What changed in this filing

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Item 1. Financial Statements

2025-08-12 compared with 2025-04-29 · 389 added, 156 removed, 683 unchanged (44% of the section changed)

4 unchanged sentences

(in millions, except for share and per share data, and unaudited)

Three Months Ended

2025 March 31,

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

Sales $ 3,786 $ 3,412 $ 7,558 $ 6,856

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Net income from continuing operations 188 259 415 372

Net income (loss) from continuing operations attributable to noncontrolling interests 4 ( 2 )

Net income from continuing operations attributable to noncontrolling interests — 3 4 2

Net income from continuing operations attributable to Smithfield 188 256 412 370

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Net income 188 306 415 460

Net income (loss) attributable to noncontrolling interests 4 ( 1 )

Net income attributable to noncontrolling interests — 4 4 3

Net income attributable to Smithfield $ 188 $ 301 $ 412 $ 457

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(in millions and unaudited)

Three Months Ended

2025 March 31,

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

Net income $ 188 $ 306 $ 415 $ 460

5 unchanged sentences

Comprehensive income 181 290 451 399

Comprehensive income attributable to noncontrolling interests 3 4

Comprehensive income (loss) attributable to noncontrolling interests 16 ( 16 ) 19 ( 12 )

Comprehensive income attributable to Smithfield $ 165 $ 306 $ 432 $ 412

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5,000,000,000 shares authorized;

393,112,711 shares issued and outstanding as of March 30, 2025 and 380,069,232 shares issued and outstanding as of December 29, 2024

393,112,711 shares issued and outstanding as of June 29, 2025 and 380,069,232 shares issued and outstanding as of December 29, 2024

Additional paid-in capital 3,335 3,102

8 unchanged sentences

(in millions and unaudited)

Three Months Ended

2025 March 31,

Six Months Ended

2025 June 30,

Cash flows from operating activities:

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Net income from continuing operations $ 415 $ 372

Adjustments to reconcile net income from continuing operations to net cash flows used in operating activities of continuing operations:

Adjustments to reconcile net income from continuing operations to net cash flows from operating activities of continuing operations:

Depreciation and amortization 165 165

1 unchanged sentence

Other ( 27 ) 46

Net cash flows used in operating activities of continuing operations ( 166 ) ( 219 )

Net cash flows from (used in) operating activities of continuing operations 108 ( 9 )

Cash flows from investing activities:

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Net proceeds from issuance of common stock 236 —

Repayments to Securitization Facility — ( 14 )

Proceeds from Securitization Facility — 14

Principal payments on long-term debt and finance lease obligations ( 1 ) ( 19 )

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(in millions and unaudited)

Three Months Ended March 30, 2025

Three Months Ended June 29, 2025

Comprehensive

Shareholders’

Balance, March 30, 2025 $ 3,325 $ 3,308 $ ( 408 ) $ 6,225

Dividend — ( 99 ) — ( 99 )

Adjustment to redeemable noncontrolling interests 14 — — 14

Stock compensation expense 2 — — 2

Other ( 6 ) — — ( 6 )

Comprehensive income:

Net income attributable to Smithfield — 188 — 188

Other comprehensive loss, net of tax — — ( 23 ) ( 23 )

Balance, June 29, 2025 $ 3,335 $ 3,398 $ ( 432 ) $ 6,301

Three Months Ended June 30, 2024

Comprehensive

Shareholders’

Balance, March 31, 2024 $ 4,140 $ 3,656 $ ( 550 ) $ 7,246

Dividend — ( 93 ) — ( 93 )

Adjustment to redeemable noncontrolling interests ( 23 ) — — ( 23 )

Comprehensive income:

Net income attributable to Smithfield — 301 — 301

Other comprehensive income, net of tax — — 5 5

Balance, June 30, 2024 $ 4,117 $ 3,864 $ ( 545 ) 0 $ 7,436

Six Months Ended June 29, 2025

Comprehensive

Shareholders’

Balance, December 29, 2024 $ 3,102 $ 3,184 $ ( 452 ) $ 5,834

1 unchanged sentence

Net proceeds from issuance of common stock 236 — — 236

Adjustment to redeemable noncontrolling interests ( 15 ) — — ( 15 )

Stock compensation expense 4 — — 4

Adjustment to redeemable noncontrolling interests ( 1 ) — — ( 1 )

Other ( 6 ) — — ( 6 )

Comprehensive income:

1 unchanged sentence

Other comprehensive income, net of tax — — 20 20

Balance, March 30, 2025 $ 3,325 $ 3,308 0 $ ( 408 ) $ 6,225

Three Months Ended March 31, 2024

Balance, June 29, 2025 $ 3,335 $ 3,398 $ ( 432 ) $ 6,301

Six Months Ended June 30, 2024

Comprehensive

7 unchanged sentences

Other comprehensive loss, net of tax — — ( 46 ) ( 46 )

Balance, March 31, 2024 $ 4,140 $ 3,656 0 $ ( 550 ) $ 7,246

Balance, June 30, 2024 $ 4,117 $ 3,864 $ ( 545 ) $ 7,436

See Notes to Condensed Consolidated Financial Statements

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Certain prior period amounts have been reclassified to conform to the current period presentation.

These statements and notes should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 29, 2024, which include a comprehensive description of our significant accounting policies and other information that is not included in our interim condensed consolidated financial statements.

Our elected fiscal year is the 52-week or 53-week period which ends on the Sunday nearest to December 31.

Unless otherwise noted, all references to the first quarter of 2025 and the three months ended March 30, 2025 are to the 13-week period ended March 30, 2025.

All references to the first quarter of 2024 and the three months ended March 31, 2024 are to the 13-week period ended March 31, 2024.

Unless otherwise noted, all references to the second quarter of 2025 and the three months ended June 29, 2025 are to the 13-week period ended June 29, 2025.

All references to the second quarter of 2024 and the three months ended June 30, 2024 are to the 13-week period ended June 30, 2024.

Each of the six months ended June 29, 2025 and June 30, 2024 consisted of 26-weeks.

Principles of Consolidation

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The new guidance is intended to provide investors more disaggregated information about certain line items presented in the consolidated statement of income.

The update is effective for fiscal year 2027, with early adoption permitted.

The update is effective for our annual report on Form 10-K for fiscal year 2027, with early adoption permitted.

The new disclosures are required to be applied prospectively with the option for retrospective application.

The standard will not impact our financial position, results of operations or cash flows but may have an impact on the presentation of certain items.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity , which aims to improve consistency in identifying the accounting acquirer in business combinations involving VIEs.

The update is effective for our annual report on Form 10-K for fiscal year 2027, with early adoption permitted.

Once adopted, this update will be applied prospectively to transactions in scope of the guidance when they occur.

REPORTABLE SEGMENTS

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Therefore, we do not disclose assets by reportable segment.

The measure of segment profit reviewed by our CODM is operating profit, which represents the operating results of our operating segments with the exception of certain gains, losses and other expenses which are not allocated to our segments.

The measure of segment profit reviewed by our CODM is operating profit.

Our CODM uses operating profit to assess segment performance, compensate employees and allocate capital, personnel and other resources to each segment.

We recently removed income from equity method investments from the measure of segment profit reviewed by our CODM.

Accordingly, the historical segment results presented herein have been retrospectively adjusted to remove income from equity method investments.

Following the carve-out and distribution of our European operations (see “Note 3:

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Smithfield, Eckrich, Nathan’s Famous, Farmland, Armour, Farmer John, Kretschmar, Krakus, John Morrell, Cook’s, Gwaltney, Carando, Margherita, Curly’s and Smithfield Culinary.

We also sell a sizeable portion of our packaged

meats products as private label products.

We also sell a sizeable portion of our packaged meats products as private label products.

The majority of the Packaged Meats segment’s products are sold to retail and foodservice customers in the U.S.

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operations that process live hogs into a wide variety of primal, sub-primal and offal products, such as bellies, butts, hams, loins, picnics and ribs.

In the first quarter of 2025, the Fresh Pork segment sourced approximately 40 % of its raw materials from our Hog Production segment, compared to approximately 50 % in the first quarter of 2024, with the remainder from third-party farmers with whom we partner across the U.S.

In the first half of 2025, the Fresh Pork segment sourced approximately 40 % of its raw materials from our Hog Production segment, compared to approximately 50 % in the first half of 2024, with the remainder from third-party farmers with whom we partner across the U.S.

Approximately one-third of our fresh pork products, including the majority of hams, bellies and trimmings, is transferred to our Packaged Meats segment.

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The Hog Production segment also sells grains and feed to external customers.

The following table provides certain financial information by reportable segment with a reconciliation to the consolidated totals.

Three Months Ended March 30, 2025

The following tables provide certain financial information by reportable segment with a reconciliation to the consolidated totals.

Three Months Ended June 29, 2025

Packaged Meats Fresh Pork Hog Production Other (1)

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Interest expense, net 11 11

Non-operating gains ( 4 ) ( 4 )

Income from continuing operations before income taxes $ 254

Other segment data:

Depreciation and amortization $ 33 $ 28 $ 14 $ 7 $ — $ 1 $ — $ 82

Capital expenditures 38 23 13 2 2 — — 78

Three Months Ended June 30, 2024

Packaged Meats Fresh Pork Hog Production Other (1)

Corporate (2)

Unallocated (3)

Intersegment Consolidated

(in millions)

Sales $ 1,945 $ 1,981 $ 776 $ 119 $ — $ — $ ( 1,408 ) $ 3,412

Cost of sales 1,518 1,878 766 107 — 24 ( 1,408 ) 2,885

Selling, general and administrative expenses 97 45 11 5 32 4 — 194

Operating gains — — — — — ( 2 ) — ( 2 )

Operating profit (loss) 330 58 ( 2 ) 7 ( 32 ) ( 27 ) — 334

Interest expense, net 19 19

Non-operating gains ( 2 ) ( 2 )

Income from continuing operations before income taxes $ 317

Other segment data:

Depreciation and amortization $ 30 $ 29 $ 15 $ 8 $ — $ — $ — $ 83

Capital expenditures 37 26 7 6 5 — — 80

________________

(1) Includes our Mexico and Bioscience operations.

Our Mexico operations include the raising of hogs and production of pork products that are sold primarily to customers in Mexico.

Our Bioscience operations use raw materials from hogs that we harvest to manufacture heparin products, including an active pharmaceutical ingredient that mitigates the risk of blood clots.

(2) Represents general corporate expenses for management and administration of the business.

(3) Represents certain items that we do not allocate to our segments.

Six Months Ended June 29, 2025

Packaged Meats Fresh Pork Hog Production Other (1)

Corporate (2)

Unallocated (3)

Intersegment Consolidated

(in millions)

Sales $ 4,103 $ 4,114 $ 1,772 $ 224 $ — $ — $ ( 2,656 ) $ 7,558

Cost of sales 3,356 3,911 1,727 191 — 20 ( 2,656 ) 6,549

Selling, general and administrative expenses 180 86 22 12 55 111 — 465

Operating gains — — — — — ( 39 ) — ( 39 )

Operating profit (loss) 567 117 23 22 ( 55 ) ( 92 ) — 582

Interest expense, net 22 22

Non-operating losses 2 2

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Capital expenditures 78 47 24 4 5 — — 158

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

Packaged Meats Fresh Pork Hog Production Other (1)

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(2) Represents general corporate expenses for management and administration of the business.

(3) Includes certain items that we do not allocate to our segments.

The following table disaggregates our sales to customers by reportable segment and by major distribution channel.

Three Months Ended March 30, 2025

(3) Represents certain items that we do not allocate to our segments.

The following tables disaggregate our sales to customers by reportable segment and by major distribution channel.

Three Months Ended June 29, 2025

Foodservice (2)

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Total $ 1,812 $ 749 $ 409 $ 371 $ 445 $ 3,786 $ — $ 3,786

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Foodservice (2)

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(5) Includes sales of grain, oilseeds, feed, breeding stock and market hogs, among others, in addition to external sales from our Mexico and Bioscience operations.

(6) Includes external sales from our Mexico operations of $ 99 million and $ 106 million in the three months ended March 30, 2025 and March 31, 2024, respectively.

(6) Includes external sales from our Mexico operations of $ 114 million and $ 105 million in the three months ended June 29, 2025 and June 30, 2024, respectively.

All other external sales are sourced from our U.S.

(7) Includes our Mexico and Bioscience operations.

Six Months Ended June 29, 2025

Foodservice (2)

Industrial (4)

Other / Unallocated (5)

Total External Sales (6)

Intersegment Consolidated

(in millions)

Packaged Meats $ 2,562 $ 1,275 $ 43 $ 215 $ 9 $ 4,103 $ — $ 4,103

Fresh Pork 1,017 131 832 532 4 2,517 1,597 4,114

Hog Production — — — — 714 714 1,059 1,772

— — — — 224 224 — 224

Intersegment — — — — — — ( 2,656 ) ( 2,656 )

Total $ 3,579 $ 1,406 $ 875 $ 747 $ 950 $ 7,558 $ — $ 7,558

Six Months Ended June 30, 2024

Foodservice (2)

Industrial (4)

Other / Unallocated (5)

Total External Sales (6)

Intersegment Consolidated

(in millions)

Packaged Meats $ 2,514 $ 1,170 $ 51 $ 202 $ 7 $ 3,944 $ — $ 3,944

Fresh Pork 985 116 830 507 2 2,440 1,479 3,920

Hog Production — — — — 239 239 1,242 1,482

— — — — 233 233 — 233

Intersegment — — — — — — ( 2,722 ) ( 2,722 )

Total $ 3,499 $ 1,286 $ 881 $ 709 $ 481 $ 6,856 $ — $ 6,856

________________

(1) Includes national and regional retailers in the U.S.

such as grocery supermarket chains, independent grocers and club stores.

(2) Includes foodservice distributors, fast food and other restaurant operators, hotel chains and other institutional customers in the U.S.

(3) Includes exports from the U.S.

to international retailers and wholesale distributors primarily in North America, Asia, Latin America and other emerging markets.

(4) Includes sales to industrial customers who use our raw materials in their finished goods production, including prepared meals, pharmaceutical production and pet food.

(5) Includes sales of grain, oilseeds, feed, breeding stock and market hogs, among others, in addition to external sales from our Mexico and Bioscience operations.

(6) Includes external sales from our Mexico operations of $ 212 million and $ 211 million in the six months ended June 29, 2025 and June 30, 2024, respectively.

All other external sales are sourced from our U.S.

(7) Includes our Mexico and Bioscience operations.

DISCONTINUED OPERATIONS

On August 26, 2024, we completed a carve-out and distribution of our European operations to WH Group.

The European carve-out represents a strategic shift in our geographical footprint.

The European carve-out represented a strategic shift in our geographical footprint.

Accordingly, where applicable, the historical results of operations, assets and liabilities, and cash flows of the European operations have been condensed into separate line items and presented in the condensed consolidated statements of income, the condensed consolidated balance sheets and the condensed consolidated statements of cash flows as discontinued operations.

The following table presents the major components of net income from discontinued operations included in the condensed consolidated statements of income.

Three Months Ended

2025 March 31,

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

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Operating gains

— ( 2 ) — ( 11 )

Operating profit — 90 — 146

Interest expense — 2 — 2

Non-operating losses — 5 — 6

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In August 2024, an additional € 8 million ($ 9 million) was paid, which resulted in a final purchase price of € 90 million ($ 97 million).

ACQUISITION AND DISPOSITION

ACQUISITION AND DISPOSITIONS

On July 30, 2024, we acquired a dry sausage production facility located in Nashville, Tennessee from Cargill Meat Solutions Corporation for $ 38 million.

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equipment valued at $ 17 million, buildings valued at $ 11 million, inventory valued at $ 5 million and land valued at $ 5 million.

On June 30, 2025, we closed our leased Elizabeth, New Jersey dry sausage production facility and consolidated production across our network.

Costs associated with closing the plant primarily include equipment that we disposed of prior to the end of the asset’s useful life.

The charges associated with the closing were not material.

This facility was accounted for in the Packaged Meats segment.

On August 30, 2024, we closed our Altoona, Iowa ham boning facility and consolidated production volume into other locations to improve manufacturing efficiencies.

Costs associated with closing the plant primarily include operating lease assets and equipment that we disposed of prior to the expiration of the lease term or end of the asset’s useful life.

Costs associated with closing the plant primarily include operating lease assets and equipment that we disposed of prior to the expiration of the lease term or end of the

asset’s useful life.

The charges associated with the closing were not material.

Altoona was accounted for in the Fresh Pork segment.

This facility was accounted for in the Fresh Pork segment.

OPERATING GAINS AND NON-OPERATING (GAINS) LOSSES

The following table provides details of operating gains and non-operating (gains) losses.

Three Months Ended

March 30, 2025 March 31, 2024

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

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Insurance recoveries (1)

$ ( 29 ) $ ( 1 ) $ ( 35 ) $ ( 1 )

Gain on disposal of assets — — ( 2 ) ( 1 )

Other operating gains ( 1 ) ( 1 ) ( 2 ) ( 1 )

Total operating gains

$ ( 9 ) $ ( 1 )

Operating gains $ ( 30 ) $ ( 2 ) $ ( 39 ) $ ( 3 )

Non-operating (gains) losses:

Gain on nonqualified retirement plan assets $ ( 8 ) $ ( 3 ) $ ( 6 ) ( 9 )

Net pension and postretirement benefits cost (2)

(Gain) loss on nonqualified retirement plan assets 2 ( 6 )

Total non-operating (gains) losses

Non-operating (gains) losses

$ ( 4 ) $ ( 2 ) $ 2 $ ( 6 )

(1) Represents a gain from an insurance recovery in connection with a fire at our Tar Heel, North Carolina rendering facility that occurred in 2021.

________________

(1) Consists of a gain recognized in the second quarter of 2025 related to the settlement of a claim against an insurance carrier for losses incurred in connection with past litigation and a gain recognized in the first quarter of 2025 in connection with a 2021 fire at our Tar Heel, North Carolina rendering facility.

(2) Includes the components of net pension and postretirement benefits cost other than service cost, which is included in operating profit.

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In the fourth quarter of fiscal year 2024, we became a member of a North Carolina-based company, Murphy Family Farms LLC (“Murphy Family Farms”), by contributing $ 3 million in cash in exchange for a 25 % minority interest.

We additionally sold approximately 150,000 sows and related inventories located on company-owned and contract

farms in North Carolina to Murphy Family Farms.

We additionally sold approximately 150,000 sows and related inventories located on Company-owned and contract farms in North Carolina to Murphy Family Farms.

Subsequent to the end of fiscal year 2024, on December 30, 2024, we sold the commercial hog inventories associated with such sows to Murphy Family Farms.

Murphy Family Farms is now a hog supplier to us and will supply approximately 3.2 million hogs annually.

We will supply animal feed and other supplies and provide certain support services to Murphy Family Farms.

Murphy Family Farms is now a hog supplier to us and supplies approximately 3.2 million hogs annually.

We supply animal feed and other supplies and provide certain support services to Murphy Family Farms.

On February 24, 2025, we became a member of a North Carolina-based company, VisionAg Hog Production, LLC (“VisionAg”), by contributing $ 450,000 in cash in exchange for a 9 % minority interest.

We additionally sold approximately 28,000 sows and the associated commercial hog inventories located on certain Company-owned and contract farms in North Carolina to VisionAg.

VisionAg is now a hog supplier to us and will supply approximately 600,000 hogs annually.

In addition, we will supply animal feed and provide certain support services to VisionAg.

In the first quarters of 2025 and 2024, we recognized charges totaling $ 1 million and $ 10 million, respectively, associated with Hog Production Reform in cost of sales in the condensed consolidated statements of income.

The following table details the charges by major type of cost.

Three Months Ended Cumulative

March 30, 2025 March 31, 2024 March 30, 2025

VisionAg is now a hog supplier to us and supplies approximately 600,000 hogs annually.

We supply animal feed and provide certain support services to VisionAg.

The following table details charges we recognized associated with Hog Production Reform in cost of sales in the condensed consolidated statements of income by major type of cost.

Three Months Ended Six Months Ended Cumulative

2025 June 30,

2024 June 29,

2025 June 30,

2024 June 29,

(in millions)

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We eliminated certain corporate and plant positions and recognized employee termination benefit costs totaling $ 9 million in the condensed consolidated statement of income in the first quarter of 2025 with $ 6 million classified in SG&A and $ 2 million classified in cost of sales.

Office Closures

In the second quarter of 2025, we announced a plan to close our satellite offices in Lisle, Illinois and Kansas City, Missouri and move work performed at those locations to our headquarters in Smithfield, Virginia.

As a result, we estimated and accrued $ 4 million of employee termination benefit costs in SG&A in the condensed consolidated statement of income in the second quarter of 2025 for personnel who are not expected to relocate.

EMPLOYEE RETENTION TAX CREDITS

In 2020, the World Health Organization publicly characterized COVID-19 as a pandemic.

The Company recognized a substantial amount of incremental costs during the pandemic, including costs to compensate employees who were not able to work due to facility closures, reduced work schedules or health related reasons.

The Coronavirus Aid, Relief, and Economic Security Act was signed into law in March 2020, which provided, among other things, an employee retention credit to eligible employers who paid qualified wages to employees during the pandemic.

The employee retention credit represents a government grant.

Our policy is to recognize government grants when they are reasonably assured of receipt.

We recognized employee retention tax credits totaling $ 10 million and $ 87 million in the second quarters of 2025 and 2024, respectively, after concluding the recognition threshold had been met.

All credits were classified in cost of sales in the condensed consolidated statements of income with the exception of $ 1 million in the second quarter of 2024, which was classified in SG&A.

ACCOUNTS RECEIVABLE

Accounts receivable, net is comprised of both receivables from contracts with customers and other receivables.

Our receivables from contracts with customers were $ 680 million and $ 494 million as of March 30, 2025 and December 29, 2024, respectively.

Our receivables from contracts with customers were $ 718 million and $ 494 million as of June 29, 2025 and December 29, 2024, respectively.

We monitor the credit risk associated with our accounts receivable and establish an allowance for credit losses expected to be incurred over the life of the receivable, which is recorded net of this allowance.

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Additionally, certain of our derivative contracts contain credit risk-related contingent features, which would require us to post additional cash collateral to cover net losses on open derivative instruments if our credit rating were sufficiently downgraded.

As of March 30, 2025, the net liability position of our open derivative instruments that are subject to credit risk-related contingent features was not material.

As of June 29, 2025, the net liability position of our open derivative instruments subject to credit risk-related contingent features was $ 17 million.

As of the end of the second quarter of 2025, we were not required to post any collateral to cover losses associated with this net liability position.

If our credit rating were sufficiently downgraded, we would be required to post $ 11 million in collateral.

The size and mix of our derivative portfolio vary from time to time based upon our analysis of current and future market conditions.

2 unchanged sentences

2025 December 29,

2024 March 30,

2024 June 29,

2025 December 29,

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Total fair value of derivative instruments $ 13 $ 15 $ 91 $ 44

The following tables reconcile the gross amounts of derivative assets and liabilities to the net amounts presented in our consolidated balance sheets and the related effects of cash collateral under netting arrangements that provide a legal right of offset of assets and liabilities.

March 30, 2025

Gross Amount of Derivative Assets/ Liabilities Netting of Derivative Assets/ Liabilities Net Derivative Assets/Liabilities Netting of Derivative and Cash Collateral Net Amount Presented in the Consolidated Balance Sheet (1)

The following tables reconcile the gross amounts of derivative assets and liabilities to the net amounts presented in our condensed consolidated balance sheets and the related effects of cash collateral under netting arrangements that provide a legal right of offset of assets and liabilities.

June 29, 2025

(in millions)

Commodities $ 47 $ ( 9 ) $ 38 $ ( 1 ) $ 37

Commodities 11 ( 9 ) 3 — 3

Commodity contracts $ 13 $ ( 12 ) $ 1 $ 43 $ 44

Commodity contracts 90 ( 12 ) 78 ( 59 ) 19

________________

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Net derivative liabilities are recorded in accrued expenses and other current liabilities.

Cash collateral balances were not material.

These balances include $ 102 million in cash collateral paid to and held by our brokers, $ 43 million of which represents the initial margin and exceeded the related open derivative liability position.

December 29, 2024

(in millions)

Commodities $ 15 $ ( 13 ) $ 2 $ 37 $ 39

Commodities 44 ( 13 ) 31 ( 23 ) 8

Commodity contracts $ 15 $ ( 13 ) $ 2 $ 37 $ 39

Commodity contracts 44 ( 13 ) 31 ( 23 ) 8

________________

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Lastly, we enter into foreign exchange contracts to manage our exposure to the variability in expected future cash flows attributable to changes in foreign exchange rates associated with the forecasted purchase or sale of assets denominated in foreign currencies.

As of March 30, 2025, substantially all of our commodity-related cash flow hedges were for transactions forecasted through December 2025.

As of March 30, 2025, the notional volumes associated with open derivative instruments designated in cash flow hedging relationships were as follows:

As of June 29, 2025, substantially all of our commodity-related cash flow hedges were for transactions forecasted through December 2025.

As of June 29, 2025, the notional volumes associated with open derivative instruments designated in cash flow hedging relationships were as follows:

Volume Metric

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Soybean meal 232,000 Tons

4,880,000 Million BTU

Natural Gas 3,500,000 Million BTU

Diesel 6,048,000 Gallons

2 unchanged sentences

Three Months Ended Three Months Ended

2025 March 31,

2024 March 30,

2025 March 31,

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

Commodity contracts $ ( 82 ) $ 61 $ ( 3 ) $ ( 23 )

The amounts associated with option contracts as of and for the three months ended March 30, 2025 were not material.

In the three months ended March 31, 2024, we recognized $ 15 million in expenses for option premiums, which are excluded from the assessment of hedge effectiveness.

As of March 31, 2024, accumulated other comprehensive income included $ 12 million of net gains associated with options for which the underlying hedged transactions had not yet impacted earnings.

Gains (Losses) Recognized in Other Comprehensive Income (Loss) on Derivative Gains (Losses) Reclassified from Accumulated Other Comprehensive Loss into Earnings

Six Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

Commodity contracts $ ( 38 ) $ — $ ( 14 ) $ ( 25 )

Interest rate contracts — — ( 1 ) ( 1 )

Foreign currency contracts — — — 1

Total $ ( 38 ) $ — $ ( 14 ) $ ( 25 )

The amounts associated with option contracts as of and for the three and six months ended June 29, 2025 were not material.

In the three and six months ended June 30, 2024, we recognized $ 24 million and $ 39 million in expenses for option premiums, which are excluded from the assessment of hedge effectiveness.

As of June 30, 2024, accumulated other comprehensive income included $ 26 million of net gains associated with options for which the underlying hedged transactions had not yet impacted earnings.

This amount represents the difference between the change in the fair value of the options and the amount of option premiums amortized through earnings.

Deferred losses on closed derivative contracts included in accumulated other comprehensive loss as of March 30, 2025 were not material.

Deferred losses on closed derivative contracts included in accumulated other comprehensive loss as of June 29, 2025 were not material.

We are unable to estimate the amount of deferred gains or losses related to open derivative contracts to be reclassified into earnings within the next twelve months as their values are subject to change.

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We enter into derivative instruments (primarily futures contracts) that are designed to hedge changes in the fair value of firm commitments to buy grains and hogs.

As of March 30, 2025, the notional volumes associated with open derivative instruments designated in fair value hedging relationships were as follows:

As of June 29, 2025, the notional volumes associated with open derivative instruments designated in fair value hedging relationships were as follows:

Volume Metric

2 unchanged sentences

Soybeans 530,000 Bushels

The carrying values of hedged firm commitments designated in fair value hedge relationships as of March 30, 2025 and December 29, 2024 were not material.

The carrying value of hedged firm commitments designated in fair value hedge relationships as of June 29, 2025 was $ 10 million.

The carrying value of hedged firm commitments designated in fair value hedge relationships as of December 29, 2024 was immaterial .

When the underlying inventories are acquired, the hedge relationship is discontinued and the fair value hedge adjustment is reclassified to inventories.

The amount of fair value hedge gains remaining in inventories for which hedge accounting has been discontinued was $ 1 million and $ 3 million as of March 30, 2025 and December 29, 2024, respectively.

The amount of fair value hedge gains remaining in inventories for which hedge accounting has been discontinued were immaterial as of June 29, 2025 and December 29, 2024.

Mark-to-Market Method

As of March 30, 2025, the notional volumes associated with open derivative instruments using the “mark-to-market” method were as follows:

As of June 29, 2025, the notional volumes associated with open derivative instruments using the “mark-to-market” method were as follows:

Volume Metric

Commodity contracts:

Lean hogs 41,742,000 Pounds

4 unchanged sentences

Diesel 1,008,000 Gallons

Derivative Impact on the Consolidated Statements of Income

Foreign currency contracts 27,138,589 U.S.

Derivative Impact on the Condensed Consolidated Statements of Income

The following table presents the effect of derivatives on the condensed consolidated statements of income for the periods indicated.

Three Months Ended

2025 March 31,

(in millions)

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions) (in millions)

Cash flow hedging — commodity contracts

$ ( 6 ) $ ( 14 ) $ ( 14 ) $ ( 12 )

Mark-to-market — commodity contracts

Total derivative loss recognized sales ( 2 ) ( 12 )

( 20 ) 9 ( 13 ) ( 4 )

Total derivative loss recognized in sales ( 25 ) ( 5 ) ( 27 ) ( 17 )

Cost of sales:

Cash flow hedging — commodity contracts

2 ( 9 ) 1 ( 13 )

Fair value hedging — commodity contracts:

1 unchanged sentence

Change in fair value of related hedged items 15 ( 5 ) 13 ( 4 )

Gain on closed derivatives (1)

Gain (loss) on closed derivatives (1)

Mark-to-market — commodity contracts

1 unchanged sentence

Selling, general and administrative expenses:

Mark to market - foreign exchange contracts

Total derivative gain (loss) $ 2 $ ( 16 )

Mark-to-market — foreign currency contracts

( 1 ) 1 ( 1 ) 2

Interest expense:

Cash flow hedging — interest rate contracts

— — ( 1 ) ( 1 )

Total derivative loss $ ( 23 ) $ ( 9 ) $ ( 22 ) $ ( 25 )

________________

(1) Represents the amount of fair value hedge adjustment applied to the carrying amount of hedged assets that is recognized in cost of sales as the underlying hedged assets are relieved from inventories and charged to cost of sales.

15 unchanged sentences

The Senior Revolving Credit Facility also contains financial maintenance covenants requiring us to maintain a maximum total consolidated leverage ratio (ratio of consolidated funded debt to consolidated capitalization, each as defined in the Senior Revolving Credit Facility) of 0.50 to 1.00 (which we may elect to increase to 0.55 to 1.00 with respect to any fiscal quarter in which a material acquisition is consummated and the immediately following three consecutive fiscal quarters, subject to certain restrictions) and a minimum interest coverage ratio (“ratio of earnings before interest, taxes, depreciation and amortization (“EBITDA”) to consolidated interest expense, each as defined in the Senior Revolving Credit Facility”) of 3.50 to 1.00.

Our Senior Revolving Credit Facility contains customary covenants, including, but not limited to, restrictions on our ability and that of our subsidiaries to merge and consolidate with other companies, incur indebtedness, grant liens or security interests on assets subject to their security interest, make acquisitions, loans, advances or investments, pay dividends, sell or otherwise transfer assets, optionally prepay or modify terms of any junior indebtedness or enter into transactions with affiliates, each subject to certain exceptions as set forth therein.

Our Senior Revolving Credit Facility contains customary covenants, including, but not limited to, restrictions on our ability and that of our subsidiaries to merge and consolidate with other companies, incur indebtedness, grant liens or security interests on assets subject to their security interest, or enter into transactions with affiliates, each subject to certain exceptions as set forth therein.

We are currently in compliance with the covenants under our Senior Revolving Credit Facility.

3 unchanged sentences

The SPV pledges all such accounts receivable not otherwise sold pursuant to the Monetization Facility (as defined below) as security for loans made, and letters of credit issued, by participating lenders under the Securitization Facility.

The SPV is included in our condensed consolidated financial statements and therefore the accounts receivable owned by

it are included in our condensed consolidated balance sheets.

The SPV is included in our condensed consolidated financial statements and therefore the accounts receivable owned by it are included in our condensed consolidated balance sheets.

However, the accounts receivable owned by the SPV are separate and distinct from our other assets and are not available to our other creditors should we become insolvent.

As of March 30, 2025, the SPV held $ 432 million of accounts receivable.

As of June 29, 2025, the SPV held $ 410 million of accounts receivable.

We must maintain certain ratios related to the collection of our receivables as a condition of the Securitization Facility agreement.

As of March 30, 2025, we had $ 22 million in letters of credit issued under the Securitization Facility.

As of June 29, 2025, we had $ 28 million in letters of credit issued under the Securitization Facility.

None of the letters of credit were drawn upon.

Monetization Facility

In addition to the Securitization Facility, we maintain an uncommitted $ 250 million accounts receivable monetization facility (“Monetization Facility”).

At Smithfield’s election and subject to the purchasing banks’ approval, certain accounts receivable may be sold by the SPV to purchasing banks, so long as the uncollected outstanding amount of accounts receivable sold pursuant to the Monetization Facility does not exceed $ 250 million in the aggregate at any time, among other limitations.

In the event of a sale, the purchasing banks assume all credit risk related to the receivables while we maintain risk associated with customer disputes.

We account for the sale of receivables to a purchasing bank by derecognizing the receivables from our condensed consolidated balance sheet upon transfer of control to the purchasing bank, and recognizing a discount on the sale in SG&A in the condensed consolidated statement of income.

In addition to the Securitization Facility, until July 22, 2025, we maintained an uncommitted $ 250 million accounts receivable monetization facility (“Monetization Facility”).

At Smithfield’s election and subject to the purchasing banks’ approval, certain accounts receivable were sold by the SPV to purchasing banks, so long as the uncollected outstanding amount of accounts receivable sold pursuant to the Monetization Facility did not exceed $ 250 million in the aggregate at any time, among other limitations.

In the event of a sale, the purchasing banks assumed all credit risk related to the receivables while we maintained risk associated with customer disputes.

We accounted for the sale

of receivables to a purchasing bank by derecognizing the receivables from our condensed consolidated balance sheet upon transfer of control to the purchasing bank, and recognized a discount on the sale in SG&A in the condensed consolidated statement of income.

The proceeds from the sale of receivables are included in net cash flows from operating activities in the condensed consolidated statement of cash flows.

On behalf of the purchasing banks, we continue to service all receivables sold under the Monetization Facility.

As of March 30, 2025, the uncollected balance of receivables that had been sold to purchasing banks was $ 240 million.

We had no servicing asset or liability outstanding as of March 30, 2025.

On behalf of the purchasing banks, we serviced all receivables sold under the Monetization Facility.

As of June 29, 2025, the uncollected balance of receivables that had been sold to purchasing banks was $ 232 million.

We had no servicing asset or liability outstanding as of June 29, 2025.

In the first quarter of 2023, we sold $ 227 million of accounts receivable at a discount and received proceeds totaling $ 225 million.

We reinvested $ 785 million and $ 821 million of cash collections from customers in the revolving sale of accounts receivable to purchasing banks in the three months ended March 30, 2025 and March 31, 2024, respectively.

We recognized charges totaling $ 3 million and $ 3 million in the first quarters of 2025 and 2024, respectively, attributable to the discount on the sale of accounts receivable in SG&A in the condensed consolidated statement of income.

Smithfield and certain other joint venture partners in Monarch joint and severally guarantee Monarch’s debt, interest and fees.

As of March 30, 2025, the maximum amount of loans that could be outstanding under Monarch’s debt agreements was $ 61 million and the loans mature in June 2025.

Monarch’s outstanding debt was $ 56 million as of March 30, 2025.

The guarantee involves elements of performance and credit risk and is not included in the condensed consolidated balance sheets.

We could become liable in connection with Monarch’s obligation depending on the ability of Monarch to perform on its obligation.

If we consider it probable that we will become responsible for the obligation, we would record the liability on our condensed consolidated balance sheet.

We reinvested $ 803 million and $ 774 million of cash collections from customers in the revolving sale of accounts receivable to purchasing banks in the three months ended June 29, 2025 and June 30, 2024, respectively and $ 1,829 million and $ 1,814 million in the six months ended June 29, 2025 and June 30, 2024, respectively.

We recognized charges totaling $ 3 million and $ 4 million in the second quarters of 2025 and 2024, respectively, and $ 6 million and $ 7 million in the first six months of 2025 and 2024, respectively, attributable to the discount on the sale of accounts receivable in SG&A in the condensed consolidated statement of income.

On July 22, 2025, we terminated the Monetization Facility.

The Monetization Facility originally was established to provide us with additional liquidity and working capital flexibility.

In light of our liquidity position and internal capital resources as of July 22, 2025, we determined that the Monetization Facility was no longer cost-effective or necessary.

There were no early termination penalties or other material exit costs incurred in connection with the termination of the Monetization Facility.

In the second quarter of 2025, we amended the term of approximately 700 contracts with independent farmers who raise our hogs.

These contracts include a lease component for the use of the farmers’ facilities.

The amended noncancellable term of the agreements is three years beginning in June 2025.

The contracts may be terminated by either party with three-years advance notice.

The incremental lease obligation associated with these agreements as of June 29, 2025 was $ 58 million, of which $ 13 million was recorded in current portion of operating lease obligations on the condensed consolidated balance sheet, with the remainder recorded in long-term operating lease obligations.

In June 2025, Monarch refinanced its debt, repaying a debt facility of up to $ 61 million that Smithfield and certain other joint ventures partners in Monarch had jointly and severally guaranteed.

Smithfield was released from the guaranty and no longer provides a guaranty of Monarch’s debt.

Our effective tax rate attributable to continuing operations increased to 24.6 % for the second quarter of 2025, compared to 18.2 % for the same period in 2024, and to 24.0 % for the first six months of 2025, compared to 20.5 % for the corresponding period in 2024.

These increases were primarily driven by the combined impact of increased profitability in the current year, a settlement with state tax authorities and the disallowance of certain officers’ compensation.

One Big Beautiful Bill

On July 4, 2025, the Tax Relief for American Families and Workers Act of 2025 (commonly referred to as the “One Big Beautiful Bill,” or “OBBB”) was signed into law.

This comprehensive legislation made several significant changes to federal tax law, including:

• Permanently reinstating 100% bonus depreciation and adding 100% bonus deprecation for real property placed in service after January 19, 2025 and used in production activity.

• Permanently reinstating the immediate expensing of research and development (“R&D”) in the U.S, which impacted years 2022 and beyond.

• Permanently restoring the EBITDA-based limitation for interest deduction under Section 163(j) of the IRS Tax Code.

We are in the process of evaluating the impact of the OBBB on our consolidated financial statements and will account for its effects in the third quarter of fiscal year 2025 — the period in which the OBBB was enacted.

PENSION AND OTHER RETIREMENT PLANS

The following table presents the components of the net periodic pension cost for the periods indicated.

Three Months Ended

March 30, 2025 March 31, 2024

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

10 unchanged sentences

The following table presents the changes in redeemable noncontrolling interests for our continuing operations for the periods presented.

Three Months Ended

March 30, 2025 March 31, 2024

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

(in millions)

Beginning balance $ 243 $ 260 $ 225 $ 246

Attribution of net income (loss) 4 ( 2 )

Attribution of net income — 3 4 2

Attribution of comprehensive income (loss) 16 ( 21 ) 15 ( 16 )

Dividends — ( 1 ) — ( 1 )

Adjustment to redemption value (1)

( 14 ) 23 1 34

Ending balance $ 245 $ 265 $ 245 $ 265

3 unchanged sentences

On January 17, 2025, the Company’s board of directors and shareholder approved a 380,069.232 -for-one stock split of its issued and outstanding shares of common stock, resulting in issued and outstanding shares of common stock of 380,069,232 , which was effected through filing of an amendment to the Company’s articles of incorporation on January 17, 2025.

As part of the amendment, the number of authorized shares of common stock was revised to 5,000,000,000 , the par value of which was not adjusted, and 100,000,000 shares of preferred stock were authorized.

As part of the amendment, the number of authorized shares of common stock was revised to

5,000,000,000 , the par value of which was not adjusted, and 100,000,000 shares of preferred stock were authorized.

All share and per share amounts for all periods presented in the accompanying financial statements have been adjusted retroactively to reflect this stock split.

10 unchanged sentences

The options and substantially all RSUs vest over a five year period, with 20 % vesting each year.

We recognized compensation expense totaling $2 million associated with these equity instruments in the first quarter of 2025.

Unrecognized compensation expense totaled $ 45 million as of March 30, 2025, which is expected to be recognized on a straight-line basis over the remaining vesting period of 4.8

We recognized compensation expense totaling $ 2 million and $ 4 million associated with these equity instruments during the three and six months ended June 29, 2025, respectively.

Unrecognized compensation expense totaled $ 42 million as of June 29, 2025, which is expected to be recognized on a straight-line basis over the remaining vesting period of 4.6 years.

No compensation expense was recognized for stock options and RSUs granted to directors and employees of WH Group.

1 unchanged sentence

Accumulated Other Comprehensive Loss

The following tables present the beginning and ending balances of accumulated other comprehensive gain (loss) by component.

Three Months Ended March 30, 2025

The following tables present the beginning and ending balances of accumulated other comprehensive loss by component.

Three Months Ended June 29, 2025

Foreign Currency Translation Pension Accounting Hedge Accounting Accumulated Other Comprehensive Loss

(in millions)

Balance, December 30, 2024 $ ( 8 ) $ ( 418 ) $ ( 26 ) $ ( 452 )

Other comprehensive loss, net of tax ( 1 ) 3 41 43

Balance, March 30, 2025 $ ( 9 ) $ ( 414 ) $ 15 $ ( 408 )

Three Months Ended March 31, 2024

Other comprehensive income (loss), net of tax 31 4 ( 58 ) ( 23 )

Balance, June 29, 2025 $ 21 $ ( 410 ) $ ( 43 ) $ ( 432 )

Three Months Ended June 30, 2024

Foreign Currency Translation Pension Accounting Hedge Accounting Accumulated Other Comprehensive Loss

(in millions)

Balance, December 31, 2023 $ ( 134 ) $ ( 373 ) $ 8 $ ( 500 )

Other comprehensive loss, net of tax ( 11 ) 3 ( 43 ) ( 51 )

Balance, March 31, 2024 $ ( 144 ) $ ( 370 ) $ ( 36 ) $ ( 550 )

Other comprehensive income (loss), net of tax ( 60 ) 3 62 5

Balance, June 30, 2024 $ ( 205 ) $ ( 367 ) $ 27 $ ( 545 )

Six Months Ended June 29, 2025

Foreign Currency Translation Pension Accounting Hedge Accounting Accumulated Other Comprehensive Loss

(in millions)

Balance, December 30, 2024 $ ( 8 ) $ ( 418 ) $ ( 26 ) $ ( 452 )

Other comprehensive income (loss), net of tax 30 7 ( 17 ) 20

Balance, June 29, 2025 $ 21 $ ( 410 ) $ ( 43 ) $ ( 432 )

Six Months Ended June 30, 2024

Foreign Currency Translation Pension Accounting Hedge Accounting Accumulated Other Comprehensive Loss

(in millions)

Balance, December 31, 2023 $ ( 134 ) $ ( 373 ) $ 8 $ ( 500 )

Other comprehensive income (loss), net of tax ( 71 ) 7 19 ( 46 )

Balance, June 30, 2024 $ ( 205 ) $ ( 367 ) $ 27 $ ( 545 )

Other Comprehensive Income (Loss)

1 unchanged sentence

Three Months Ended

March 30, 2025 March 31, 2024

June 29, 2025 June 30, 2024

Before Tax Tax After Tax Before Tax Tax After Tax

8 unchanged sentences

Gains (losses) arising during the period ( 82 ) 21 ( 61 ) 61 ( 16 ) 46

(Gains) losses reclassified to sales 9 ( 2 ) 6 ( 1 ) — ( 1 )

Losses reclassified to cost of sales 2 — 1 4 ( 1 ) 3

Losses reclassified to sales 6 ( 1 ) 4 14 ( 4 ) 10

(Gains) losses reclassified to cost of sales ( 2 ) 1 ( 2 ) 9 ( 2 ) 7

Total other comprehensive income (loss) from continuing operations $ ( 27 ) $ 19 $ ( 8 ) $ 28 $ ( 23 ) $ 5

4 unchanged sentences

Total other comprehensive loss from discontinued operations $ — $ — $ — $ ( 21 ) 0 $ — 0 $ ( 21 )

Total other comprehensive loss $ ( 27 ) $ 19 $ ( 8 ) $ 7 $ ( 23 ) $ ( 16 )

Other comprehensive income (loss) attributable to noncontrolling interest 16 — 16 ( 21 ) — ( 21 )

Other comprehensive income (loss) attributable to Smithfield $ ( 42 ) $ 19 $ ( 23 ) $ 28 $ ( 23 ) $ 5

________________

(1) We consider the earnings in our non-U.S.

subsidiaries to be indefinitely reinvested, and accordingly, record no deferred income taxes on such amounts.

The three months ended June 29, 2025 and June 30, 2024 included $ 16 million of translation gains and $ 21 million of translation losses, respectively, attributable to noncontrolling interests, which are included in redeemable noncontrolling interests on the condensed consolidated balance sheet.

Six Months Ended

June 29, 2025 June 30, 2024

Before Tax Tax After Tax Before Tax Tax After Tax

(in millions)

Continuing operations:

Foreign currency translation:

Translation gains (losses) (1)

$ 45 $ — $ 45 $ ( 46 ) 0 $ — $ ( 46 )

Retirement benefits:

Amortization of actuarial losses, prior service credits and curtailment gains reclassified to non-operating (gains) losses

10 ( 2 ) 7 9 ( 2 ) 7

Losses arising during the period ( 38 ) 10 ( 28 ) — — —

Losses reclassified to sales 14 ( 4 ) 11 12 ( 3 ) 9

(Gains) losses reclassified to cost of sales ( 1 ) — ( 1 ) 13 ( 3 ) 10

Losses reclassified to interest expense 1 — 1 1 — 1

Total other comprehensive gain (loss) from continuing operations $ 32 $ 4 $ 35 $ ( 10 ) $ ( 9 ) $ ( 19 )

Discontinued operations:

Foreign currency translation:

Translation losses (1)

$ — $ — $ — $ ( 41 ) $ — $ ( 41 )

Gains reclassified to sales — — — ( 1 ) — ( 1 )

Total other comprehensive loss from discontinued operations $ — $ — $ — $ ( 42 ) $ — $ ( 42 )

Total other comprehensive income (loss)

$ 32 $ 4 $ 35 $ ( 52 ) $ ( 9 ) $ ( 61 )

Other comprehensive income attributable to noncontrolling interest — — — 5 — 5

Other comprehensive income (loss) attributable to noncontrolling interest 15 — 15 ( 16 ) — ( 16 )

Other comprehensive income (loss) attributable to Smithfield $ 16 $ 4 $ 20 $ ( 37 ) $ ( 9 ) $ ( 46 )

2 unchanged sentences

subsidiaries to be indefinitely reinvested, and accordingly, record no deferred income taxes on such amounts.

The three months ended March 31, 2024 included $ 5 million of translation gains attributable to noncontrolling interests, which are included in redeemable noncontrolling interests on the condensed consolidated balance sheet.

The six months ended June 29, 2025 and June 30, 2024 included $ 15 million of translation gains and $ 15 million of translation losses, respectively, attributable to noncontrolling interests, which are included in redeemable noncontrolling interests on the condensed consolidated balance sheet.

EARNINGS PER SHARE

4 unchanged sentences

The following table provides the weighted-average shares used in the denominator for those computations.

Three Months Ended

March 30, 2025 March 31, 2024

Three Months Ended Six Months Ended

2025 June 30,

2024 June 29,

2025 June 30,

Basic weighted-average shares outstanding 393,112,711 380,069,232 390,962,687 380,069,232

3 unchanged sentences

__________________

(1) Approximately 5.3 million stock options were excluded from the computation of diluted weighted-average shares outstanding for the three months ended March 30, 2025 because their effect would have been anti-dilutive.

(1) Approximately 7.7 million and 6.5 million stock options were excluded from the computation of diluted weighted-average shares outstanding for the three and six months ended June 29, 2025, respectively, because their effect would have been anti-dilutive.

FAIR VALUE MEASUREMENTS

19 unchanged sentences

The following tables set forth, by level within the fair value hierarchy, our financial assets and liabilities, including assets held in a rabbi trust used to fund our non-qualified defined benefit plan, that were measured at fair value on a recurring basis.

March 30, 2025 December 29, 2024

June 29, 2025 December 29, 2024

Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total

(in millions)

Commodity contracts $ 38 $ 9 $ — $ 47 $ 9 $ 6 $ — $ 15

Commodity derivative contracts $ 5 $ 8 $ — $ 13 $ 9 $ 6 $ — $ 15

Mutual funds (1)

2 unchanged sentences

Total $ 72 $ 118 $ — $ 200 $ 83 $ 110 $ — $ 202

Commodity contracts 5 6 — 11 32 12 — 44

Commodity derivative contracts $ 64 $ 26 $ — $ 90 $ 32 $ 12 $ — $ 44

Total $ 64 $ 26 $ — $ 91 $ 32 $ 12 $ — $ 44

15 unchanged sentences

that is, the assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, for example, when there is evidence of impairment.

For the three months ended March 30, 2025 and March 31, 2024, respectively, we had no significant assets or liabilities that were measured and recorded at fair value on a nonrecurring basis after initial recognition.

For the three and six months ended June 29, 2025 and June 30, 2024, we had no significant assets or liabilities that were measured and recorded at fair value on a nonrecurring basis after initial recognition.

Redeemable Noncontrolling Interest

7 unchanged sentences

The following table provides the significant unobservable level 3 inputs used in the valuation.

Unobservable Inputs March 30, 2025 December 29, 2024

Unobservable Inputs June 29, 2025 December 29, 2024

Weighted-average cost of capital 10 % 9 %

6 unchanged sentences

The following table presents the fair value and carrying value of total debt.

March 30, 2025 December 29, 2024

June 29, 2025 December 29, 2024

Fair Value Carrying Value Fair Value Carrying Value

9 unchanged sentences

We perform periodic credit evaluations of our customers’ financial condition and generally do not require collateral.

As of March 30, 2025, we had accounts and notes receivable from Murphy Family Farms totaling $ 195 million.

This balance is secured by the breeding stock and inventories owned by Murphy Family Farms.

We have an agreement to purchase 3.2 million market hogs annually from Murphy Family Farms, which further mitigates our exposure to potential credit risk.

As of June 29, 2025, we had accounts and notes receivable from Murphy Family Farms and VisionAg totaling $ 225 million and $ 42 million, respectively.

A portion of these balances are secured by the breeding stock and inventories owned by Murphy Family Farms and VisionAg.

We have an agreement to purchase 3.2 million and 600,000 market hogs annually from Murphy Family Farms and VisionAg, respectively, which further mitigates our exposure to potential credit risk.

Our derivative counterparties primarily consist of financial institutions that are investment grade.

A portion of our financial instruments are exchange traded derivative contracts held with brokers and counterparties with whom we maintain margin accounts that are settled on a daily basis, thereby limiting our credit exposure to non-exchange traded derivatives.

Determination of the credit quality of our counterparties is based upon a number of factors, including credit ratings and our evaluation of their financial condition.

As of March 30, 2025, we had gross credit exposure of $ 6 million on non-exchange traded derivative contracts.

After taking into account the effect of netting arrangements, we had $ 2 million of credit exposure on non-exchange traded derivative contracts.

Determination of the credit quality of our counterparties is based upon a number of factors,

including credit ratings and our evaluation of their financial condition.

As of June 29, 2025, we had gross credit exposure of $ 7 million on non-exchange traded derivative contracts.

After taking into account the effect of netting arrangements, we had no credit exposure on non-exchange traded derivative contracts.

REGULATION AND CONTINGENCIES

7 unchanged sentences

In addition, individuals may initiate litigation against us.

As of March 30, 2025 and December 29, 2024, we had contingent liabilities totaling $ 141 million in accrued expenses and other current liabilities on the condensed consolidated balance sheets related to litigation matters, including those described below.

We did not record any significant charges for litigation matters in the three months ended March 30, 2025 and March 31, 2024, respectively.

As of June 29, 2025 and December 29, 2024, we had contingent liabilities totaling $ 194 million and $ 141 million, respectively, in accrued expenses and other current liabilities on the condensed consolidated balance sheets related to litigation matters, including those described below.

We recorded charges of $ 80 million in the three and six months ended June 29, 2025 for litigation matters, including those described below, in SG&A in the condensed consolidated statements of income.

We did not record any significant charges for litigation matters in the three and six months ended June 30, 2024.

These matters will not affect our profits or losses in future periods unless our accruals prove to be insufficient or excessive.

7 unchanged sentences

In all of these cases, the plaintiffs alleged that starting in 2009 and continuing through at least June of 2018, the defendant pork producers agreed to reduce the supply of hogs in the U.S.

to raise the price of hogs and all pork products.

in order to raise the price of hogs and all pork products.

The plaintiffs in all of these cases also challenged the defendant pork producers’ use of benchmarking reports from defendant Agri Stats, Inc., alleging that the reports allowed the pork producers to share proprietary information and monitor each producer’s compliance with the supposed agreement to reduce supply.

6 unchanged sentences

The Company has settled all of these cases.

In July 2025, the Company received a civil investigative demand from the Attorney General for the state of Washington seeking information related to this antitrust litigation.

The Company intends to vigorously defend against the remaining claims.

3 unchanged sentences

District Court for the District of Colorado alleging wage-fixing violations in the red meat industry.

The plaintiffs allege that the defendants, most of whom operate beef or pork processing plants, conspired to suppress wages paid to plant workers in the U.S.

The plaintiffs allege that the

defendants, most of whom operate beef or pork processing plants, conspired to suppress wages paid to plant workers in the U.S.

in violation of the antitrust laws.

5 unchanged sentences

On April 5, 2024, the remaining defendants moved to dismiss the amended complaint.

On March 26, 2025, the court granted in part defendants’ motion to dismiss the amended complaint and held that certain of plaintiffs’ new allegations are barred by the statute of limitations, Defendants’ answers to the remaining claims are due on May 9, 2025.

On March 26, 2025, the court granted in part defendants’ motion to dismiss the amended complaint and held that certain of plaintiffs’ new allegations are barred by the statute of limitations.

We filed our answers to the amended complaint on May 9, 2025.

The parties have commenced discovery.

We intend to vigorously defend against these claims.

19 unchanged sentences

(1) the claim under the “Most-Favored-Nation Provision,” (2) the claim that Smithfield failed to purchase Maxwell’s entire output of hogs since April 2020, and (3) the claim that from time to time, Smithfield would calculate Maxwell’s payment for a delivery of hogs using an average of the preceding week’s weight rather than the actual weights of the hogs being delivered.

The parties filed cross-motions for summary judgment and related motions to exclude expert testimony, which were fully briefed on November 17, 2023.

The parties filed cross-motions for summary judgment, and on December 30, 2024, the Business Court entered an order and opinion on the parties’ motions for summary judgment.

The parties filed cross-motions for summary judgment, and on December 30, 2024, the Business Court entered an order and opinion on those motions.

The Business Court held that:

2 unchanged sentences

and (3) Maxwell’s claim that Smithfield breached the pricing term of the parties’ contract by using live-weight pricing shall proceed to trial based on the allegation that Smithfield did not pay the correct live- weight price for certain deliveries, but not based on the allegation that use of live-weight pricing itself breaches the contract.

The Business Court has set a trial date of June 9, 2025.

We intend to vigorously defend against the remaining claims.

The Business Court set a trial date of June 9, 2025, which was subsequently canceled.

On June 30, 2025, the parties filed a stipulation dismissing with prejudice all claims and counterclaims in the action, ending the litigation.

Insurance Claims

We maintain comprehensive general liability and property insurance, including business interruption insurance, with loss limits that we believe provide substantial and broad coverage for potential losses.

In the first quarter of 2025, we settled an insurance claim and received proceeds of $ 6 million in connection with a fire that occurred at our Tar Heel, North Carolina rendering facility in 2021.

We classified $ 4 million of the proceeds in investing activities in the condensed consolidated statements of cash flows with the remainder in operating activities.

The gain was recognized in operating gains in the condensed consolidated statements of income in the first quarter of 2025.

In the second quarter of 2025, we settled a claim against an insurance carrier and received $ 29 million in proceeds for the recovery of losses we incurred in connection with past litigation.

As a result, we recognized a $ 29 million gain on the insurance recovery in the second quarter of 2025.

The gain was recognized in operating gains in the condensed consolidated statement of income and we classified the proceeds in operating activities in the condensed consolidated statement of cash flows in the second quarter of 2025.

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

What changed 10-Q

Item 1. Financial Statements