 548,030 $ 8,028 — $ — $ 549,130 $ 7,591,157 $ ( 262,325 ) $ 10,462 $ 7,896,452
−Removed: Six Months Ended April 27, 2025
+Added: Balance at July 28, 2024 548,329 $ 8,033 — $ — $ 560,849 $ 7,612,610 $ ( 314,373 ) $ 10,106 $ 7,877,225
+Added: Nine Months Ended July 27, 2025
Hormel Foods Corporation Shareholders
14 unchanged sentences
Stock-based Compensation Expense 45 1 21,386 21,387
−Removed: Exercise of Stock Options/Restricted Shares 1,228 18 25,823 25,841
+Added: Exercise of Stock-based Compensation Awards, Net of Withholding Taxes
+Added: 1,348 20 24,038 24,057
Declared Dividends – $ 0.8700 per Share
996 ( 479,252 ) ( 478,257 )
−Removed: Balance at April 27, 2025 549,888 $ 8,056 — $ — $ 614,189 $ 7,708,693 $ ( 298,601 ) $ 9,604 $ 8,041,941
+Added: Balance at July 27, 2025 549,998 $ 8,057 — $ — $ 617,598 $ 7,732,618 $ ( 275,006 ) $ 9,824 $ 8,093,092
See Notes to the Consolidated Financial Statements
1 unchanged sentence
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
−Removed: Six Months Ended
−Removed: April 27, 2025 April 28, 2024
+Added: Nine Months Ended
+Added: July 27, 2025 July 28, 2024
Operating Activities
7 unchanged sentences
Stock-based Compensation Expense 21,387 20,112
−Removed: Loss (Gain) on Sale of Business 10,800 —
Operating Lease Cost 30,473 27,869
+Added: Loss (Gain) on Sale of Business 10,800 —
Other Non-cash, Net 552 18,510
20 unchanged sentences
Dividends Paid on Common Stock ( 473,692 ) ( 459,978 )
−Removed: Proceeds from Exercise of Stock Options 25,841 27,459
+Added: Proceeds from Stock-based Compensation Plans, Net of Withholding Taxes 24,057 33,784
Proceeds from Noncontrolling Interest — 6,508
31 unchanged sentences
The ASU also requires all annual disclosures currently required by Topic 280 to be included in interim periods.
−Removed: The update is effective for the Company's fiscal year ending October 26, 2025, and interim periods for the fiscal year ending October 25, 2026.
+Added: The update is effective for the Company's fiscal year ending October 26, 2025, and subsequent interim periods thereafter.
Early adoption is permitted and requires retrospective application to all prior periods presented in the financial statements.
−Removed: The Company is currently assessing the impact of adopting the updated provisions.
+Added: The Company will adopt the provisions of this ASU in the fourth quarter of fiscal 2025.
+Added: The adoption is not expected to have a material effect on the Company’s financial condition or results.
In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740):
Improvements to Income Tax Disclosures.
−Removed: The update is intended to enhance transparency and decision usefulness of income tax disclosures.
+Added: The update is intended to enhance transparency and decision usefulness of annual income tax disclosures.
This ASU updates income tax disclosure requirements by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction.
3 unchanged sentences
Disaggregation of Income Statement Expenses.
+Added: Subsequently, in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Clarifying the Effective Date.
The new guidance is intended to provide investors more detailed disclosures around specific types of expenses.
The new disclosures require certain details for expenses presented on the face of the Consolidated Statements of Operations as well as selling expenses to be presented in the notes to the financial statements.
−Removed: The guidance is effective for the Company's annual period ending October 29, 2028, and interim periods for the fiscal year ending October 28, 2029.
+Added: As clarified by ASU 2025-01, the guidance is effective for the Company's fiscal year ending October 29, 2028, and subsequent interim periods thereafter.
The disclosure updates are required to be applied prospectively with the option for retrospective application.
−Removed: The Company is currently assessing the impact of adopting the updated provisions.
+Added: The Company is currently assessing the impact of adopting the updated guidance.
Recently issued accounting standards or pronouncements not disclosed have been excluded as they are currently not relevant to the Company.
2 unchanged sentences
On October 18, 2024, the Company sold its equity interests in Hormel Health Labs, LLC (Hormel Health Labs) and related assets to Lyons Health Labs Holdco, LLC for $ 24.5 million.
−Removed: The divestiture resulted in a pre-tax gain of $ 3.9 million, net of
−Removed: transaction costs, which was recognized in Selling, General, and Administrative.
+Added: The divestiture resulted in a pre-tax gain of $ 3.9 million, net of transaction costs, which was recognized in Selling, General, and Administrative.
Results of operations for Hormel Health Labs were reflected within the Foodservice segment through the date of divestiture.
3 unchanged sentences
NOTE C - GOODWILL AND INTANGIBLE ASSETS
−Removed: The change in the carrying amount of goodwill for the six months ended April 27, 2025, is:
+Added: The change in the carrying amount of goodwill for the nine months ended July 27, 2025, is:
In thousands Retail Foodservice International Total
2 unchanged sentences
Foreign Currency Translation — — ( 269 ) ( 269 )
−Removed: Balance at April 27, 2025
+Added: Balance at July 27, 2025
$ 2,916,796 $ 1,748,355 $ 258,067 $ 4,923,218
1 unchanged sentence
The intangible assets by type are:
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
In thousands Gross
16 unchanged sentences
Amortization expense on intangible assets is as follows:
−Removed: Quarter Ended Six Months Ended
−Removed: In thousands April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: In thousands July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Amortization Expense $ 3,797 $ 3,968 $ 11,215 $ 12,409
4 unchanged sentences
Equity in Earnings of Affiliates consists of:
−Removed: Quarter Ended Six Months Ended
−Removed: % Owned April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: % Owned July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
MegaMex Foods, LLC (1)
8 unchanged sentences
Distributions received from equity method investees consists of:
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Dividends $ 12,703 $ 7,266 $ 38,847 $ 32,997
The Company recognized basis differences of $ 324.8 million upon the purchase of a minority interest in PT Garudafood Putra Putri Jaya Tbk (Garudafood) and $ 21.3 million associated with the formation of MegaMex Foods, LLC.
−Removed: As of April 27, 2025, basis differences of $ 298.4 million, which includes the impact of foreign currency translation, and $ 8.0 million were remaining for Garudafood and MegaMex Foods, LLC, respectively.
+Added: As of July 27, 2025, basis differences of $ 303.7 million, which includes the impact of foreign currency translation, and $ 7.8 million were remaining for Garudafood and MegaMex Foods, LLC, respectively.
The basis differences associated with definite-lived assets are being amortized through Equity in Earnings of Affiliates over the associated useful lives.
−Removed: Based on quoted market prices, the fair value of the common stock held in Garudafood was $ 242.2 million as of April 25, 2025.
+Added: Based on quoted market prices, the fair value of the common stock held in Garudafood was $ 248.9 million as of July 25, 2025.
NOTE E - INVENTORIES
Principal components of inventories are:
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Finished Products $ 1,102,248 $ 881,295
20 unchanged sentences
The total notional amount of the Company’s locks was $ 1.25 billion.
−Removed: In the third quarter of fiscal 2021, the associated unsecured senior notes were issued with a tenor of seven and thirty years and both locks were lifted (See Note K - Long-term Debt and Other Borrowing
−Removed: Arrangements).
+Added: In the third quarter of fiscal 2021, the associated unsecured senior notes were issued with tenors of seven and thirty years and both locks were lifted (See Note K - Long-term Debt and Other Borrowing Arrangements).
Mark-to-market gains and losses on these instruments were deferred as a component of AOCL.
2 unchanged sentences
In the first quarter of fiscal 2022, the Company entered into an interest rate swap to protect against changes in the fair value of a portion of previously issued senior unsecured notes attributable to the change in the benchmark interest rate.
−Removed: The hedge specifically designated the last $ 450 million of the $ 950 million aggregate principal amount of its 0.650 % notes due June 2024 (the 2024 Notes).
+Added: The hedge specifically designated the last $ 450 million of the $ 950 million aggregate principal amount of the Company's 0.650 % notes due June 2024 (the 2024 Notes).
The Company terminated the swap in the fourth quarter of fiscal 2022.
3 unchanged sentences
The Company holds certain futures and swap contracts to manage the Company’s exposure to fluctuations in grain and pork commodity markets for which it has not applied hedge accounting.
−Removed: Activity related to derivatives not designated for hedge accounting was immaterial to the consolidated financial statements during the quarter and six months ended April 27, 2025, and April 28, 2024.
+Added: Activity related to derivatives not designated for hedge accounting was immaterial to the consolidated financial statements during the quarter and nine months ended July 27, 2025, and July 28, 2024.
The Company’s outstanding contracts related to its commodity hedging programs include:
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Corn 27.1 bushels
3 unchanged sentences
The gross fair values of the Company’s derivative instruments designated as hedges are:
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Gross Fair Value of Commodity Contracts
4 unchanged sentences
$ 10,068 $ — $ 8,066 $ —
−Removed: (1) Per the terms of the Company’s master netting arrangements, the gross fair value of the Company’s commodity contracts was offset by the right to reclaim net cash collateral of $ 5.3 million (including cash of $ 5.6 million and $ 0.2 million of realized loss) as of April 27, 2025, and the right to reclaim net cash collateral of $ 10.9 million (including cash of $ 26.5 million and $ 15.6 million of realized loss) as of October 27, 2024.
+Added: (1) Per the terms of the Company’s master netting arrangements, the gross fair value of the Company’s commodity contracts was offset by the right to reclaim net cash collateral of $ 2.3 million (including cash payable of $ 2.0 million and $ 4.3 million of realized gain) as of July 27, 2025, and the right to reclaim net cash collateral of $ 10.9 million (including cash receivable of $ 26.5 million and $ 15.6 million of realized loss) as of October 27, 2024.
(2) The Company’s commodity contracts are reflected in Prepaid Expenses and Other Current Assets.
3 unchanged sentences
of Financial Position
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Commodity Contracts
3 unchanged sentences
Accumulated Other Comprehensive Loss Impact:
−Removed: As of April 27, 2025, the Company included in AOCL pre-tax hedging gains of $ 7.5 million on commodity contracts and gains of $ 11.0 million related to interest rate settled positions.
+Added: As of July 27, 2025, the Company included in AOCL pre-tax hedging gains of $ 6.2 million on commodity contracts and gains of $ 10.8 million related to interest rate settled positions.
The Company expects to recognize the majority of the gains on commodity contracts over the next twelve months.
1 unchanged sentence
The pre-tax gains (losses) recognized in AOCL related to the Company’s derivative instruments are:
−Removed: Quarter Ended Six Months Ended
−Removed: In thousands April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: In thousands July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Commodity Contracts
6 unchanged sentences
Statements of Operations
−Removed: Quarter Ended Six Months Ended
−Removed: In thousands April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: In thousands July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Commodity Contracts
6 unchanged sentences
The effect on the Consolidated Statements of Operations for pre-tax gains (losses) related to the Company’s derivative instruments are:
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Net Earnings Attributable to Hormel Foods Corporation $ 183,742 $ 176,701 $ 534,334 $ 584,842
15 unchanged sentences
Total Gain (Loss) Recognized in Earnings $ 5,050 $ ( 1,828 ) $ 2,791 $ ( 24,718 )
−Removed: (1) Represents gains or losses on commodity contracts designated as fair value hedges that were closed during the quarter and six months ended April 27, 2025, and April 28, 2024, which were offset by a corresponding gain or loss on the underlying hedged purchase commitment.
+Added: (1) Represents gains or losses on commodity contracts designated as fair value hedges that were closed during the quarter and nine months ended July 27, 2025, and July 28, 2024, which were offset by a corresponding gain or loss on the underlying hedged purchase commitment.
Additional gains or losses related to changes in the fair value of open commodity contracts, along with the offsetting gain or loss on the hedged purchase commitment, are also marked-to-market through earnings with no impact on a net basis.
5 unchanged sentences
Pension Benefits
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Service Cost $ 11,973 $ 9,033 $ 35,920 $ 27,108
8 unchanged sentences
Post-retirement Benefits
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Service Cost $ 41 $ 41 $ 124 $ 123
13 unchanged sentences
Comprehensive
−Removed: Balance at January 26, 2025
+Added: Balance at April 27, 2025
$ ( 125,326 ) $ ( 182,417 ) $ 13,970 $ ( 4,828 ) $ ( 298,601 )
4 unchanged sentences
Gross — 3,287 (1)
+Added: ( 4,608 ) (2)
Tax Effect — ( 810 ) 1,138 — 328
Change Net of Tax 16,506 2,523 ( 1,190 ) 5,756 23,595
−Removed: Balance at April 27, 2025
+Added: Balance at July 27, 2025
$ ( 108,820 ) $ ( 179,894 ) $ 12,780 $ 929 $ ( 275,006 )
6 unchanged sentences
Gross — 9,861 (1)
+Added: ( 1,635 ) (2)
Tax Effect — ( 2,430 ) 440 — ( 1,991 )
Change Net of Tax ( 38,027 ) 7,431 10,788 8,132 ( 11,675 )
−Removed: Balance at April 27, 2025
+Added: Balance at July 27, 2025
$ ( 108,820 ) $ ( 179,894 ) $ 12,780 $ 929 $ ( 275,006 )
11 unchanged sentences
The Company’s financial assets and liabilities carried at fair value on a recurring basis and their level within the fair value hierarchy are presented in the tables below.
−Removed: Fair Value Measurements at April 27, 2025
+Added: Fair Value Measurements at July 27, 2025
Value Quoted Prices
49 unchanged sentences
The rate is guaranteed for one year at issue and may be reset annually on the policy anniversary, subject to a guaranteed minimum rate.
−Removed: During the quarter and six months ended April 27, 2025, investments held by the rabbi trust
−Removed: generated losses of $ 3.7 million and $ 1.1 million, respectively, compared to gains of $ 2.4 million and $ 13.9 million for the quarter and six months ended April 28, 2024, respectively.
+Added: During the quarter and nine months ended July 27, 2025, investments held by the rabbi trust
+Added: generated gains of $ 9.7 million and $ 8.6 million, respectively, compared to gains of $ 4.9 million and $ 18.8 million for the quarter and nine months ended July 28, 2024, respectively.
Under the Company’s deferred compensation plans, participants can defer certain types of compensation and elect to receive a return based on the changes in fair value of various investment options, which include equity securities, money market accounts, bond funds, or other portfolios for which there is an active quoted market.
5 unchanged sentences
Commodity Derivatives:
−Removed: The Company’s commodity derivatives represent futures, swaps, and options contracts used in its hedging or other programs to offset price fluctuations associated with purchases of corn, natural gas, diesel fuel, lean hogs, and pork, and to minimize the price risk assumed when forward-priced contracts are offered to the Company’s commodity suppliers.
+Added: The Company’s commodity derivatives represent futures, swaps, and options contracts used in its hedging or other programs to offset price fluctuations associated with purchases of grain, natural gas, diesel fuel, lean hogs, and pork, and to minimize the price risk assumed when forward-priced contracts are offered to the Company’s commodity suppliers.
The Company’s futures and options contracts for corn are traded on the Chicago Board of Trade, while futures contracts for lean hogs are traded on the Chicago Mercantile Exchange.
7 unchanged sentences
The Company does not carry its long-term debt at fair value on the Consolidated Statements of Financial Position.
−Removed: The fair value of long-term debt, utilizing discounted cash flows (Level 2), was $ 2.5 billion as of April 27, 2025, and October 27, 2024.
+Added: The fair value of long-term debt, utilizing discounted cash flows (Level 2), was $ 2.5 billion as of July 27, 2025, and October 27, 2024.
See Note K - Long-term Debt and Other Borrowing Arrangements for additional information.
The Company measures certain nonfinancial assets and liabilities including goodwill, intangible assets, and property, plant, and equipment at fair value on a nonrecurring basis.
−Removed: There were no material fair value remeasurements of nonfinancial assets or liabilities during the quarter and six months ended April 27, 2025, and April 28, 2024.
+Added: There were no material fair value remeasurements of nonfinancial assets or liabilities during the quarter and nine months ended July 27, 2025, and July 28, 2024.
NOTE J - COMMITMENTS AND CONTINGENCIES
−Removed: There were no material changes outside the ordinary course of business during the quarter and six months ended April 27, 2025, to the purchase commitments and other commitments and guarantees last disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended October 27, 2024.
+Added: There were no material changes outside the ordinary course of business during the quarter and nine months ended July 27, 2025, to the purchase commitments and other commitments and guarantees last disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended October 27, 2024.
Legal Proceedings:
56 unchanged sentences
Tax Proceedings:
−Removed: Two current Company subsidiaries organized in Brazil, Clean Field Comércio de Produtos de Alimentícios LTDA and Omamori Indústria de Alimentos LTDA, along with a former subsidiary, Talis Distribuidora de Alimentos LTDA, which are reported in the International segment, received tax deficiency notices from the State of São Paulo Tax Authority Office alleging underpayment of ICMS and ICMS-ST taxes, which are similar to value added taxes, for multiple tax years.
+Added: Two current Company subsidiaries organized in Brazil, Clean Field Comércio de Produtos de Alimentícios LTDA and Omamori Indústria de Alimentos LTDA, along with a former subsidiary, Talis Distribuidora de Alimentos LTDA, which are reported in the International segment, have received tax deficiency notices from the State of São Paulo Tax Authority Office alleging underpayment of ICMS and ICMS-ST taxes, which are similar to value added taxes, for multiple tax years.
The subsidiaries have filed objections to appeal these notices, and the proceedings are in various stages of the administrative review process.
3 unchanged sentences
Long-term Debt consists of:
−Removed: April 27, 2025 October 27, 2024
+Added: July 27, 2025 October 27, 2024
Senior Unsecured Notes with Interest at 3.050 %
36 unchanged sentences
On March 25, 2025, the Company entered into an unsecured revolving credit agreement with Wells Fargo Bank, National Association, as administrative agent, swing line lender and issuing lender, U.S.
−Removed: Bank National Association, JPMorgan Chase Bank, N.A.
−Removed: and BofA Securities, Inc.
−Removed: as syndication agents and the lenders party thereto.
+Added: Bank National Association, JPMorgan Chase Bank, N.A., and BofA Securities, Inc., as syndication agents, and the lenders party thereto.
The revolving credit agreement provides for an unsecured revolving credit facility with an aggregate principal commitment amount at any time outstanding of up to $ 750.0 million with an uncommitted increase option of an additional $ 375.0 million upon the satisfaction of certain conditions.
5 unchanged sentences
The lending commitments under the agreement are scheduled to expire on March 25, 2030, at which time the Company will be required to pay in full all obligations then outstanding.
−Removed: Concurrent with entering this revolving credit agreement, the Company terminated its existing $ 750.0 million credit facility that was entered into on May 6, 2021.
−Removed: The Company had no outstanding borrowings from either facility as of April 27, 2025, and October 27, 2024.
+Added: Concurrent with entering into this revolving credit agreement, the Company terminated its existing $ 750.0 million credit facility that was entered into on May 6, 2021.
+Added: The Company had no outstanding borrowings from either facility as of July 27, 2025, and October 27, 2024.
Debt Covenants:
The Company is required by certain covenants in its debt agreements to maintain specified levels of financial ratios and financial position, including maintaining a minimum interest coverage ratio.
−Removed: As of April 27, 2025, the Company was in compliance with all covenants.
+Added: As of July 27, 2025, the Company was in compliance with all covenants.
NOTE L - INCOME TAXES
2 unchanged sentences
The deferred tax assets and liabilities are remeasured using enacted tax rates expected to apply to taxable income in the years the related temporary differences are anticipated to reverse.
−Removed: The Company’s effective tax rate for the quarter and six months ended April 27, 2025, was 22.0 % and 21.9 %, respectively, compared to 22.5 % and 23.0 %, respectively, for the corresponding periods a year ago.
−Removed: The Company benefited primarily from higher federal deductions, the purchase of federal transferable energy tax credits, and favorable state audit settlements in the second quarter and first six months of fiscal 2025.
+Added: The Company’s effective tax rate was 22.3 % and 21.7 % for the quarter ended July 27, 2025, and July 28, 2024, respectively.
+Added: The increase was primarily due to decreased benefits from the purchase of federal transferable energy credits compared to the prior year, offset in part by increased federal deductions and favorable return to provision adjustments in the current year.
+Added: The Company’s effective tax rate was 22.1 % and 22.6 % for the nine months ended July 27, 2025, and July 28, 2024, respectively.
+Added: The Company benefited from increased federal deductions compared to the prior year.
Unrecognized tax benefits, including interest and penalties, are primarily recorded in Other Long-term Liabilities.
−Removed: If recognized as of April 27, 2025, these benefits would impact the Company’s effective tax rate by $ 16.4 million compared to $ 16.6 million as of April 28, 2024.
−Removed: The Company includes accrued interest and penalties related to uncertain tax positions in Provision for Income Taxes, with immaterial expenses included during the quarter ended April 27, 2025, and April 28, 2024.
−Removed: The amount of accrued interest and penalties associated with unrecognized tax benefits was $ 2.8 million at April 27, 2025, and $ 2.5 million at April 28, 2024.
+Added: If recognized as of July 27, 2025, these benefits would impact the Company’s effective tax rate by $ 17.5 million compared to $ 17.2 million as of July 28, 2024.
+Added: The Company includes accrued interest and penalties related to uncertain tax positions in Provision for Income Taxes, with immaterial expenses included during the quarter ended July 27, 2025, and July 28, 2024.
+Added: The amount of accrued interest and penalties associated with unrecognized tax benefits was $ 3.2 million at July 27, 2025, and $ 2.7 million at July 28, 2024.
Tax Examinations:
8 unchanged sentences
The Company is in various stages of audit by several state taxing authorities on a variety of fiscal years, as far back as 2015.
−Removed: While it is reasonably possible that one or more of these audits may be completed within the next 12 months and the related unrecognized tax benefits may change based on the status of the examinations, as of April 27, 2025, it was not possible to reasonably estimate the effect of any amount of such change to previously recorded uncertain tax positions.
+Added: While it is reasonably possible that one or more of these audits may be completed within the next 12 months and the related unrecognized tax benefits may change based on the status of the examinations, as of July 27, 2025, it was not possible to reasonably estimate the effect of any amount of such change to previously recorded uncertain tax positions.
The Company is subject to various examinations by foreign tax authorities.
−Removed: With limited exceptions, the Company is no longer subject to foreign tax examinations for fiscal years prior to 2018 for material jurisdictions.
+Added: With limited exceptions, the Company is no longer subject to foreign tax examinations for fiscal years prior to 2018.
See Note J - Commitments and Contingencies for additional information.
Tax Legislation:
+Added: On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law.
+Added: OBBBA includes income tax provisions such as a permanent extension of certain provisions of the Tax Cuts and Jobs Act, elective deductions for domestic research and development, reinstatement of 100% first-year bonus depreciation, and modifications to the international tax framework.
+Added: The Company assessed the provisions of OBBBA and determined the changes were not material to the Company's
+Added: tax provision for the quarter and nine months ended July 27, 2025, and does not expect a material impact on the Company's consolidated financial statements in future reporting periods.
The Organization for Economic Cooperation and Development published a framework for Pillar Two of the Global Anti-Base Erosion Rules, which is designed to coordinate participating jurisdictions in updating the international tax system to ensure that large multinational companies pay a minimum tax of 15%.
Many countries have enacted, or begun the process of enacting, laws based on the Pillar Two framework.
−Removed: The Company considered the applicable tax laws in relevant jurisdictions and concluded the impact of Pillar Two was not material to the Company's tax provision for the quarter and six months ended April 27, 2025.
−Removed: The Company will continue to evaluate the impact of such legislative changes but does not expect the new tax laws to have a material effect on the Company’s consolidated financial statements in future reporting periods.
+Added: The Company considered the applicable tax laws in relevant jurisdictions and concluded the impact of Pillar Two was not material to the Company's tax provision for the quarter and nine months ended July 27, 2025.
+Added: The Company will continue to evaluate the impact of such legislative changes but does not expect the new tax laws to have a material impact on the Company’s consolidated financial statements in future reporting periods.
NOTE M - EARNINGS PER SHARE DATA
2 unchanged sentences
The shares used as the denominator for those computations are as follows:
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Basic Weighted-average Shares Outstanding
21 unchanged sentences
The Company is an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets.
−Removed: Therefore, the Company does not represent that these segments, if operated independently, would report the profit and other financial information shown below.
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Therefore, the Company does not represent that these segments, if operated independently, would report the results shown below.
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Retail $ 1,858,434 $ 1,767,251 $ 5,532,401 $ 5,467,078
12 unchanged sentences
Total revenue contributed by classes of similar products are:
−Removed: Quarter Ended Six Months Ended
−Removed: April 27, 2025 April 28, 2024 April 27, 2025 April 28, 2024
+Added: Quarter Ended Nine Months Ended
+Added: July 27, 2025 July 28, 2024 July 27, 2025 July 28, 2024
Perishable $ 2,222,646 $ 2,115,087 $ 6,450,709 $ 6,251,076
4 unchanged sentences
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.