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Item 7. Management’s Discussion and Analysis

2025-12-05 compared with 2024-12-05 · 320 added, 296 removed, 324 unchanged (66% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

The Company believes fiscal 2024 demonstrated the solid execution of its strategy, the power of its portfolio and the resilience of its team.

The Company achieved net sales of $11.9 billion, declining 2 percent compared to the prior year, as the benefit from broad-based growth in the Foodservice segment and value-added growth in the Retail segment from Applegate ® , value-added fresh pork, bacon, and value-added turkey, was more than offset by declines in the Retail and International segments.

Declines in the Retail segment were driven primarily by significant year-over-year pricing declines for whole bird and commodity turkey and softness in the Convenient Meals & Proteins vertical.

International net sales declines were driven by lower commodity exports and lower net sales in China.

Segment profit increased 2 percent compared to prior year, as favorable results in the International segment were partially offset by unfavorable results in the Retail segment.

Segment profit for the Foodservice segment was comparable to the prior year.

Net earnings increased 1 percent compared to the prior year, as improved segment profit and favorable interest and investment income were partially offset by a higher effective tax rate.

Adjusted net earnings (1) — excluding the impact of costs associated with the Company’s Transform and Modernize (T&M) initiative, litigation settlements, and the gain on the divestiture of Hormel Health Labs, LLC (Hormel Health Labs) — declined 2 percent.

Diluted earnings per

share and adjusted diluted earnings per share (1) for fiscal 2024 were $1.47 and $1.58, respectively, compared to $1.45 and $1.61 last year.

International segment profit increased significantly compared to prior year due to contribution from the Company’s minority investments, improved mix and favorable costs in the Company's China business, and favorable export product mix.

Segment profit for the Foodservice segment was comparable to the prior year as the benefit from higher sales and lower logistics expenses were offset by higher selling, general and administrative (SG&A) expenses.

Retail segment profit declined for the full year due to lower sales, lower equity in earnings of affiliates, and higher SG&A expenses.

These declines were partially offset by the benefit from lower logistics expenses, savings from the T&M initiative, and the lapping of a non-cash impairment charge associated with the Justin’s ® trade name in fiscal 2023.

Fiscal 2024 was an important year of investment for the Company's multi-year T&M initiative.

The Company is a global manufacturer and marketer of branded food products and remains focused on driving long-term growth through a balanced business model, a diverse portfolio, and a commitment to creating value for all stakeholders.

The Company reports its results in the following three reportable segments:

Retail, Foodservice, and International.

A review of the Company’s fiscal 2025 performance compared to fiscal 2024 appears in the following section.

A review of fiscal 2024 performance compared to fiscal 2023 is set forth in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended October 27, 2024, under the caption "Management’s Discussion and Analysis of Financial Condition and Results of Operations," which is incorporated herein by reference.

The Company discloses certain measures not defined by U.S.

Generally Accepted Accounting Principles (GAAP), including organic volume, organic net sales, adjusted selling, general and administrative (SG&A), adjusted SG&A as a percent of net sales, adjusted operating income, adjusted net earnings, adjusted diluted earnings per share, and adjusted segment profit.

The Company utilizes these non-GAAP measures to understand and evaluate operating performance on a consistent basis.

For additional information and reconciliations to the most closely comparable measures calculated in accordance with GAAP, see the "Non-GAAP Measures" section of this Item.

All forward-looking comparisons for fiscal 2026 are comparing fiscal 2025 GAAP figures to projected fiscal 2026 GAAP figures, unless otherwise noted.

Results of Operations

The Company believes fiscal 2025 was a challenging year, as strong net sales performance did not translate into net earnings growth.

Net sales totaled $12.1 billion, an increase of 2 percent compared to the prior year.

Growth was driven by all three segments, and the Company delivered four consecutive quarters of net sales gains.

In fiscal 2025, the Company experienced persistent input cost inflation, primarily related to commodity markets, which significantly pressured earnings.

Pork belly, beef, and nut input costs caused the most earnings pressure during the year.

The Company continued to support its strategic programs during fiscal 2025, including its multi-year Transform and Modernize (T&M) initiative.

The Company made meaningful progress on the initiative, which is expected to deliver long-term value to the organization.

The Company again reinvested into the business through capital expenditures and returned a record amount of cash to shareholders in the form of dividends.

Capital expenditures in fiscal 2024 were $256 million, including investments in capacity expansions for Hormel ® Fire Braised ® products, Applegate ® products and the Jiaxing, China, facility.

The Company also recognized expenses associated with a corporate restructuring plan designed to reduce administrative expenses, improve efficiencies, and align its workforce to the Company’s future needs, while enabling continued investment in the Company’s growth.

SG&A decreased in fiscal 2025 primarily due to the lapping of antitrust settlements incurred in the prior year, lower advertising spend, and proceeds from a legal settlement.

Adjusted SG&A as a percent of net sales was comparable to the prior year.

Operating income decreased 33 percent compared to the prior year, as earnings were significantly impacted by non-cash impairment charges recorded in the International and Retail segments.

Adjusted operating income decreased 11 percent.

Net earnings decreased 41 percent compared to the prior year due to the above factors and a higher effective tax rate primarily driven by impairment charges.

Adjusted net earnings declined 13 percent.

Diluted earnings per share and adjusted diluted earnings per share for fiscal 2025 were $0.87 and $1.37, respectively, compared to $1.47 and $1.58 in the prior year.

Capital expenditures in fiscal 2025 were $311 million, including investments in capacity expansions for Hormel ® Fire Braised™ and Applegate ® products, data and technology, people and animal safety, and the Jiaxing, China, facility.

The Company continues to prioritize investments in growth, innovation, cost savings, automation, and maintenance.

Dividends paid to shareholders were a record $633 million.

Changes in global trade policies, including tariffs and retaliatory tariffs, had a minor impact on the Company’s results of operations during fiscal 2025.

The Company continues to monitor and evaluate the impact of proposed and enacted tariffs, including proposed and enacted retaliatory tariffs, and other trade restrictions, as well as its ability to mitigate their impacts.

Fiscal 2026 Outlook:

The Company continues to navigate through a dynamic consumer and operating environment.

Organic net sales (1) growth of 1 percent to 3 percent is expected in fiscal 2025, which assumes benefits from modestly higher volumes, growth in key categories and markets, higher brand support and innovation, market-based pricing actions, and the current assumptions for raw material costs.

From a bottom-line perspective, diluted earnings per share are expected to be $1.51 to $1.65 and adjusted diluted earnings per share (1) are expected to be $1.58 to $1.72.

Earnings are expected to decline in the first half of the year as growth in key categories and markets is expected to be offset by the recovery from a prior year production disruption at the Company's Suffolk, Virginia, facility, the impact from lower commodity turkey markets, and higher SG&A expenses, including increased brand support through advertising.

Segment profit growth from all three segments is expected in the back half of the year.

Organic net sales growth of 1 percent to 4 percent is expected in fiscal 2026, which the Company anticipates being driven by growth across a broad range of categories, increased brand support and innovation, market-based pricing actions, and the Company’s current assumptions for raw material costs.

From a bottom-line perspective, segment profit growth from all three segments is expected in fiscal 2026.

Diluted earnings per share are expected to be $1.29 to $1.39 and adjusted diluted earnings per share are expected to be $1.43 to $1.51.

Earnings are expected to decline in the first quarter of the year, followed by growth in each of the remaining three quarters.

Major risks to the outlook include incremental inflationary pressures and the impact of deteriorating macroeconomic conditions on the Company’s customers, consumers, and operators.

The Company remains in a strong financial position due to its consistent cash flow, liquidity, and solid balance sheet.

The Company remains in a strong financial position due to its operating cash flow, liquidity, and solid balance sheet.

The Company plans to continue to support the business through increased marketing and advertising investments for its leading brands.

Further, continued capital expenditure investments including investments for data and technology related to its T&M initiative and capacity expansions for Hormel ® Fire Braised ® products, Applegate ® products and the Jiaxing, China, facility.

The annual dividend for 2025 will be $1.16 per share, representing an increase of 3 percent and marking the 59th consecutive year of dividend increases.

Further, continued capital expenditure investments are expected, including investments in data and technology and value-added capacity expansions.

The implied annualized dividend rate for 2026 is $1.17 per share, representing an increase of 1 percent and marking the 60th consecutive year of dividend increases.

Returning cash to shareholders in the form of dividends remains a top priority for the Company.

Consistent with the plan outlined at its 2023 investor day, the Company expects fiscal 2025 to be a year of acceleration in its T&M initiative.

For fiscal 2025, the Company expects a benefit to net earnings from its T&M initiative.

A review of the Company’s fiscal 2024 performance compared to fiscal 2023 appears in the following section.

A review of fiscal 2023 performance compared to fiscal 2022 is set forth in Part II, Item 7 of the Company’s Form 10-K for the fiscal year ended October 29, 2023, under the caption "Management’s Discussion and Analysis of Financial Condition and Results of Operations," which is incorporated herein by reference.

(1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.

generally accepted accounting principles (GAAP).

(2) All forward-looking comparisons for fiscal 2025 are comparing fiscal 2024 GAAP figures to projected fiscal 2025 GAAP figures, unless otherwise noted.

Results of Operations

The Company is a processor of branded and unbranded food products for retail, foodservice, and commercial customers.

The Company reports its results in the following three reportable segments:

The Retail segment consists primarily of the processing, marketing, and sale of food products sold predominantly in the retail market in the United States.

This segment also includes the results from the Company’s MegaMex Foods, LLC joint venture.

The Foodservice segment consists primarily of the processing, marketing, and sale of food products for foodservice, convenience store, and commercial customers located in the United States.

The International segment processes, markets, and sells Company products internationally.

This segment also includes the results from the Company’s international joint ventures, international equity method investments, and international royalty arrangements.

The Company’s fiscal year consisted of 52 weeks in fiscal years 2024, 2023, and 2022.

Fiscal year 2025 will consist of 52 weeks.

CONSOLIDATED RESULTS

Net Earnings and Diluted Earnings Per Share

Volume, Net Sales, Net Earnings (Loss) and Diluted Earnings (Loss) Per Share

Fourth Quarter Ended Fiscal Year Ended

In thousands, except per share amounts October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Net Earnings Attributable to Hormel Foods Corporation

Volume (lbs.) 1,088,430 1,108,203 (1.8) 4,189,719 4,288,290 (2.3)

Organic Volume (lbs.) 1,088,430 1,092,952 (0.4) 4,189,719 4,224,016 (0.8)

Net Sales $ 3,185,661 $ 3,138,091 1.5 $ 12,106,160 $ 11,920,797 1.6

Organic Net Sales

3,185,661 3,114,240 2.3 12,106,160 11,813,154 2.5

Diluted Earnings Per Share 0.40 0.36 11.1 1.47 1.45 1.4

Net Earnings (Loss) Attributable to Hormel Foods Corporation

(56,137) 220,196 (125.5) 478,197 805,038 (40.6)

Diluted Earnings (Loss) Per Share

(0.10) 0.40 (125.0) 0.87 1.47 (40.8)

Adjusted Diluted Earnings Per Share

0.32 0.42 (23.8) 1.37 1.58 (13.3)

(1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.

Volume and Net Sales

Fourth Quarter Ended Fiscal Year Ended

In thousands October 27, 2024 October 29, 2023 % Change October 27, 2024 October 29, 2023 % Change

Volume (lbs.) 1,108,203 1,155,445 (4.1) 4,288,290 4,411,738 (2.8)

Net Sales $ 3,138,091 $ 3,198,079 (1.9) $ 11,920,797 $ 12,110,010 (1.6)

Volume for the fourth quarter and full year of fiscal 2024 declined, as higher volume in the Foodservice segment was more than offset by lower volume in the Retail segment, primarily in the Convenient Meals & Proteins and the Value-Added Meats verticals.

Net sales declined in the fourth quarter of fiscal 2024, as higher net sales in the Foodservice and International segments were more than offset by declines in the Retail segment, driven by significant year-over-year pricing declines for whole bird turkeys and lower sales of Planters ® snack nuts resulting from production disruptions at the Suffolk, Virginia, facility.

Full year fiscal 2024 net sales declined compared to the prior year, as the benefit from broad-based growth in the Foodservice segment and value-added growth in the Retail segment from Applegate ® , value-added fresh pork, bacon, and value-added turkey, was more than offset by declines in the Retail and International segments.

Declines in the Retail segment were driven primarily by significant year-over-year pricing declines for whole bird and commodity turkey and softness in the Convenient Meals & Proteins vertical.

International net sales declines were driven by lower commodity exports and lower net sales in China.

In fiscal 2025, the Company expects net sales growth, which assumes benefits from modestly higher volumes, growth in key categories and markets, higher brand support and innovation, market-based pricing actions, and the current assumptions for raw material costs.

Risks to this outlook include slowing consumer demand and market price fluctuations.

Net sales increased for the fourth quarter and full year of fiscal 2025 while volume declined over both periods.

For the fourth quarter of fiscal 2025, net sales growth across the Retail and Foodservice segments offset declines in the International segment.

Net sales growth across the enterprise was driven primarily by the Jennie-O ® turkey portfolio, Foodservice customized solutions business, Planters ® snack nuts, Applegate ® natural and organic meats, and premium prepared proteins, and the SPAM ® family of products.

For the full year fiscal 2025, net sales increased in each segment.

Net sales growth for the full year was driven primarily by the Jennie-O ® turkey portfolio, the SPAM ® family of products, Foodservice customized solutions business, Planters ® snack nuts, Applegate ® natural and organic meats, the bacon portfolio, and the Mexican foods portfolio.

For the fourth quarter of fiscal 2025, volume in the Retail segment was comparable to the prior year and declined in the International segment.

For the fourth quarter of fiscal 2025, organic volume increased in the Foodservice segment.

For the full year of fiscal 2025, organic volume in the Foodservice segment increased compared to the prior year.

Volume declined in the Retail segment and was comparable to the prior year in the International segment for the full year of fiscal 2025.

In fiscal 2026, the Company expects net sales growth, which assumes growth across a broad range of categories, increased brand support and innovation, and market-based pricing actions.

Risks to this outlook include slowing consumer demand and commodity price fluctuations.

Cost of Products Sold

Fourth Quarter Ended Fiscal Year Ended

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Cost of Products Sold $ 2,740,820 $ 2,616,861 4.7 $ 10,214,344 $ 9,898,659 3.2

Cost of products sold for the fourth quarter and full year of fiscal 2024 decreased due to lower sales.

Cost of products sold per pound increased one percent in fiscal 2024, driven primarily by product mix changes and inflationary pressures, partially offset by cost savings from the Company's T&M initiative.

In fiscal 2025, raw material costs for pork, beef, and nuts are anticipated to be above historical levels.

Feed costs are expected to be lower as compared to the prior year.

The Company is anticipating normalized levels of inflation for employee, packaging, and production related expenses.

The Company expects its T&M initiative to deliver cost savings in fiscal 2025, targeting the procurement of ingredients and supplies, logistics, and production costs.

Cost of products sold for the fourth quarter and full year of fiscal 2025 increased due to higher commodity input costs, mainly for pork bellies, beef, and nuts.

In fiscal 2026, the Company expects raw material costs for beef and nuts to remain above historical averages.

Pork costs are anticipated to be lower than fiscal 2025 levels;

however, they are expected to remain elevated compared to long-term averages.

Inflationary pressures on employee-related, packaging, and production expenses are expected to persist at normalized levels.

The Company’s T&M initiative is projected to continue delivering cost savings in fiscal 2026, with a focus on procurement of ingredients and supplies, production-related costs, and logistics.

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Gross Profit $ 444,842 $ 521,230 (14.7) $ 1,891,816 $ 2,022,138 (6.4)

1 unchanged sentence

14.0 % 16.6 % 15.6 % 17.0 %

Gross profit as a percent of net sales for the fourth quarter and full year of fiscal 2024 increased, as pricing actions and cost savings from the Company's T&M initiative were partially offset by inflationary pressures.

Compared to fiscal 2023, gross profit as a percent of net sales increased for the Retail and International segments and decreased for the Foodservice segment.

Gross profit as a percentage of net sales decreased in both the fourth quarter and full year of fiscal 2025 compared to the prior year.

Each segment experienced a decline in gross profit as a percentage of net sales versus fiscal 2024.

All segments benefited from cost savings generated through the Company’s T&M initiative, which were more than offset by inflationary pressures.

In fiscal 2026, the Company expects gross profit as a percent of net sales to increase compared to the prior year.

4 unchanged sentences

SG&A $ 223,466 $ 238,587 (6.3) $ 996,624 $ 1,005,294 (0.9)

Adjusted SG&A 220,175 226,069 (2.6) 940,540 933,010 0.8

Percent of Net Sales

2 unchanged sentences

6.9 % 7.2 % 7.8 % 7.8 %

(1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.

SG&A expenses for the fourth quarter of fiscal 2024 increased due to higher employee-related expenses and higher consulting fees related to the Company’s T&M initiative.

For full year fiscal 2024, the increase in SG&A expenses and SG&A expenses as a percent of net sales is attributed to higher employee-related expenses, higher consulting fees related to the Company’s T&M initiative, and antitrust settlements, partially offset by the lapping of an unfavorable arbitration ruling in the prior year.

Adjusted SG&A expenses as a percent of net sales (1) for fiscal 2024 increased due to employee-related expenses.

Advertising investments in fiscal 2024 were $163 million, representing a 2 percent increase compared to fiscal 2023.

SG&A for the fourth quarter of fiscal 2025 decreased due to proceeds from a legal settlement and lower advertising expenses.

Adjusted SG&A for the fourth quarter of fiscal 2025 decreased due to lower advertising expenses.

For full year fiscal 2025, SG&A decreased, primarily due to the lapping of antitrust settlements incurred in fiscal 2024, lower advertising spend, and proceeds from a legal settlement recognized in fiscal 2025.

These benefits were partially offset by a loss on a non-core sow operation, higher employee-related expenses, and higher external expenses.

Adjusted SG&A increased compared to the prior year, as the reduction in advertising spend was more than offset by higher employee-related expenses and higher external expenses.

Advertising investments in fiscal 2025 were $148 million, representing a 9 percent decrease compared to fiscal 2024.

In fiscal 2026, the Company intends to continue investing in its leading brands and for full year advertising expense to increase compared to the prior year.

Research and development continues to be a vital part of the Company’s strategy to grow existing brands and expand into new branded items.

Research and development expenses were $36.1 million in fiscal 2024, compared to $33.7 million in fiscal 2023.

Equity in Earnings of Affiliates

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Equity in Earnings of Affiliates $ (148,453) $ 11,838 (1,354.1) $ (105,839) $ 51,088 (307.2)

Equity in earnings of affiliates increased for the fourth quarter and full year of fiscal 2024 as growth in the International segment's minority interests in Indonesia and the Philippines and the lapping of an impairment of a corporate venturing investment in the prior year were partially offset by weaker results for MegaMex Foods.

The Company accounts for its majority-owned operations under the consolidation method.

Investments in which the Company owns a minority interest, and for which there are no other indicators of control, are accounted for under the equity or cost method.

These investments, including balances due to or from affiliates, are included on the Consolidated Statements of Financial Position as Investments in Affiliates.

The composition of this line item as of October 27, 2024, was as follows:

In thousands Investments in Affiliates

Foreign 531,092

Total $ 719,481

Equity in earnings of affiliates decreased for the fourth quarter and full year of fiscal 2025 as growth for MegaMex Foods was more than offset by a $164 million non-cash impairment charge related to a minority investment in Indonesia.

Goodwill and Intangible Impairment

An impairment charge related to the Justin’s ® trade name of $28.4 million was recorded in the fourth quarter of fiscal 2023.

Interest and Investment Income and Interest Expense

During the fourth quarter of fiscal 2025, the Company recognized $71 million of intangible asset impairments related to the Planters ® trade name, a private label customer relationship, and the Chi-Chi's ® trade name, all recorded within the Retail segment.

Interest Income, Interest Expense, and Other Income (Expense), Net

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

Interest and Investment Income $ 4,980 $ (5,872) 184.8 $ 48,396 $ 14,828 226.4

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Interest Income $ 5,631 $ 6,511 (13.5) $ 24,227 $ 40,172 (39.7)

Interest Expense 19,599 19,430 0.9 78,038 80,894 (3.5)

Interest and investment income increased in the fourth quarter of fiscal 2024 primarily due to favorable rabbi trust performance.

Interest and investment income increased for the full year of fiscal 2024 due to favorable rabbi trust performance as well as higher cash balances and interest rates.

Interest expense increased in fiscal 2024 due to higher interest rates on debt issued during the year.

Other Income (Expense), Net (9,831) (1,531) (542.3) (1,344) 8,224 (116.3)

Interest income declined in both the fourth quarter and full year of fiscal 2025, primarily as a result of lower average cash balances.

Interest expense was comparable during the fourth quarter and decreased for the full year of fiscal 2025.

Other expense increased in the fourth quarter of fiscal 2025, primarily due to costs related to the Company's recently announced corporate restructuring plan.

For the full year of fiscal 2025, other expense increased due to one-time costs related to the corporate restructuring plan and lower rabbi performance, which were partially offset by lower on-going pension costs.

Effective Tax Rate

1 unchanged sentence

October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024

2024 2023 2024 2023

Effective Tax Rate (159.9) % 21.5 % 28.0 % 22.3 %

The effective tax rate for fiscal 2024 included a benefit from the purchase of federal energy tax credits.

The fiscal 2023 effective tax rate included a benefit related to the deduction for foreign-derived intangible income that did not repeat in fiscal 2024.

For additional information, refer to Note N - Income Taxes of the Notes to the Consolidated Financial Statements.

The effective tax rate for fiscal 2025 reflected a detriment related to the non-cash impairment charges on a minority investment recorded in the fourth quarter.

The fiscal 2024 effective tax rate included a benefit from the purchase of federal energy tax credits.

For additional information, refer to Note O - Income Taxes of the Notes to the Consolidated Financial Statements.

The Company expects the effective tax rate in fiscal 2026 to be between 21.5 and 22.5 percent.

1 unchanged sentence

Net sales and segment profit for each of the Company’s reportable segments are set forth below.

The Company does not allocate deferred compensation, non-recurring expenses associated with the T&M initiative, investment income, interest expense, or interest income to its segments when measuring performance.

The Company does not allocate deferred compensation, non-recurring expenses associated with the T&M initiative, corporate restructuring plan costs, and interest and other income and expense to its segments when measuring performance.

The Company also retains various other income and expenses at the corporate level.

5 unchanged sentences

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Retail $ 1,922,817 $ 1,907,071 0.8 $ 7,455,218 $ 7,374,149 1.1

2 unchanged sentences

Total Net Sales $ 3,185,661 $ 3,138,091 1.5 $ 12,106,160 $ 11,920,797 1.6

Segment Profit

Segment Profit (Loss)

Retail $ 46,398 $ 152,932 (69.7) $ 425,245 $ 562,768 (24.4)

1 unchanged sentence

International (138,611) 27,058 (612.3) (80,418) 92,084 (187.3)

Total Segment Profit 334,331 295,743 13.0 1,251,144 1,228,606 1.8

Total Segment Profit (Loss)

42,190 334,331 (87.4) 899,400 1,251,144 (28.1)

Net Unallocated Expense 63,750 54,064 17.9 235,519 215,304 9.4

Noncontrolling Interest (67) (236) 71.5 (433) (407) (6.5)

Earnings Before Income Taxes $ 280,030 $ 245,805 13.9 $ 1,035,434 $ 1,013,472 2.2

Earnings (Loss) Before Income Taxes

$ (21,627) $ 280,030 (107.7) $ 663,449 $ 1,035,434 (35.9)

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Volume (lbs.) 746,581 744,521 0.3 2,873,655 2,915,141 (1.4)

3 unchanged sentences

117,148 152,932 (23.4) 495,995 562,768 (11.9)

(1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.

For the fourth quarter of fiscal 2024, growth from many branded items, including Applegate ® natural and organic meats, Hormel ® Black Label ® bacon, the SPAM ® family of products, Jennie-O ® ground turkey, and Hormel ® Square Table™ entrees was more than offset by volume and net sales declines driven by the Value Added Meats, Snacking & Entertaining, and Convenient Meals & Proteins verticals.

Excluding the impact of last year's non-cash impairment charge, adjusted segment profit (1) increased due to continued benefits from lower logistics expenses and incremental savings from the T&M initiative.

Full year fiscal 2024 volume and net sales declined as value-added growth from many branded items was more than offset by declines in the Value Added Meats, Convenient Meals & Proteins, and Snacking & Entertaining verticals.

For fiscal 2024, segment profit declined due to lower sales, lower equity in earnings of affiliates, and higher SG&A expenses.

These declines were partially offset by the benefit from lower logistics expenses and savings from the T&M initiative.

Additionally, a non-cash impairment charge of $28.4 million was recorded in the fourth quarter of fiscal 2023 associated with the Justin’s ® trade name.

In fiscal 2025, the Company expects modest net sales growth and comparable volumes for its Retail segment.

Top line growth is expected to be supported by key categories, higher brand support, and innovation.

Earnings are expected to grow compared to the prior year.

Volume results and net sales growth in the Retail segment in the fourth quarter of fiscal 2025 were driven by the turkey portfolio, Planters ® snack nuts, and Applegate ® products.

These gains were partially offset by the strategic decision to discontinue certain offerings of private label snack nuts.

Full year fiscal 2025 volume declined, primarily due to contract manufacturing.

Full year fiscal 2025 net sales growth was driven by the turkey portfolio, Applegate ® products, the Mexican foods portfolio, and the SPAM ® family of products.

Retail segment profit declined in the fourth quarter and the full year of fiscal 2025, primarily due to non-cash impairment charges.

Adjusted segment profit declined for the fourth quarter and full year of fiscal 2025, as net sales growth was more than offset by input cost pressures, mainly due to elevated commodity markets.

In fiscal 2026, the Company expects modest net sales growth for its Retail segment.

Net sales growth is expected to come from a broad range of categories, higher brand support, and market-based pricing actions.

Retail segment profit is expected to grow compared to the prior year.

Risks to this outlook include slowing consumer demand, unfavorable sales mix, and higher-than-expected operating costs.

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Volume (lbs.) 268,640 283,944 (5.4) 1,003,629 1,061,730 (5.5)

Organic Volume (lbs.)

268,640 268,693 — 1,003,629 997,456 0.6

Net Sales $ 1,088,192 $ 1,046,008 4.0 $ 3,941,795 $ 3,845,118 2.5

Organic Net Sales

1,088,192 1,022,157 6.5 3,941,795 3,737,476 5.5

Segment Profit 134,404 154,340 (12.9) 554,574 596,292 (7.0)

Fourth quarter volume and net sales growth were driven by strong performance across the premium prepared proteins, salty snacks, turkey, bacon, and pizza toppings categories.

Products such as Heritage Premium Meats offerings, Hormel ® Fire Braised ® meats, branded Jennie-O ® turkey, Planters ® snack nuts, and Cafe H ® globally inspired proteins delivered top line growth.

Segment profit decreased due to lower margins in Heritage Premium Meats, poultry, and pizza toppings as well as higher SG&A expenses.

Full year fiscal 2024 volume and net sales increased due to broad-based growth across many categories.

Segment profit was comparable to prior year as the benefit from higher sales, lower logistics expenses, and savings from the T&M initiative were offset by lower fourth quarter margins and higher SG&A expenses.

In fiscal 2025, the Company anticipates year-over-year growth for volume, net sales, and segment profit from its Foodservice segment after removing the impacts from the Hormel Health Labs divestiture in the fourth quarter of fiscal 2024.

Organic net sales growth continued to be broad-based in the Foodservice segment in the fourth quarter of fiscal 2025, with significant contributions from the customized solutions business, branded bacon offerings, branded pepperoni, premium prepared proteins, and the Jennie-O ® turkey portfolio, while organic volume was flat.

Full year fiscal 2025 organic volume and organic net sales increased due to growth across many categories, with significant contributions from the customized solutions business, Jennie-O ® turkey portfolio, premium prepared proteins, and branded bacon offerings.

Segment profit declined for the fourth quarter of fiscal 2025, as strong net sales growth was more than offset by impacts from a chicken-product recall and the rise in input costs, mainly due to elevated commodity markets.

Segment profit declined for the full year of fiscal 2025 as net sales growth was more than offset by the rise in input costs and margin pressures from non-core businesses.

The Foodservice segment continued to benefit from an extensive range of solutions-based products, its direct-selling organization, and a diverse channel presence during fiscal 2025.

In fiscal 2026, the Company anticipates year-over-year growth for volume, net sales, and segment profit in its Foodservice segment.

Risks to this outlook include a softening of foodservice industry demand, lower-than-expected raw material markets which through market-based pricing can negatively impact net sales, and higher-than-expected operating costs.

1 unchanged sentence

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 % Change 2024 2023 % Change

In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change

Volume (lbs.) 73,209 79,737 (8.2) 312,435 311,419 0.3

Net Sales $ 174,652 $ 185,012 (5.6) $ 709,146 $ 701,529 1.1

Segment Profit 27,058 9,511 184.5 92,084 55,234 66.7

For the fourth quarter, net sales grew due to demand in China and strong branded exports for SPAM ® luncheon meat and Skippy ® peanut butter.

Considerable volume declines in turkey exports resulted in lower volumes compared to prior year.

Segment profit for the quarter was significantly above the prior year, due to improved export margins, favorable results in China, and growth from our investments in the Philippines and Indonesia.

Full year fiscal 2024 volume and net sales declined as higher branded exports were more than offset by lower commodity exports and lower net sales in China.

Segment profit increased significantly due to contribution from the Company’s minority investments, improved mix and favorable costs in the Company's China business, and favorable export product mix.

Segment Profit (Loss)

(138,611) 27,058 (612.3) (80,418) 92,084 (187.3)

Adjusted Segment Profit

25,100 27,058 (7.2) 83,293 92,084 (9.5)

For the International segment, volume and net sales growth for SPAM ® luncheon meat and the refrigerated portfolio was more than offset by declines in fresh pork exports and competitive pressures in Brazil in the fourth quarter of fiscal 2025.

The China market continued to contribute volume and net sales growth in the fourth quarter.

Full year fiscal 2025 volume and net sales growth in the China market, the SPAM ® family of products, and the Planters ® brand was partially offset by volume and net sales declines due to competitive pressures in Brazil.

Segment profit for the fourth quarter and full year was significantly impacted by the non-cash impairment of a minority investment in Indonesia.

Adjusted segment profit declined in the fourth quarter and full year of fiscal 2025, primarily due to commodity input cost pressures and softness in Brazil.

In fiscal 2026, the Company anticipates year-over-year growth for volume, net sales, and segment profit from its International segment.

Risks to this outlook include macroeconomic conditions in multinational markets, cost inflation, and potential political tariffs.

Risks to this outlook include macroeconomic conditions in multinational markets, cost inflation, and global trade dynamics.

Unallocated Income and Expense

Fourth Quarter Ended Fiscal Year Ended

October 27, October 29, October 27, October 29,

In thousands 2024 2023 2024 2023

In thousands October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024

Net Unallocated Expense $ 63,750 $ 54,064 $ 235,519 $ 215,304

Noncontrolling Interest (67) (236) (433) (407)

For the fourth quarter of fiscal 2024, net unallocated expense increased as higher employee-related expenses and expenses related to the Company’s T&M initiative were partially offset by favorable rabbi trust performance and a gain on the divestiture of Hormel Health Labs.

For fiscal 2024, net unallocated expense was comparable to the prior year as expenses related to the Company’s T&M initiative, higher employee-related expenses, and expenses related to antitrust settlements were offset by the lapping of an unfavorable arbitration ruling in the prior year, higher interest income, and favorable rabbi trust performance.

For the fourth quarter of fiscal 2025, net unallocated expense increased due to corporate restructuring plan expenses, higher external expenses, and the lapping of the gain on sale of Hormel Health Labs, LLC (Hormel Health Labs) in the prior year.

These factors were partially offset by proceeds from a legal settlement.

In addition to the fourth quarter impacts, for fiscal 2025, net unallocated expense increased due to lower interest income, the loss on the sale of a non-core sow operation, and higher expenses related to the T&M initiative.

These factors were partially offset by the lapping of prior year legal expenses.

NON-GAAP MEASURES

This filing includes measures of financial performance that are not defined by GAAP.

This report includes measures of financial performance that are not defined by GAAP.

The Company utilizes these non-GAAP measures to understand and evaluate operating performance on a consistent basis.

5 unchanged sentences

In the fourth quarter of fiscal 2023, the Company announced a multi-year T&M initiative.

In presenting non-GAAP measures, the Company adjusts for (i.e., excludes) expenses for this initiative that are non-recurring, comprised primarily of project-based external consulting fees and asset write-offs related to portfolio optimization (i.e., reducing the complexity and optimizing the assortment of the product portfolio).

In presenting non-GAAP measures, the Company adjusts for (i.e., excludes) expenses for this initiative that are non-recurring, which are primarily project-based external consulting fees and expenses related to supply chain and portfolio optimization (e.g., asset write-offs, severance, or relocation-related costs).

The Company believes that non-recurring costs associated with the T&M initiative are not reflective of the Company’s ongoing operating cost structure;

1 unchanged sentence

The Company does not adjust for (i.e., does not exclude) certain costs related to the T&M initiative that are expected to continue after the project ends, such as software license fees and internal employee expenses, because those costs are considered ongoing in nature as a component of normal operating costs.

The Company also does not adjust for savings realized through the T&M initiative as these are considered ongoing in nature and reflect expected ongoing operating performance.

The Company also does not adjust for savings realized through the T&M initiative as these are considered ongoing in nature and reflective of expected future operating performance.

Gain (Loss) on Sale of Business

In the first quarter of fiscal 2025, the Company sold Mountain Prairie, LLC, a non-core sow operation, resulting in a loss on the sale.

In the fourth quarter of fiscal 2024, the Company sold the Hormel Health Labs business, resulting in a gain on the sale.

The Company believes the one-time benefit or detriment from these sales, including transaction costs, are not reflective of the Company’s ongoing operating cost structure, are not indicative of the Company’s core operating performance, and are not meaningful when comparing the Company’s operating performance against that of prior periods.

Thus, the Company has adjusted for (i.e.

excluded) these impacts.

Legal Matters

From time to time, the Company incurs expenses related to discrete legal matters that the Company believes are not indicative of the Company’s core operating performance, do not reflect expected future operating costs, and may not be meaningful when comparing the Company’s operating performance against that of prior periods.

The Company adjusts for (i.e., excludes) these expenses.

From time to time, the Company receives proceeds or incurs expenses related to discrete legal matters that the Company believes are not indicative of the Company’s core operating performance, do not reflect expected future operating income or costs, and are not meaningful when comparing the Company’s operating performance against that of prior periods.

The Company adjusts for (i.e., excludes) these impacts.

Litigation Settlements

In the second and third quarters of fiscal 2024, the Company entered into settlement agreements with certain plaintiffs in its pending antitrust litigation.

See Note J - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.

Arbitration Ruling

In the third quarter of fiscal 2023, the Company accrued for an unexpected, unfavorable arbitration ruling involving an isolated commercial dispute with a third party.

This matter was settled in the fourth quarter of fiscal 2023.

Gain on Sale of Business

In the fourth quarter of fiscal 2024, the Company sold the Hormel Health Labs business, resulting in a gain on the sale.

The Company believes the one-time benefit from the sale is not reflective of the Company’s ongoing operating cost structure, is not indicative of the Company’s core operating performance, and may not be meaningful when comparing the Company’s operating performance against that of prior periods.

Thus, the Company adjusted for (i.e.

excluded) the gain.

Organic Net Sales

The non-GAAP adjusted financial measurement of organic net sales provides investors with additional information to facilitate the comparison of past and present operations.

Organic net sales excludes the impact of the sale of the Hormel Health Labs business in the Foodservice segment in fiscal 2024.

Impairment Charges

In the fourth quarter of fiscal 2023, the Company incurred impairment charges associated with the Justin’s ® trade name and a corporate venturing investment.

The Company believes that non-recurring costs for these impairments are not reflective of the Company’s ongoing operating cost structure, are not indicative of the Company’s core operating performance, do not reflect expected future operating costs, and may not be meaningful when comparing the Company’s operating performance against that of prior periods;

therefore, the Company is excluding these discrete costs.

In fiscal 2025 and 2024, the Company entered into settlement agreements with certain plaintiffs in pending antitrust litigation.

In the fourth quarter of fiscal 2025, the Company received proceeds in settlement of a separate legal matter.

See Note K - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.

Corporate Restructuring Plan

In the fourth quarter of fiscal 2025, the Company commenced a corporate restructuring plan, the focus of which is to reduce administrative expenses, improve efficiencies, and align the workforce to the Company’s future needs, while enabling continued investment in the Company’s growth.

The costs incurred to execute the corporate restructuring plan and the charges incurred under the program are primarily related to severance and employee benefit costs.

Because the Company believes the charges incurred under the corporate restructuring plan do not reflect future operating costs and are not meaningful when comparing the Company's operating performance against that of prior periods, the Company adjusts for

(i.e., excludes) these impacts.

See Note R - Restructuring of the Notes to the Consolidated Financial Statements for additional information.

In the fourth quarter of fiscal 2025, the Company recorded non-cash impairment charges related to certain intangible assets and an equity method investment.

See Note C - Goodwill and Intangible Assets and Note D - Investments in Affiliates of the Notes to the Consolidated Financial Statements for additional information.

The Company believes these charges are not indicative of the Company’s core operating performance, do not reflect expected future operating income or costs, and are not meaningful when comparing the Company’s operating performance against that of prior periods.

The Company adjusts for (i.e., excludes) these impacts.

The tables below show the calculations to reconcile from the GAAP measures to the non-GAAP measures presented in this Annual Report on Form 10-K.

The tax impacts were calculated using the effective tax rate for the quarter in which the transactions occurred.

The tax provision expense or benefit of each of the pre-tax items excluded from the Company's GAAP results was computed based on the facts and tax implications associated with each item.

Fourth Quarter Ended Fiscal Year Ended

12 unchanged sentences

(13,697) (16,440) (54,926) (47,456)

Pork Antitrust Litigation Settlements — — (11,750) —

Red Meat Wages Antitrust Litigation Settlement — — (13,500) —

Poultry Wages Antitrust Litigation Settlement — — (3,500) —

Gain on Sale of Business 3,922 — 3,922 —

Arbitration Ruling — 1,671 — (68,329)

Gain (Loss) on Sale of Business — 3,922 (11,324) 3,922

Corporate Restructuring Plan (594) — (594) —

Litigation Settlements 11,000 — 10,760 (28,750)

Adjusted SG&A (Non-GAAP)

2 unchanged sentences

Impairment Charges

163,711 — 163,711 —

Adjusted Equity in Earnings of Affiliates (Non-GAAP) $ 15,259 $ 11,838 $ 57,873 $ 51,088

1 unchanged sentence

Impairment Charges

(70,751) — (70,751) —

Adjusted Goodwill and Intangible Impairment (Non-GAAP) $ — $ — $ — $ —

Operating Income (GAAP) $ 2,172 $ 294,481 $ 718,603 $ 1,067,932

Impairment Charges 234,462 — 234,462 —

Transform and Modernize Initiative (1)(2)

19,104 17,350 64,305 53,013

Pork Antitrust Litigation Settlements — — 11,750 —

Red Meat Wages Antitrust Litigation Settlement — — 13,500 —

Poultry Wages Antitrust Litigation Settlement — — 3,500 —

Gain on Sale of Business (3,922) — (3,922) —

Arbitration Ruling — (1,671) — 68,329

Impairment Charges — 35,368 — 35,368

(Gain) Loss on Sale of Business

— (3,922) 11,324 (3,922)

Corporate Restructuring Plan 594 — 594 —

Litigation Settlements (11,000) — (10,760) 28,750

Adjusted Operating Income (Non-GAAP) $ 245,332 $ 307,909 $ 1,018,528 $ 1,145,773

Other Income (Expense), Net (GAAP)

$ (9,831) $ (1,531) $ (1,344) $ 8,224

Corporate Restructuring Plan 12,696 — 12,696 —

Adjusted Other Income (Expense), Net (Non-GAAP)

$ 2,865 $ (1,531) $ 11,352 $ 8,224

Earnings (Loss) Before Income Taxes (GAAP)

$ (21,627) $ 280,030 $ 663,449 $ 1,035,434

Impairment Charges 234,462 — 234,462 —

Transform and Modernize Initiative (1)(2)

19,104 17,350 64,305 53,013

Corporate Restructuring Plan 13,290 — 13,290 —

(Gain) Loss on Sale of Business — (3,922) 11,324 (3,922)

Litigation Settlements (11,000) — (10,760) 28,750

Adjusted Earnings (Loss) Before Income Taxes (Non-GAAP)

$ 234,229 $ 293,459 $ 976,071 $ 1,113,275

Fourth Quarter Ended Fiscal Year Ended

1 unchanged sentence

October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024

Earnings Before Income Taxes (GAAP) $ 280,030 $ 245,805 $ 1,035,434 $ 1,013,472

Transform and Modernize Initiative (1)(2)

17,350 9,340 53,013 9,340

Pork Antitrust Litigation Settlements — — 11,750 —

Red Meat Wages Antitrust Litigation Settlement — — 13,500 —

Poultry Wages Antitrust Litigation Settlement — — 3,500 —

Gain on Sale of Business (3,922) — (3,922) —

Arbitration Ruling — (1,671) — 68,329

Impairment Charges — 35,368 — 35,368

Adjusted Earnings Before Income Taxes (Non-GAAP) $ 293,459 $ 288,843 $ 1,113,275 $ 1,126,509

Provision for Income Taxes (GAAP) $ 34,577 $ 60,070 $ 185,684 $ 230,803

Impairment Charges

17,332 — 17,332 —

Transform and Modernize Initiative (1)(2)

5,833 3,730 15,792 11,739

Pork Antitrust Litigation Settlements — — 2,644 —

Red Meat Wages Antitrust Litigation Settlement — — 2,930 —

Poultry Wages Antitrust Litigation Settlement

Gain on Sale of Business (843) — (843) —

Arbitration Ruling — (343) — 14,847

Impairment Charges — 7,250 — 7,250

Corporate Restructuring Plan 3,256 — 3,256 —

(Gain) Loss on Sale of Business — (843) 2,469 (843)

Litigation Settlements (2,688) — (2,636) 6,333

Adjusted Provision for Income Taxes (Non-GAAP) $ 58,310 $ 62,957 $ 221,898 $ 248,031

Net Earnings Attributable to Hormel Foods Corporation (GAAP) $ 220,196 $ 195,935 $ 805,038 $ 793,572

Transform and Modernize Initiative (1)(2)

Net Earnings (Loss) Attributable to Hormel Foods Corporation (GAAP)

$ (56,137) $ 220,196 $ 478,197 $ 805,038

Pork Antitrust Litigation Settlements — — 9,106 —

Red Meat Wages Antitrust Litigation Settlement — — 10,571 —

Poultry Wages Antitrust Litigation Settlement

Gain on Sale of Business (3,078) — (3,078) —

Arbitration Ruling — (1,328) — 53,482

Impairment Charges

Adjusted Net Earnings Attributable to Hormel Foods Corporation (Non-GAAP) $ 230,738 $ 230,150 $ 865,650 $ 882,597

Diluted Earnings Per Share (GAAP)

217,130 — 217,130 —

1 unchanged sentence

13,271 13,620 48,513 41,274

Pork Antitrust Litigation Settlements — — 0.02 —

Red Meat Wages Antitrust Litigation Settlement — — 0.02 —

Poultry Wages Antitrust Litigation Settlement

Gain on Sale of Business (0.01) — (0.01) —

Arbitration Ruling — — — 0.10

Corporate Restructuring Plan 10,035 — 10,035 —

(Gain) Loss on Sale of Business — (3,078) 8,855 (3,078)

Litigation Settlements (8,312) — (8,124) 22,417

Adjusted Net Earnings (Loss) Attributable to Hormel Foods Corporation (Non-GAAP)

$ 175,987 $ 230,738 $ 754,606 $ 865,650

Diluted Earnings (Loss) Per Share (GAAP)

$ (0.10) $ 0.40 $ 0.87 $ 1.47

Impairment Charges

Adjusted Diluted Earnings Per Share (Non-GAAP)

0.39 — 0.39 —

Transform and Modernize Initiative (1)(2)

0.02 0.02 0.09 0.08

Corporate Restructuring Plan 0.02 — 0.02 —

(Gain) Loss on Sale of Business — (0.01) 0.02 (0.01)

Litigation Settlements (0.02) — (0.01) 0.04

Adjusted Diluted Earnings (Loss) Per Share (Non-GAAP)

$ 0.32 $ 0.42 $ 1.37 $ 1.58

Fourth Quarter Ended Fiscal Year Ended

5 unchanged sentences

(0.4) (0.5) (0.5) (0.4)

Pork Antitrust Litigation Settlements — — (0.1) —

Red Meat Wages Antitrust Litigation Settlement — — (0.1) —

Poultry Wages Antitrust Litigation Settlement

Gain on Sale of Business 0.1 — — —

Arbitration Ruling — 0.1 — (0.6)

Corporate Restructuring Plan — — — —

Gain (Loss) on Sale of Business — 0.1 (0.1) —

Litigation Settlements 0.3 — 0.1 (0.2)

Adjusted SG&A as a Percent of Net Sales (Non-GAAP)

6.9 % 7.2 % 7.8 % 7.8 %

(1) Comprised primarily of asset write-offs related to portfolio optimization.

(1) Comprised primarily of asset write-offs, equipment relocation expenses, and severance related to supply chain and portfolio optimization.

(2) Comprised primarily of project-based external consulting fees.

Organic Volume and Organic Net Sales (Non-GAAP)

The non-GAAP measures of organic volume and organic net sales are presented to provide investors with additional information to facilitate the comparison of past and present operations.

Organic volume and organic net sales exclude the impact of the sale of Hormel Health Labs in the Foodservice segment in the fourth quarter of fiscal 2024.

Fourth Quarter Ended

October 26, 2025 October 27, 2024

In thousands GAAP GAAP Divestiture Non-GAAP Organic Non-GAAP

Volume (lbs.)

Retail 746,581 744,521 — 744,521 0.3

Foodservice 268,640 283,944 (15,251) 268,693 —

International 73,209 79,737 — 79,737 (8.2)

Total Volume (lbs.) 1,088,430 1,108,203 (15,251) 1,092,952 (0.4)

Retail $ 1,922,817 $ 1,907,071 $ — $ 1,907,071 0.8

Foodservice 1,088,192 1,046,008 (23,851) 1,022,157 6.5

International 174,652 185,012 — 185,012 (5.6)

Total Net Sales $ 3,185,661 $ 3,138,091 $ (23,851) $ 3,114,240 2.3

Fiscal Year Ended

October 26, 2025 October 27, 2024

In thousands GAAP GAAP Divestiture Non-GAAP Organic Non-GAAP

Volume (lbs.)

Retail 2,873,655 2,915,141 — 2,915,141 (1.4)

Foodservice 1,003,629 1,061,730 (64,274) 997,456 0.6

International 312,435 311,419 — 311,419 0.3

Total Volume (lbs.) 4,189,719 4,288,290 (64,274) 4,224,016 (0.8)

Retail $ 7,455,218 $ 7,374,149 $ — $ 7,374,149 1.1

Foodservice 3,941,795 3,845,118 (107,643) 3,737,476 5.5

International 709,146 701,529 — 701,529 1.1

Total Net Sales $ 12,106,160 $ 11,920,797 $ (107,643) $ 11,813,154 2.5

Adjusted Segment Profit (Non-GAAP)

3 unchanged sentences

Non-GAAP GAAP Non-GAAP Adjustments (2)

Segment Profit

Segment Profit (Loss)

Retail $ 46,398 $ 70,751 $ 117,148 $ 152,932 $ — $ 152,932

1 unchanged sentence

International (138,611) 163,711 25,100 27,058 — 27,058

Total Segment Profit 334,331 — 334,331 295,743 28,383 324,126

Total Segment Profit (Loss) 42,190 234,462 276,652 334,331 — 334,331

Net Unallocated Expense 63,750 (21,394) 42,356 54,064 (13,428) 40,636

Noncontrolling Interest (67) — (67) (236) — (236)

Earnings Before Income Taxes $ 280,030 $ 13,428 $ 293,459 $ 245,805 $ 43,038 $ 288,843

(1) Net Unallocated Expense adjustments in the fourth quarter of fiscal 2024 comprised of non-recurring T&M initiative costs and the gain on the sale of Hormel Health Labs.

(2) Retail segment profit adjustment in the fourth quarter of fiscal 2023 is due to an impairment charge associated with the Justin’s ® trade name.

Net Unallocated Expense adjustments for the fourth quarter of fiscal 2023 comprised of an unfavorable arbitration ruling, impairment charge associated with a corporate venturing investment, and non-recurring T&M initiative costs.

Earnings (Loss) Before Income Taxes $ (21,627) $ 255,856 $ 234,229 $ 280,030 $ 13,428 $ 293,459

(1) Retail and International segment profit (loss) adjustments in the fourth quarter of fiscal 2025 were due to non-cash impairment charges.

Net Unallocated Expense adjustments were comprised of non-recurring T&M initiative costs, corporate restructuring plan charges, and a favorable litigation settlement.

(2) Net Unallocated Expense adjustments in the fourth quarter of fiscal 2024 were comprised of non-recurring T&M initiative costs and the gain on the sale of Hormel Health Labs.

Fiscal Year Ended

2 unchanged sentences

Non-GAAP GAAP Non-GAAP Adjustments (2)

Segment Profit

Segment Profit (Loss)

Retail $ 425,245 $ 70,751 $ 495,995 $ 562,768 $ — $ 562,768

1 unchanged sentence

International (80,418) 163,711 83,293 92,084 — 92,084

Total Segment Profit 1,251,144 — 1,251,144 1,228,606 28,383 1,256,989

Total Segment Profit (Loss)

899,400 234,462 1,133,863 1,251,144 — 1,251,144

Net Unallocated Expense 235,519 (78,160) 157,359 215,304 (77,841) 137,463

1 unchanged sentence

Earnings Before Income Taxes $ 663,449 $ 312,622 $ 976,071 $ 1,035,434 $ 77,841 $ 1,113,275

(1) Net Unallocated Expense adjustments in fiscal 2024 comprised of non-recurring T&M initiative costs, litigation settlements for pork, red meat wages, and poultry wages antitrust cases, and the gain on the sale of Hormel Health Labs.

(2) Retail segment profit adjustment in fiscal 2023 is due to an impairment charge associated with the Justin’s ® trade name.

Net Unallocated Expense adjustments in fiscal 2023 comprised of an unfavorable arbitration ruling, impairment charge associated with a corporate venturing investment, and non-recurring T&M initiative costs.

Forward-looking U.S.

GAAP to Non-GAAP Measures

The tables below show the calculations to reconcile from the estimated fiscal 2025 GAAP measures to the estimated adjusted non-GAAP measures.

Fiscal 2025 Outlook - Organic Net Sales (Non-GAAP)

To facilitate the comparison of past and present net sales performance, the Company’s fiscal 2025 outlook for net sales growth has been adjusted to reflect organic net sales.

Organic net sales exclude the impact of the sale of the Hormel Health Labs business in the fourth quarter of fiscal 2024.

The adjustment removes the full year fiscal 2024 net sales of the operation, which were reported within the Foodservice segment.

Fiscal 2025 Outlook

2024 Results Change

Net Sales (GAAP)

$ 11,900,000 - $ 12,200,000 $ 11,920,797 0 % - 2 %

Hormel Health Labs Divestiture

— - — (107,643)

Organic Net Sales (Non-GAAP)

$ 11,900,000 - $ 12,200,000 $ 11,813,154 1 % - 3 %

(1) Retail and International segment profit (loss) adjustments in fiscal 2025 were due to non-cash impairment charges.

Net Unallocated Expense adjustments in fiscal 2025 were comprised of non-recurring T&M initiative costs, corporate restructuring plan charges, the loss on sale of Mountain Prairie, LLC, and litigation settlements.

(2) Net Unallocated Expense adjustments in fiscal 2024 were comprised of non-recurring T&M initiative costs, litigation settlements, and the gain on the sale of Hormel Health Labs.

Forward-looking GAAP to Non-GAAP Measures

Below shows the calculations to reconcile from the estimated fiscal 2026 GAAP measures to the corresponding estimated adjusted non-GAAP measures.

Fiscal 2026 Outlook - Adjusted Diluted Earnings per Share (Non-GAAP)

The non-GAAP measure of adjusted diluted earnings per share excludes estimated charges associated with the T&M initiative.

The Company’s strategic investments in the T&M initiative are expected to cease at the end of the investment period, are not expected to recur in the foreseeable future, and are not considered representative of the Company’s underlying operating performance.

Fiscal 2025 Outlook

Diluted Earnings per Share (GAAP)

$ 1.51 - $ 1.65

Transform and Modernize Initiative 0.07 - 0.07

Adjusted Diluted Earnings per Share (Non-GAAP)

$ 1.58 - $ 1.72

The non-GAAP measure of adjusted diluted earnings per share excludes estimated charges associated with the T&M initiative, corporate restructuring plan, and other estimated non-recurring items.

The Company’s strategic investments in the T&M initiative are expected to cease at the end of the investment period.

T&M charges, corporate restructuring plan expenses, and other estimated non-recurring items are not expected to recur in the foreseeable future and are not considered representative of the Company’s underlying operating performance.

In fiscal 2026, the Company expects:

• Diluted earnings per share (GAAP) in the range of $1.29 to $1.39

• Adjustments for the T&M initiative of $0.06 to $0.07

• Adjustments for corporate restructuring plan-related charges of $0.01

• Adjustments related to other (1) non-recurring items of $0.05 to $0.06

Resulting in an adjusted diluted earnings per share range (non-GAAP) of $1.43 to $1.51.

(1) Includes estimated one-time consulting expenses related to a former executive officer and estimated non-recurring impacts related to the anticipated sale of the Justin’s ® branded business.

Supplemental Financial Measures (Non-GAAP)

7 unchanged sentences

Interest Expense 78,038 80,894

Interest and Investment Income 48,396 14,828

Interest Income 24,227 40,172

Other Income (Expense), Net (1,344) 8,224

EBIT (Non-GAAP) $ 719,036 $ 1,068,339

$ 1,068,339 $ 1,072,698

EBITDA (Non-GAAP):

2 unchanged sentences

EBITDA (Non-GAAP) $ 982,937 $ 1,326,095

$ 1,326,095 $ 1,326,009

LIQUIDITY AND CAPITAL RESOURCES

8 unchanged sentences

Increase (Decrease) in Cash and Cash Equivalents

Cash and cash equivalents was comparable to the prior year, increasing $5 million during fiscal 2024.

The Company repaid a portion of long-term debt by using existing cash on hand and the proceeds from new debt issued in fiscal 2024.

Cash provided by operating activities has been sufficient to cover dividend payments and capital expenditures during fiscal 2024.

The purchase of a minority interest in Garudafood was the primary driver of the decline in cash and cash equivalents in the prior year.

Cash and cash equivalents decreased $71 million during fiscal 2025 due to higher costs and elevated inventory levels.

Cash provided by operating activities along with existing cash on hand was sufficient to cover dividend payments and capital expenditures during fiscal 2025.

The Company repaid a portion of long-term debt by using existing cash on hand and the proceeds from new long-term debt issued in fiscal 2024.

Additional details related to significant drivers of cash flows are provided below.

Cash Provided by (Used in) Operating Activities

▪ Cash flows from operating activities were largely impacted by changes in operating assets and liabilities.

– In fiscal 2024, inventory decreased $95 million due to a better alignment of product levels with customer demand as well as less turkey and associated feed supplies.

The $36 million decrease in fiscal 2023 was a result of strategic inventory management efforts implemented to address elevated inventory levels.

– Prepaid expenses and other assets decreased $13 million in fiscal 2024 compared to an increase of $69 million in fiscal 2023.

This activity was primarily related to settlements associated with the Company’s hedging activities.

• Cash flows from operating activities were impacted by changes in operating assets and liabilities and lower net earnings.

– In fiscal 2025, inventory increased $172 million primarily due to higher raw material costs, strategic inventory build for certain categories, and recovery of snack nuts inventory levels following the production disruptions at the Suffolk, Virginia manufacturing facility.

The $95 million decrease in fiscal 2024 was due to a better alignment of product levels with customer demand as well as less turkey and associated feed supplies.

– In fiscal 2025, accounts receivable decreased $33 million due to the timing of sales and estimated impact from the chicken product recall.

In fiscal 2024, accounts receivable was comparable to the prior year, decreasing $2 million.

The $49 million decrease in fiscal 2023 was primarily due to timing of sales and more efficient collections.

– Accounts payable and accrued expenses decreased $27 million in fiscal 2024 related to the timing of payments which was partially offset by higher employee-related and promotional expenses.

In fiscal 2023, accounts payable and accrued expenses decreased $141 million related to the timing of payments and lower promotional and incentive compensation expenses.

– Accounts payable and accrued expenses decreased $69 million in fiscal 2025 primarily due to the payment of legal settlements and the timing of payments which was partially offset by feed and livestock payment deferrals.

In fiscal 2024, accounts payable and accrued expenses decreased $27 million related to the timing of payments which was partially offset by higher employee-related and promotional expenses.

Cash Provided by (Used in) Investing Activities

• Capital expenditures were $311 million and $256 million in fiscal 2025 and 2024, respectively.

The most notable projects in fiscal 2024 were investments for capacity expansions in Barron, Wisconsin and at the Jiaxing, China, facility.

Significant projects for fiscal 2023 included investments in a new production line for the SPAM ® family of products in Dubuque, Iowa, the initial phases of the transition from harvest to value-added capacity in Barron, Wisconsin, wastewater infrastructure in Austin, Minnesota, and pepperoni capacity in Omaha, Nebraska.

▪ In fiscal 2023, the Company purchased a minority interest in Garudafood for $426 million.

Significant projects ongoing during fiscal 2025 and fiscal 2024 were for capacity expansions in Barron, Wisconsin and at the Jiaxing, China facility.

Additional projects during fiscal 2025 included manufacturing equipment upgrades in Willmar, Minnesota and investments in data and technology.

• Proceeds from the sale of business were $13 million during fiscal 2025, primarily from the sale of the Company’s equity interest in Mountain Prairie, LLC.

In fiscal 2024, the Company received $25 million from the sale of Hormel Health Labs.

Cash Provided by (Used in) Financing Activities

• The Company paid $950 million of its senior unsecured notes upon maturity on June 3, 2024.

• Proceeds from the issuance of long-term debt were $498 million during fiscal 2024.

The Company issued senior unsecured notes with an aggregate principal amount of $500 million due March 2027.

• Cash dividends paid to the Company’s shareholders are an ongoing financing activity for the Company with payments totaling $633 million in fiscal 2025 and $615 million in fiscal 2024.

The annualized dividend rate was $1.16 per share in fiscal 2025, compared to $1.13 per share in fiscal 2024.

▪ During fiscal 2023, the Company repurchased 310,000 shares of its common stock for $12 million.

• The Company paid $950 million of its senior unsecured notes upon maturity on June 3, 2024.

• Proceeds from the issuance of long-term debt were $498 million in fiscal 2024, resulting from the Company's issuance of senior unsecured notes with an aggregate principal amount of $500 million.

Sources and Uses of Cash

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The Company continues to look for opportunities to make investments and acquisitions that align with its strategic priorities.

The Company has multiple sources of liquidity to complete such investments and acquisitions.

For example, the Company’s historic ability to leverage its balance sheet through the issuance of debt has provided the flexibility to pursue strategic opportunities.

The Company maintains multiple liquidity sources, including its ability to issue debt, which supports strategic investments and acquisitions.

Dividend Payments

The Company remains committed to providing returns to investors through cash dividends.

The Company remains committed to providing returns to investors through cash dividends on its common stock.

The Company has paid 389 consecutive quarterly dividends since becoming a public company in 1928.

The Board of Directors approved an increased annual dividend rate for fiscal 2025, raising it to $1.16 per share from $1.13 per share, representing the 59th consecutive annual dividend increase.

On November 24, 2025, the Board of Directors authorized a quarterly dividend for the first quarter of fiscal 2026 of $0.2925 per share, a 1% increase from the prior year.

Capital Expenditures

Capital expenditures are allocated to required maintenance and growth opportunities based on the needs of the business.

Capital expenditures supporting growth opportunities in fiscal 2025 are expected to focus on projects related to value-added capacity, infrastructure, and new technology.

Capital expenditures supporting growth opportunities in fiscal 2026 are expected to focus on projects related to infrastructure, new data and technology, and equipment upgrades.

Capital expenditures for fiscal 2026 are estimated to be $260 million to $290 million.

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During fiscal 2025, the Company made $73 million of interest payments, and the Company expects to make $73 million of interest payments in fiscal 2026 on these notes.

On March 8, 2024, the Company issued senior unsecured notes with an aggregate principal amount of $500 million.

These proceeds were used, along with cash on hand, to repay $950 million in senior unsecured notes which matured on June 3, 2024.

See Note L - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information.

See Note M - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information.

Borrowing Capacity

As a source of short-term financing, the Company maintains a $750 million unsecured revolving credit facility.

The maximum commitment under this credit facility may be further increased by $375 million, generally by mutual agreement of the lenders and the Company, subject to certain customary conditions.

Funds drawn from this facility may be used by the Company for general corporate purposes, which may include repaying existing debt, funding acquisitions, and for working capital or other general purposes.

The lending commitments under the facility are scheduled to expire on May 6, 2026, at which time the Company will be required to pay in full all obligations then outstanding.

As of October 27, 2024, the Company had no outstanding borrowings from this facility.

The maximum commitment under this credit facility may be further increased by $375 million upon the satisfaction of certain conditions.

Extensions of credit under the facility may be applied by the Company to refinance existing indebtedness and for working capital and other general corporate purposes, including acquisition funding, and may be made in the form of revolving loans, swing line loans, and letters of credit.

The lending commitments under the facility are scheduled to expire on March 25, 2030, at which time the Company will be required to pay in full all obligations then outstanding.

As of October 26, 2025, the Company had no outstanding borrowings under this facility.

Debt Covenants

The Company’s debt agreements contain customary terms and conditions including representations, warranties, and covenants.

These debt covenants limit the ability of the Company to, among other things, incur debt for borrowed money secured by certain liens, or engage in certain sale and leaseback transactions, and the covenants require the Company to maintain certain consolidated leverage ratios.

As of October 26, 2025, the Company was in compliance with all covenants in its debt agreements and expects to maintain compliance in the future.

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As of October 26, 2025, the Company’s international subsidiaries held $218 million of cash and cash equivalents.

During the third quarter of fiscal 2025, the Company repatriated $44 million in cash from an international subsidiary and recognized foreign withholding taxes on the one-time distribution.

The Company maintains all undistributed earnings as permanently reinvested.

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The Company continues to evaluate share repurchases as part of its capital allocation strategy.

Contractual Obligations

The Company’s material cash commitments as of October 26, 2025, are as follows:

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640 73 110 73 384

Pension & Other Post-retirement Benefit Payments (3)

Pension & Other Postretirement Benefit Payments (3)

301 30 63 63 145

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The purchase commitments listed above do not reflect the impact of the hedging instruments that manage the risk of fluctuating commodity markets.

See Note F - Derivatives and Hedging and Note J - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.

See Note G - Derivatives and Hedging and Note K - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.

(2) As of October 26, 2025, the Company’s outstanding debt included unsecured senior notes due in fiscal 2027, 2028, 2030, and 2051.

The Company is required by certain covenants in its debt agreements to maintain specified levels of financial ratios and financial position.

See Note L - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information.

(3) Represents pension and other post-retirement benefit payments related to the Company’s unfunded defined benefit plans.

See Note M - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information.

(3) Represents pension and other postretirement benefit payments related to the Company’s unfunded defined benefit plans.

Benefit payments reflect expectations for the next ten years as estimates are not readily available beyond that point.

See Note G - Pension and Other Post-Retirement Benefits of the Notes to the Consolidated Financial Statements for additional information.

(4) See Note K - Leases of the Notes to the Consolidated Financial Statements for additional detail.

See Note H - Pension and Other Postretirement Benefits of the Notes to the Consolidated Financial Statements for additional information.

(4) See Note L - Leases of the Notes to the Consolidated Financial Statements for additional detail.

Lease payments exclude $6 million of legally binding minimum lease payments for leases signed but not yet commenced.

(5) Includes obligations related to infrastructure improvements supporting various manufacturing facilities and a media advertising agreement.

(5) Includes obligations related to infrastructure improvements supporting various manufacturing facilities, a media advertising agreement, and the construction and lease of an aircraft.

Other Commitments excludes $38 million for a 20-year infrastructure improvement agreement entered into subsequent to the end of the fiscal year.

Off Balance Sheet Arrangements

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Letters of credit are not reflected on the Consolidated Statements of Financial Position.

During fiscal 2025, the Company entered into a purchase agreement related to the construction and lease of a corporate aircraft.

As part of the agreement, a third party will make progress payments to the supplier on the Company's behalf.

In exchange, the Company expects to enter into a lease arrangement with the third party once the aircraft is delivered.

Progress payments made by the third party are subject to reimbursement through a promissory obligation.

As of October 26, 2025, $11.5 million of the approximately $28.7 million commitment has been financed by the third party.

The Company expects to take possession of the aircraft in fiscal 2027.

CRITICAL ACCOUNTING ESTIMATES

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The liability relating to these promotional activities is based on a review of the outstanding contracts for which performance has taken place, but which remain unpaid.

As of October 27, 2024 and October 29, 2023, the Company's accrued trade promotion liabilities were $81.8 million and $64.1 million, respectively.

As of October 26, 2025, the Company had trade promotion liabilities of $85.9 million recorded in Accrued Marketing Expenses.

The Company records income taxes in accordance with the liability method of accounting.

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Estimating the fair value of goodwill reporting units using the discounted cash flow model requires management to make assumptions and projections of future cash flows, revenues, earnings, discount rates, long-term growth rates, and other factors.

While sensitivity analysis may be provided for individual assumptions, such analysis may not reflect the combined effect of changes simultaneously impacting multiple assumptions.

Sensitivity of Estimate to Change:

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Changes in these estimates can have a significant impact on the assessment of fair value which could result in material impairment losses.

During the fourth quarter of fiscal 2024, the Company performed a qualitative assessment to evaluate its goodwill and indefinite-lived intangible assets for impairment.

No impairment charges were recorded as a result of the testing.

Fiscal 2024 net sales for Planters ® snack nuts were negatively impacted by production disruptions at the Suffolk, Virginia, facility.

The Company believes these impacts are short term in nature (less than one year) and projects sales to recover to historical levels shortly after supply normalizes.

Should the impact last longer, or be more severe than currently anticipated, it is likely the Company would have to recognize an impairment charge on this trade name, which is currently valued at $675 million.

Pension and Other Post-Retirement Benefits

The Company sponsors several defined benefit pension and post-retirement health care benefit plans and recognizes the associated expenses, assets, and liabilities.

Goodwill reporting units and indefinite-lived intangible assets with less than a 20 percent excess of estimated fair value over carrying amount are considered at heightened risk of impairment.

During the fourth quarter of fiscal 2025, the Company elected to perform a quantitative assessment of goodwill .

No goodwill impairment charges were recorded as a result of the testing.

The estimated fair value for the Retail and Foodservice reporting units exceeded the calculated carrying value by more than 20 percent.

The International reporting unit, with a goodwill carrying value of $258.9 million as of October 26, 2025, was identified as being at heightened risk of impairment.

A 10 percent decline in projected cash flow or 100 basis-point increase in the discount rate for any reporting unit would not result in a material impairment.

During the fourth quarter of fiscal 2025, the Company also elected to perform quantitative impairment testing for indefinite-lived intangible assets.

As a result of this testing, impairments were recorded on the Planters ® and Chi-Chi's ® trade names for $59.1 million and $2.9 million, respectively.

Additionally, the Justin's ® trade name was identified as being at heightened risk of impairment.

Fair value estimates used in impairment testing for the Justin's ® trade name assumed continued use and did not incorporate potential changes in ownership structure (see Note B - Acquisitions and Divestitures of the Notes to the Consolidated Financial Statements).

After the fiscal 2025 quantitative assessments, the carrying value of indefinite-lived intangible assets at heightened risk for impairment, including the assets impaired, totaled $683.3 million.

For indefinite-lived intangible assets not at heightened risk of impairment, a 10 percent decline in forecasted revenue or 100 basis-point increase in the discount rate would not result in a material impairment.

Pension and Other Postretirement Benefits

The Company sponsors several defined benefit pension and postretirement health care benefit plans and recognizes the associated expenses, assets, and liabilities.

Judgments and Uncertainties:

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The assumed discount rate, expected long-term rate of return on plan assets, rate of future compensation increase, interest crediting rate, and the health care cost trend rate have a significant impact on the amounts reported for the benefit plans.

For the year ended October 27, 2024, the Company had $1.3 billion and $191.6 million in pension benefit obligation and post-retirement benefit obligation, respectively.

For fiscal 2025, the Company expects pension benefit costs of $44.9 million and post-retirement benefit costs of $9.9 million.

For the year ended October 26, 2025, the Company had $1.4 billion and $172.6 million in pension benefit obligation and postretirement benefit obligation, respectively.

For fiscal 2026, the Company expects pension benefit costs of $32.3 million and postretirement benefit costs of $7.7 million.

A one-percentage-point change in these rates would have the following effects:

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Interest Crediting Rate

Post-retirement Benefits

6.6 (5.4) 22.0 (18.3)

Postretirement Benefits

Discount Rate $ (0.3) $ 0.2 $ (12.5) $ 14.5

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Variances larger than specified thresholds are investigated further to verify the reported values are reasonable.

See Note G - Pension and Other Post-Retirement Benefits of the Notes to the Consolidated Financial Statements for additional information.

See Note H - Pension and Other Postretirement Benefits of the Notes to the Consolidated Financial Statements for additional information.

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

What changed 10-K

Item 7. Management’s Discussion and Analysis