What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2023-06-20 compared with 2022-06-16 · 145 added, 118 removed, 189 unchanged (58% of the section changed)

Smucker Company (“Company,” “registrant,” “we,” “us,” or “our”), often referred to as Smucker’s (a registered trademark), was established in 1897 and incorporated in Ohio in 1921.

We operate principally in one industry, the manufacturing and marketing of branded food and beverage products on a worldwide basis, although the majority of our sales are in the U.S.

Our operations outside the U.S.

are principally in Canada, although products are exported to other countries as well.

We operate principally in one industry, the manufacturing and marketing of branded food and beverage products on a worldwide basis, although the majority of our sales are in the United States (the “U.S.”).

Operations outside the U.S.

are principally in Canada, although our products are exported to other countries as well.

Net sales outside the U.S., subject to foreign currency translation, represented 5 percent of consolidated net sales for 2023.

9 unchanged sentences

Reportable Segments.

On April 28, 2023, we sold certain pet food brands to Post Holdings, Inc.

The transaction included the Rachael Ray ® Nutrish ® , 9Lives ® , Kibbles ’n Bits ® , Nature’s Recipe ® , and Gravy Train ® brands, as well as our private label pet food business, inclusive of certain trademarks and licensing agreements, manufacturing and distribution facilities in Bloomsburg, Pennsylvania, manufacturing facilities in Meadville, Pennsylvania and Lawrence, Kansas, and approximately 1,100 employees who supported these pet food brands.

Under our ownership, these brands generated net sales of $1.5 billion in 2023, and $1.4 billion in both 2022 and 2021, primarily included in the U.S.

Retail Pet Foods segment.

On January 31, 2022, we sold the natural beverage and grains businesses to Nexus Capital Management LP (“Nexus”).

12 unchanged sentences

The transaction included pet food products sold under the Natural Balance brand, certain trademarks and licensing agreements, and select employees who supported the Natural Balance business.

Under our ownership, the business generated net sales of $156.7 and $222.8 in 2021 and 2020, respectively, included in the U.S.

Under our ownership, the business generated net sales of $156.7 in 2021, included in the U.S.

Retail Pet Foods segment.

3 unchanged sentences

and Canada, certain trademarks and licensing agreements, dedicated manufacturing and warehouse facilities located in Cincinnati, Ohio, and approximately 160 employees who supported the Crisco business.

Under our ownership, the business generated net sales of $198.9 and $269.2 in 2021 and 2020, respectively, primarily included in the U.S.

Under our ownership, the business generated net sales of $198.9 in 2021, primarily included in the U.S.

Retail Consumer Foods segment.

2 unchanged sentences

Principal Products:

Our principal products as of April 30, 2022, are coffee, cat food, pet snacks, dog food, peanut butter, frozen handheld products, fruit spreads, portion control products, juices and beverages, as well as baking mixes and ingredients.

In 2023, our principal products were coffee, cat food, pet snacks, dog food, frozen handheld products, peanut butter, fruit spreads, portion control products, as well as baking mixes and ingredients.

Product sales information for the years 2023, 2022, and 2021 is included within Note 4:

Reportable Segments.

retail market segments, our products are primarily sold through a combination of direct sales and brokers to food retailers, club stores, discount and dollar stores, online retailers, pet specialty stores, natural foods stores and distributors, drug stores, military commissaries, and mass merchandisers.

retail market segments, our products are primarily sold through a combination of direct sales and brokers to food retailers, club stores, discount and dollar stores, online retailers, pet specialty stores, drug stores, military commissaries, mass merchandisers, and natural foods stores and distributors.

In International and Away From Home, our products are distributed domestically and in foreign countries through retail channels and foodservice distributors and operators (e.g., health care operators, restaurants, lodging, hospitality, offices, K-12, colleges and universities, and convenience stores).

1 unchanged sentence

The raw materials used in each of our segments are primarily commodities, agricultural-based products, and packaging materials.

Green coffee, peanuts, protein meals, oils and fats, grains, sweeteners, fruit, and other ingredients are obtained from various suppliers.

The availability, quality, and costs of many of these

commodities have fluctuated, and may continue to fluctuate over time, partially driven by the novel coronavirus (“COVID-19”) pandemic.

Green coffee, protein meals, peanuts, grains, plastic containers, oils and fats, fruit, and other ingredients are obtained from various suppliers.

The availability, quality, and costs of many of these commodities have fluctuated, and may continue to fluctuate over time, partially driven by the elevated commodity and supply chain costs we experienced in 2023.

We actively monitor changes in commodity and supply chain costs, and to mitigate the fluctuation of costs, we may be required to implement material price increases or decreases across our business.

Futures, basis, options, and fixed price contracts are used to manage price volatility for a significant portion of our commodity costs.

Green coffee, along with certain other raw materials, is sourced solely from foreign countries and its supply and price is subject to high volatility due to factors such as weather, global supply and demand, plant disease, investor speculation, and political and economic conditions in the source countries.

Green coffee, along with certain other raw materials, is sourced solely from foreign countries, and its supply and price is subject to high volatility due to factors such as weather, global supply and demand, product scarcity, plant disease, investor speculation, armed hostilities (including the ongoing conflict between Russia and Ukraine), changes in governmental agricultural and energy policies and regulation, and political and economic conditions in the source countries.

We source peanuts, protein meals, and oils and fats mainly from North America.

The principal packaging materials we use are plastic, glass, metal cans, caps, carton board, and corrugate.

For additional information on the commodities we purchase, see “Commodities Overview” within Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Annual Report on Form 10-K.

Raw materials are generally available from numerous sources, although we have elected to source certain plastic packaging materials and finished goods, such as K-Cup ® pods, our Pup-Peroni ® dog snacks, and liquid coffee, from single sources of supply pursuant to long-term contracts.

Raw materials are generally available from numerous sources, although we have elected to source certain plastic packaging materials for our Folgers ® coffee products, as well as our Jif ® peanut butter, and certain finished goods, such as K-Cup ® pods, our Pup-Peroni ® dog snacks, and liquid coffee, from single sources of supply pursuant to long-term contracts.

While availability may vary year-to-year, we believe that we will continue to obtain adequate supplies and that alternatives to single-sourced materials are available.

2 unchanged sentences

Trademarks and Patents :

Many of our products are produced and sold under various patents or patents pending, and marketed under trademarks owned or licensed by us or one of our subsidiaries.

Many of our products are produced and sold under various patents and patents pending, and marketed under trademarks owned or licensed by us or one of our subsidiaries.

Our major trademarks as of April 30, 2023, are listed below.

Primary Reportable Segment Major Trademark

Retail Pet Foods Meow Mix ® , Rachael Ray ® Nutrish ® , Milk-Bone ® , 9Lives ® , Kibbles ‘n Bits ® , Pup-Peroni, and Nature’s Recipe ®

Retail Pet Foods Meow Mix ® , Milk-Bone ® , Pup-Peroni ® , and Canine Carry Outs ®

Retail Coffee Folgers ® , Dunkin’ ® , and Café Bustelo ®

Retail Consumer Foods Uncrustables ® , Jif ® , and Smucker’s ®

Smucker’s and Folgers

Smucker’s, Folgers, and Uncrustables

(A) Represents the combined International and Away From Home operating segments.

Dunkin’ is a trademark of DD IP Holder LLC for packaged coffee products, including K-Cup ® pods, sold in retail channels such as grocery stores, mass merchandisers, club stores, e-commerce, and drug stores.

Information included in this document does not pertain to coffee or other products for sale in Dunkin’ restaurants.

The terms of the Dunkin’ license includes the payment of royalties to an affiliate of DD IP Holder LLC and other financial commitments by the Company.

The Dunkin’ license is in effect until January 1, 2039.

Dunkin’ is a trademark of DD IP Holder LLC used under three licenses (the “Dunkin’ Licenses”) for packaged coffee products, including K-Cup ® pods, sold in retail channels, such as grocery stores, mass merchandisers, club stores, e-commerce, and drug stores, as well as in certain away from home channels.

The Dunkin’ Licenses do not pertain to coffee or other products for sale in Dunkin’ restaurants.

The terms of the Dunkin’ Licenses include the payment of royalties to an affiliate of DD IP Holder, LLC and other financial commitments by the Company.

The Dunkin’ Licenses are in effect until January 1, 2039.

Keurig ® and K-Cup ® are trademarks of Keurig Green Mountain, Inc.

(“Keurig”), used with permission.

We utilize Rachael Ray’s image and likeness and related Rachael Ray trademarks for premium pet food and pet snacks under an exclusive license which expires in 2063.

The terms of the license include the payment of royalties to The Rachael Ray Foundation.

Rachael Ray is a trademark of Ray Marks II LLC.

In addition, we and our subsidiaries license the use of several other trademarks, none of which are individually material to our business.

Slogans or designs considered to be important trademarks include, without limitation, “ With A Name Like Smucker’s, It Has To Be Good ® , ” “ The Best Part of Wakin’ Up Is Folgers In Your Cup ® , ” “ Choosy Moms Choose Jif ® , ” “ That Jif’ing Good TM , ” “ The Only One Cats Ask For By Name ® , ” the Smucker’s banner, the Crock Jar shape, the Gingham design, the Jif Color Banner design, the Café Bustelo Angelina design, and the Milk-Bone , Meow Mix , and 9Lives logos.

We own many patents worldwide in addition to proprietary trade secrets, technology, know-how processes, and other intellectual property rights that are not registered.

We own many patents worldwide in addition to utilizing proprietary trade secrets, technology, know-how processes, and other intellectual property rights that are not registered.

We consider all of our owned and licensed intellectual property, taken as a whole, to be essential to our business.

3 unchanged sentences

Sales to Walmart Inc.

and subsidiaries amounted to 34 percent of net sales in 2022 and 32 percent of net sales in both 2021 and 2020.

and subsidiaries amounted to 34 percent of net sales in both 2023 and 2022, and 32 percent of net sales in 2021.

These sales are primarily included in our U.S.

7 unchanged sentences

We are the branded market leader in the coffee, dog snacks, peanut butter, and fruit spreads categories in the U.S.

In Canada, we are the branded market leader in the pickles, flour, fruit spreads, canned milk, and ice cream toppings categories.

Our business is highly competitive as all of our brands compete for retail shelf space with other branded products as well as private label products.

In Canada, we are the branded market leader in the flour, pickles, fruit spreads, canned milk, and ice cream toppings categories.

Our business is highly competitive as all of our brands compete with other branded products as well as private label products.

In order to remain competitive, companies in the food industry need to consider emerging consumer preferences, technological advances, product and packaging innovations, and the growth of certain retail channels, such as the

1 unchanged sentence

The primary ways in which products and brands are distinguished are brand recognition, product quality, price, packaging, new product introductions, nutritional value, convenience, advertising, promotion, and the ability to identify and satisfy consumer preferences.

Positive factors pertaining to our competitive position include well-recognized brands, high-quality products, consumer trust, experienced brand and category management, a single national grocery broker in the U.S., varied product offerings, product innovation, good customer service, and an integrated distribution network.

The packaged foods industry has been challenged by a general decline in sales volume in the center of the store.

However, there has been a recent increase in sales primarily driven by changes in consumer behaviors, including employees working at home more frequently as a result of the pandemic.

Positive factors pertaining to our competitive position include well-recognized brands, high-quality products, consumer trust, experienced brand and category management, varied product offerings, product innovation, responsive customer service, and an integrated distribution network.

The packaged foods industry has been challenged by a general long-term decline in sales volume in the center of the store.

However, there has been an increase in sales primarily driven by changes in consumer behaviors, including employees working at home more frequently as a result of the novel coronavirus (“COVID-19”) pandemic.

Certain evolving consumer trends have contributed to the longer-term decline, such as a heightened focus on health and wellness, an increased desire for fresh foods, and the growing impact of social media and e-commerce on consumer behavior.

To address these dynamics, we continue to focus on innovation with an increased emphasis on products that satisfy evolving consumer trends.

In addition, private label continues to be a competitor in many of the categories in which we compete, partially due to improvements in private label quality and the increased emphasis of store brands by retailers in an effort to cultivate customer loyalty.

In addition, private label continues to be a competitor in the categories in which we compete, partially due to improvements in private label quality, the increased emphasis of store brands by retailers in an effort to cultivate customer loyalty, and a movement toward lower-priced offerings during economic downturns or instances of increased inflationary pressures.

In our total U.S.

5 unchanged sentences

Retail Pet Foods

Mainstream pet food Meow Mix, 9Lives, and Kibbles ‘n Bits

Dog Chow (A) , Beneful, Cat

Chow (A) , Friskies, Kit & Kaboodle,

Mainstream cat food Meow Mix Cat Chow (A) , Friskies, Kit & Kaboodle,

and Fancy Feast

Nestlé Purina PetCare Company

Pedigree, Iams, and Sheba

Iams and Sheba

Mars, Incorporated

Pet snacks Milk-Bone (A) and Pup-Peroni

Pet snacks Milk-Bone (A) , Pup-Peroni, and Canine Carry Outs

Beggin’ Strips Nestlé Purina PetCare Company

Nudges General Mills, Inc.

Blue Buffalo and Nudges

General Mills, Inc.

Dentastix and Greenies

Mars, Incorporated

Premium pet food Rachael Ray Nutrish and Nature’s Recipe

Blue Buffalo (A)

General Mills, Inc.

Nutro Mars, Incorporated

Hill’s Hill’s Pet Nutrition, Inc.

Pro Plan, ONE, and Merrick

Nestlé Purina PetCare Company

Private label brands Various

Retail Coffee

7 unchanged sentences

Single serve coffee - K-Cup ®

Dunkin’, Folgers, Café Bustelo , and 1850 ®

Dunkin’, Folgers, and Café Bustelo

Private label brands Various

Green Mountain Coffee (A) , Donut Shop, and McCaf é

Starbucks Nestlé S.A.

Private Label Brands Various

Peet’s Coffee & Tea JDE Peet’s N.V.

Maxwell House and Gevalia

The Kraft Heinz Company

Premium coffee Dunkin’ and 1850

Starbucks (A) and Seattle’s Best Coffee

Peet’s Coffee & Tea JDE Peet’s N.V.

Premium coffee Dunkin' Starbucks (A) and Seattle’s Best Coffee

Private label brands Various

Peet’s Coffee & Tea JDE Peet’s N.V.

Eight O’Clock Tata Global Beverages Limited

Community Coffee Community Coffee Company

Gevalia The Kraft Heinz Company

4 unchanged sentences

Nutella Ferrero SpA

Peter Pan Post Holding, Inc.

Peter Pan Post Holdings, Inc.

Fruit spreads Smucker’s (A)

11 unchanged sentences

Foodservice portion control Smucker’s and Jif

Private Label Brands Various

Private label brands Various, including Diamond Crystal Brands

Heinz, Welch’s, and Private Label Brands

1 unchanged sentence

Foodservice frozen handheld Smucker’s Uncrustables Hot Off the Grill Integrated Food Service

Classic Delight Classic Delight Inc.

Canada coffee Folgers Tim Hortons (A)

7 unchanged sentences

Government Regulations:

Our operations are subject to various regulations and laws administered by federal, state, and local government agencies in the U.S., including the Food and Drug Administration, Federal Trade Commission, Departments of Labor, Commerce, and Agriculture, Environmental Protection Agency, and Occupational Safety and Health Administration.

Our operations are subject to various regulations and laws administered by federal, state, and local government agencies in the U.S., including the U.S.

Food and Drug Administration (the “FDA”), U.S.

Federal Trade Commission, U.S.

Departments of Agriculture, Commerce, and Labor, and U.S.

Environmental Protection Agency.

Additionally, we are subject to regulations and laws administered by government agencies in Canada and other countries in which we have operations and our products are sold.

In particular, the manufacturing, marketing, packaging, labeling, transportation, storage, distribution, and sale of food products are each subject to governmental regulation, encompassing such matters as ingredients, pricing, advertising, relations with distributors and retailers, health, safety, data privacy and security, anti-corruption, and the environment.

Additionally, we are subject to tax and securities regulations, accounting and reporting standards, and other financial laws and regulations.

We rely on legal and operational compliance programs, including in-house and outside counsel, to guide our businesses in complying with applicable laws and regulations of the countries in which we do business.

In particular, the manufacturing, marketing, transportation, storage, distribution, and sale of food products are each subject to governmental regulation that is increasingly extensive.

Governmental regulation encompasses such matters as ingredients (including whether a product contains bioengineered ingredients), packaging, labeling, pricing, advertising, relations with distributors and retailers, health, safety, data privacy and security, and anti-corruption, as well as an increased focus regarding environmental policies relating to climate change, regulating greenhouse gas emissions, energy policies, and sustainability, including single-use plastics.

We are subject to tax and securities regulations, accounting and reporting standards, and other financial laws and regulations.

We rely on legal and operational compliance programs, including in-house and outside counsel, to guide our business in complying with applicable laws and regulations of the countries in which we do business.

We believe we are in compliance with such laws and regulations and do not expect continued compliance to have a material impact on our capital expenditures, earnings, or competitive position in 2024.

Environmental Matters:

Compliance with environmental regulations and prioritizing our environmental sustainability efforts are important to us as a good corporate citizen.

As such, we have public goals related to waste diversion, water usage intensity reduction, greenhouse gas emissions intensity reduction, and sustainable packaging.

In support of our commitment to environmental sustainability, we have implemented and manage a variety of programs across our operations, including energy optimization, utilization of renewable energy, water conservation, recycling, and partnerships with farmers who implement sustainable practices.

Compliance with environmental regulations and prioritizing our environmental sustainability efforts are important to us as a responsible corporate citizen.

As such, we have public goals related to waste diversion, water usage, energy usage, greenhouse gas emissions, and sustainable packaging.

In support of our commitment to environmental sustainability, we have implemented and manage a variety of programs across our operations, including energy optimization, utilization of renewable energy, water conservation, recycling, and, in our supply chains, we have partnerships with farmers who implement sustainable practices.

We continue to evaluate and modify our processes to further limit our impact on the environment.

1 unchanged sentence

Our values and principles are rooted in our Basic Beliefs and serve as the foundation for our strategic and daily decisions.

As demonstrated by our Basic Beliefs of Quality , People , Ethics , Growth , and Independence , we are committed to supporting our employees holistically, both personally and professionally.

With approximately 6,700 full-time employees worldwide, every employee makes a difference to our Company.

With 2023 marking our 125 th year in business, we updated and strengthened the language of our Basic Beliefs to be as clear, concise, and actionable as possible.

While we are incredibly proud of our past, we believe strongly in the concept of working to be better tomorrow than we are today, which is why we evolved our Basic Beliefs during 2023, to Be Bold, Be Kind, Do the Right Thing, Play to Win, and Thrive Together.

Our employees are among our most important resources and are critical to our success as a company.

Therefore, we are committed to supporting our employees holistically, both personally and professionally.

With almost 5,800 full-time employees worldwide, every employee makes a difference to our Company.

We believe it is critical that we have an inclusive and diverse environment and that we take proactive steps to ensure we are enabling our employees to reach their full potential.

In order to hold ourselves accountable, we conduct an employee engagement survey every two to three years to provide an opportunity for open and confidential feedback from our employees and to identify opportunities for improvement.

Additionally, we conduct pulse surveys as needed to gain additional information based on responses to the larger engagement survey and other topics that may be immediately applicable.

Employees also have the opportunity to anonymously report violations to the Commitment to Integrity:

Our Code (“Code of Conduct”) or complaints regarding accounting, auditing, and financial-related matters through our Smucker Voice Line, which is managed by an independent third-party service provider.

To hold ourselves accountable, we conduct an employee engagement survey annually to provide an opportunity for open and confidential feedback from our employees and to help guide our organization priorities for the upcoming fiscal year.

Additionally, we conduct functional pulse surveys as needed to gain additional information based on responses to the larger engagement survey, or in sub-groups of our employee population where a specific topic or question may be needed.

These surveys are supplemented by regular Company Town Halls, which help to foster an environment of transparency and two-way communication.

Employees also have the opportunity to anonymously report violations of the Commitment to Integrity:

Our Code (“Code of Conduct”) or complaints regarding accounting, auditing, and financial-related matters through our Smucker Voice Line – the Integrity Portal (“Portal”).

The Portal also can be utilized by customers, contractors, vendors, and their employees, as well as any others in a business relationship with our Company.

To further support our commitment to ethics and our basic belief, Do the Right Thing , our employees were also asked to participate in an Ethics and Compliance Survey in 2023, to help us understand our strengths and identify opportunities for future ethics and compliance programs and training.

We conduct this assessment on a biennial basis.

Additional information regarding our human capital management is available in our 2022 Corporate Impact Report that can be found on our website at www.jmsmucker.com/news-stories/corporate-publications.

1 unchanged sentence

Health and Wellness:

Maintaining a safe and healthy workplace is among our top priorities.

Maintaining a safe and healthy workplace is among our top priorities and is aligned with our basic belief, Do the Right Thing .

We are diligent in ensuring workforce health and safety through education and training which is provided at all locations.

These efforts resulted in our achievement of a total recordable incident rate during 2023, that is three times below the industry average.

Further, we have maintained an unwavering commitment to supporting the health and well-being of our employees during the COVID-19 pandemic.

We have implemented extensive safety and sanitation measures to help ensure employee health and well-being, encouraged remote work for all who are able, and introduced protocols in our manufacturing facilities to allow for appropriate social distancing and protection of our employees.

During the second half of 2022, COVID-19 cases began to trend downward, and consistent with national and local health department direction, certain pandemic related safety measures were relaxed at our corporate offices and manufacturing facilities.

However, if these trends were to reverse or another variant became prevalent, we would reevaluate our safety protocols at that time.

Our health and safety internal assessments conducted at each of our production facilities quarterly, as well as periodic external assessments, confirm our compliance with safety regulations and corporate policies.

The teams document the results and determine corrective actions to ensure we hold ourselves accountable for providing a safe work environment.

As part of our focus on well-being, we emphasize the need for our employees to embrace healthy lifestyles.

We offer all employees a variety of free and discounted services, as well as education opportunities, to support their physical, emotional, and financial well-being, including free sessions through our Employee Assistance Program.

We also offer on-site conveniences, such as health and wellness centers at several of our locations and a Child Development Center at our corporate headquarters in Orrville, Ohio.

In addition, we provide our employees with paid time off to renew and programs to promote workplace flexibility.

Further, we have continued to promote the importance of self-care and the availability of mental health resources to our employees.

In recognition of the need for mental health resources across society, we have partnered with the United Way ® of Summit County 211 program and the National Council for Behavioral Health to provide support for our employees and communities.

As part of our focus on well-being, we emphasize the need for our employees to embrace healthy lifestyles.

We also offer on-site conveniences, such as health and wellness centers at several of our locations and a Child

Development Center at our corporate headquarters in Orrville, Ohio.

In addition, we provide our employees with time to renew and programs to promote workplace flexibility.

In 2022, we supported the Akron Children’s Hospital’s (“ACH”) Lois and John Orr Family Behavioral Health Center and its scholarship program, which will help fund scholarships to help four nurses at ACH get the training they need to become psychiatric-mental health nurses.

The scholarship program will support ACH’s ability to provide behavioral health care to meet the growing need for this specialized treatment.

Diversity and Inclusion:

We believe having an inclusive culture and the expertise of diverse professionals across our business is critical to our success.

Our commitment to inclusion, diversity, and equity is focused around the following three pillars:

• Workforce | Promoting a diverse workforce;

• Workplace | Maintaining an inclusive environment for all employees;

• Marketplace | Sharing our efforts with external constituents to support greater cultural awareness and sensitivity in society.

In support of these pillars, we have made important progress over the past year on our commitment to create an environment where our employees are supported and differences are truly celebrated.

We have successfully introduced six business resource groups (as part of our employee resource groups network) and our Advocate Alliance group to support employees and encourage allyship.

Our business resource groups include BLAC (Black Leadership and Ally Council);

We believe having an inclusive culture and the expertise of diverse professionals across our business that reflects our consumers is critical to our success and is in alignment with our basic belief, Thrive Together .

Our commitment to inclusion, diversity, and equity (“ID&E”) is focused around the following three aspirations:

Enhance Workplace Diversity

• Aspire to double the representation of People of Color within our U.S.

salaried employee community by 2027

• Aspire to increase women at all senior levels within our U.S.

salaried employee community to 45 percent by 2027

• Complete foundational work across other key demographics to establish baselines to inform future quantitative growth aspirations

Increase Equity Through Expanded Opportunities

• Evaluate and evolve practices, including lateral assignments and promotions, to support equitable opportunities

Foster an Inclusive Workplace

• Establish measurable expectations for participation in select employee resource group (“ERG”) sponsored events and education

• Develop integrated strategy, aspirations, and prioritized initiatives across our ERGs

In support of these aspirations, we have made important progress over the past year on our commitment to create an environment where our employees are supported and differences are truly celebrated.

We have successfully introduced ERGs, which are all voluntary, employee-led groups that represent a unique community.

The purpose of these groups is to create inclusion where all can see themselves and feel a part of our Company.

We have seven ERGs, as well as our Advocate Alliance group, to support employees and encourage allyship.

Our ERGs include BLAC (Black Leadership and Ally Council);

PRIDE Alliance (i.e., LGBTQ+);

2 unchanged sentences

AFVA (Armed Forces Veterans and Allies);

and CAPIA (Community of Asians, Pacific Islanders, and Allies), and we are continuing to work on the introduction of other groups.

CAPIA (Community of Asians, Pacific Islanders, and Allies);

and ADDAPT (Advocating for Disabilities and Diverse Abilities by Partnering Together), which all employees are encouraged to join as either a member or ally.

Additionally, we have coordinated more than 750 hours of employee programming on education and understanding, hosted panels to reflect the unique experiences of underrepresented groups to increase employee awareness while encouraging empathy and allyship, and published regular content to celebrate our differences and increase understanding.

1 unchanged sentence

Additionally, 46 percent of our executive and senior management team members are women, inclusive of 4 of 7 members of our Executive Leadership Team, demonstrating our belief that a diverse team with a variety of viewpoints is important and further contributes to a more effective decision-making process and overall greater success.

Furthermore, approximately 30 percent of our employees are women and 25 percent of our employees are racially or ethnically diverse.

Furthermore, approximately 39 percent of our salaried workforce in senior-level roles are women and 12 percent of our salaried workforce are racially or ethnically diverse.

We recognize we have work to do to ensure a more inclusive and diverse organization, which is why we are implementing changes to our recruiting, hiring, and retention programs to improve diversity at all levels within our Company.

Beginning in 2022, all executive officers have 10 percent of their annual cash incentive awards based on the achievement of our environmental, social, and governance (“ESG”) objectives, which are focused on our inclusion, diversity, and equity efforts.

Further, we have partnered with the Akron Urban League, the Urban League of Greater Cleveland, the Equal Justice Initiative, the Human Rights Campaign, the NAACP Legal Defense and Educational Fund, the Asian Americans Advancing Justice, and the Toronto Chapter of Chinese Canadian National Council to further our commitment to this cause and have committed more than $600,000 to these partners as part of multi-year partnerships.

To further these efforts, in 2023, we established human resource positions focused on improving our diversity and inclusion, specifically within talent acquisition and recruiting.

Our Company Leadership Team, beginning in 2022 with all Officers, and further expanding to Senior Directors

and above in 2023, has 10 percent of their annual cash incentive awards based on the achievement of our environmental, social, and governance objectives, which includes our ID&E efforts, among others.

Further, we have partnered with the Akron Urban League, the Urban League of Greater Cleveland, the Equal Justice Initiative, the Human Rights Campaign, and the NAACP Legal Defense and Educational Fund to further our commitment to this cause and have committed more than $600,000 to these partners as part of multi-year partnerships.

These organizations advocate for inclusion, racial justice, and the advancement of underrepresented and vulnerable people.

To ensure ongoing progress against our commitments, we are evaluating our success through several measures, including reviews of organization health assessments, evaluation of workforce composition and minority representation across all levels of the organization, and successful integration of key programming.

During 2022, due to our increased effort to support diversity and inclusion, our Corporate Equality Index (“CEI”) from the Human Rights Campaign was 95 out of 100 points, which increased from 80 and 55 points in 2021 and 2020, respectively.

Specifically, we were able to increase the CEI index through enhancements to our transgender-inclusive health benefits, philanthropic contributions to and partnerships with LGBTQ+ organizations, pledging our support of the Human Rights Campaign’s Business Coalition for the Equality Act, enhancement of charitable giving guidelines to prohibit philanthropic support of organizations with an explicit policy of sexual orientation and gender identity discrimination, having a supplier diversity program that includes the outreach to LGBTQ+ owned businesses, and the establishment of the PRIDE Alliance business resource group.

In addition, to further support our ERGs and charitable giving efforts, we have committed over $250,000 as an ongoing annual charitable donation to support organizations that align and are supported by our ERGs.

During calendar year 2022, due to our increased effort to support diversity and inclusion, our Corporate Equality Index (“CEI”) from the Human Rights Campaign was 95 out of 100 points, which increased from 80 in calendar year 2021.

Learning and Development:

We strive to foster an environment of growth for our people and support our culture of continuous learning.

We strive to foster an environment of growth for our people and support our culture of continuous learning and our focus on our basic belief, Play to Win .

We support and challenge our employees to increase their knowledge, skills, and capabilities through all phases of their career.

Our Employee Development programs offer foundational instruction on Company culture and provide employees additional learning opportunities throughout their careers.

This is reflected in annual reviews, which allows management and employees to partner and determine specific opportunities for growth within each role through important work, new experiences generated through a dynamic environment, regular feedback, and purposeful development opportunities.

Building a career at our Company is fundamental to who we are and is evidenced by our Executive Leadership Team, where 6 of 7 members were promoted from within.

For additional information, see Information about Executive Officers.

This is reflected in annual reviews, which allow management and employees to partner and determine specific opportunities for growth within each role through important work, new experiences generated through a dynamic environment, regular feedback, and purposeful development opportunities.

Building a career at our Company is fundamental to who we are and is evidenced by our Executive Leadership Team, where 5 of 7 members were promoted from within, and our trailing 12-month turnover remains below industry average.

In addition, we are committed to providing the tools and resources our employees need to learn, develop, and grow with us, including virtual sessions.

A suite of online training and education programs are available to our employees, ranging from role-specific training to education on soft skills and our Company culture.

Through these tools and resources, in 2022, we have coordinated more than 20,000 hours of professional development training for our employees.

Through these tools and resources, in 2023, we coordinated nearly 8,000 hours of professional development training for our employees.

Our best-in-class “Discovering the Art of Leadership” series, developed in collaboration with Case Western Reserve University, teaches our people managers how to effectively lead teams and develop employees.

1 unchanged sentence

This means promoting resonant leadership and the practice of emotional intelligence and mindfulness, so our people managers have the knowledge and tools to support the unique needs of each employee.

Fostering an environment for growth and continuous learning for our employees is an important priority of our Company.

However, our commitment to education also includes our communities as evidenced by our partnerships with organizations passionate about improving access to quality education.

We have partnered with The University of Akron Zip Assist Program, which offers emergency aid to students, and have acted as a founding sponsor of Opening Track, a unique music education program from Boys and Girls Club of Northeast Ohio.

We also donated $100,000 to the Cleveland Museum of Natural History capital campaign.

Finally, our Café Bustelo brand continues to sponsor the El Café del Futuro Scholarship, a program that invests in the Latino community by awarding scholarships to college students at HACU-member institutions seeking a better future for themselves, their families, and their communities.

To date, $550,000 in college funds have been awarded to 110 Latino students nationwide.

Compensation and Benefits:

We believe compensating our employees at market competitive rates and with performance-based awards supports the overall well-being of our employees.

Our Total Rewards program offers competitive, comprehensive benefits to meet the unique needs of each employee at each life stage, including insurance coverage options for domestic partners in addition to married couples.

The rewards program also addresses the holistic needs of our employees by supporting their physical well-being, providing tools and resources to help them actively take responsibility, share in the cost, and make the best decisions regarding their personal well-being.

In support of our basic beliefs, Be Kind and Play to Win , we believe in paying for performance and compensating our employees at market competitive rates and utilizing performance-based awards to support the overall well-being of our employees.

Additionally, we employ an incentive program for eligible participants to reward both shared Company results and strong individual performance.

Our Total Rewards program offers competitive, comprehensive benefits to meet the unique needs of each employee at each life stage, including insurance coverage options for domestic partners in

addition to married couples, and a Company-matched retirement savings program.

Our rewards program also addresses the holistic needs of our employees by supporting their physical well-being, providing tools and resources to help them actively take responsibility, share in the cost, and make the best decisions regarding their personal well-being.

These programs provide resources that respond to their changing needs throughout their careers, including access to our Child Development Center, flexible work schedules, tuition assistance, pet insurance, and expanded parental leave.

Additionally, our approach to paid time off is competitive with our industry peers, which includes at least three weeks of paid time off (and increases based on an employee’s tenure), 12 paid Company holidays per calendar year, including a floating holiday, which can be used at the employees’ discretion to observe and celebrate occasions that align with their personal interests and beliefs, 12 weeks of parental leave, in addition to up to 12 weeks of short-term disability available to birth mothers, and pet bereavement leave.

Additionally, our approach to paid time off is competitive with our industry peers, which includes at least three weeks of paid time off (and increases based on an employee’s tenure), 12 paid Company holidays per calendar year, including a floating holiday, which can be used at the employee’s discretion to observe and celebrate occasions that align with their personal interests and beliefs, 12 weeks of parental leave, in addition to short-term disability available to birth mothers, and pet bereavement leave.

In 2022, we extended our Total Rewards benefits package to include advocacy resources to help LGBTQ+ employees navigate obstacles and identify LGBTQ+ knowledgeable providers.

In addition, we broadened our family building benefits to support the desire for all aspiring parents to build their family through enhanced infertility benefits, including adoption and surrogacy reimbursement.

In addition, we broadened our family building benefits to support the desire for all aspiring parents to build their family through enhanced fertility benefits through a third-party partner as well as enhanced adoption and surrogacy financial support.

Community and Social Impact:

Supporting the communities where we live and work has been a Company priority since our inception.

Supporting the communities where we live and work has been a Company priority since our inception and is aligned with our basic belief, Be Kind .

Through our many partnerships, we are able to understand the needs and support required within our local communities and leverage these relationships to make the connections necessary to offer this critical assistance.

With our partners, including the American Red Cross ® , United Way ® , Feeding America ® , and Habitat for Humanity ® , we have helped support disaster relief efforts with product and financial donations.

Specifically, through the American Red Cross ® and United Way ® , we have donated more than $1.2 to support the communities where we live and work.

We have supported the LeBron James Family Foundation, and its work with the I PROMISE School, including helping supply the school’s on-site food pantry, donating funds to the school’s library, and the development of the I PROMISE School’s J.

2 unchanged sentences

Through our relationship with Partners in Food Solutions and TechnoServe ® , we have opened up skills-based employee volunteer opportunities to our workforce, allowing our people to share their talents and expertise with companies that work to help provide a secure and consistent food supply for families in Africa.

Our Company is fortunate to have the expertise and passion of talented employees who help us deliver high-quality products to our customers and consumers across North America.

We are fortunate to have the expertise and passion of talented employees who help us deliver high-quality products to our customers and consumers across North America.

We are also fortunate to have employees who share our commitment to ensure that people, pets, and communities where we live and work have access to the support and essential resources they need.

We believe it is important to celebrate their contributions, including recognizing organizations they are especially passionate about.

We believe it is important to celebrate their contributions, including recognizing organizations about which they are especially passionate about.

One way we do this is through our Company Matching Gift Program, which gives employees the opportunity to donate to partner charities and have their donation matched by the Company, dollar-for-dollar, from a minimum of $5 up to a maximum of $2,500 per calendar year per employee.

In addition, each year we offer employees the opportunity to nominate the organizations most important to them to be added to the program.

In 2023, the Company Matching Gift Program was expanded to credit our employees’ Smucker Giving accounts for each hour of volunteering done for a non-profit charity, and these funds can be donated to an approved charity of the employee’s choice.

Information about our Executive Officers:

3 unchanged sentences

Company Position Served as

Smucker 74 49 Executive Chairman (A)

Smucker 52 24 President and Chief Executive Officer (B)

Brase 54 2 Chief Operating Officer (C)

Held 48 9 Chief Strategy and International Officer (D)

Knudsen 52 19 Chief Legal and Compliance Officer and Secretary (E)

Marshall 46 10 Chief Financial Officer (F)

Penrose 49 18 Chief People and Administrative Officer (G)

Tanner 48 19 Chief Commercial and Marketing Officer (H)

Richard Smucker was elected to his present position in May 2016, previously serving as Chief Executive Officer since August 2011.

Mark Smucker was elected to his present position in May 2016, previously serving as President and President, Consumer and Natural Foods since April 2015.

Smucker 53 25 Chair of the Board, President, and Chief Executive Officer (A)

Brase 55 3 Chief Operating Officer (B)

Held 49 10 Chief Transformation Officer (C)

Knudsen 53 20 Chief Legal Officer and Secretary (D)

Marshall 47 11 Chief Financial Officer (E)

Penrose 50 19 Chief People and Corporate Services Officer (F)

Mark Smucker was elected to his present position in August 2022, having previously served as President and Chief Executive Officer since May 2016.

Brase was elected to his present position in April 2020, having previously served at The Procter & Gamble Company (“P&G”) for 30 years.

He was the Vice President and General Manager of P&G’s North American Family Care business from April 2016 through March 2020.

Held was elected to her present position in November 2019, having served as Senior Vice President, Corporate Strategy, M&A, and International since July 2018.

Prior to that time, she served as Senior Vice President, Strategy and M&A since March 2018, and Vice President, Corporate Strategy and Development since May 2016.

Knudsen was elected to her present position in November 2019, having served as Senior Vice President, General Counsel and Secretary since May 2016.

Held was elected to her present position in September 2022, having served as Chief Strategy and International Officer since November 2019.

Prior to that time, she served as Senior Vice President, Corporate Strategy, M&A, and International since March 2018.

Knudsen was elected to her present position in September 2022, having served as Chief Legal and Compliance Officer and Secretary since November 2019.

Prior to that time, she served as Senior Vice President, General Counsel and Secretary since May 2016.

Marshall was elected to his present position in May 2020, having served as Senior Vice President and Deputy Chief Financial Officer since November 2019.

Prior to that time, he served as Vice President, Finance since May 2016.

Penrose was elected to her present position in November 2019, having served as Senior Vice President, Human Resources and Corporate Communications since May 2016.

Tanner was elected to his present position in November 2019, having served as Senior Vice President, Growth and Consumer Engagement since May 2016.

Penrose was elected to her present position in March 2023, having served as Chief People and Administrative Officer since November 2019.

Prior to that time, she served as Senior Vice President, Human Resources and Corporate Communications since May 2016.

Available Information:

1 unchanged sentence

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 1. Business