What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2024-06-18 compared with 2023-06-20 · 144 added, 130 removed, 204 unchanged (57% 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 United States (the “U.S.”).

Operations outside the U.S.

1 unchanged sentence

Net sales outside the U.S., subject to foreign currency translation, represented 5 percent of consolidated net sales for 2024.

Our branded food and beverage products include a strong portfolio of trusted, iconic, market-leading brands that are sold to consumers through retail outlets in North America.

We have three reportable segments:

Retail Pet Foods, U.S.

Retail Coffee, and U.S.

Retail Consumer Foods.

retail market segments in total comprised 87 percent of 2023 consolidated net sales and represent a major portion of our strategic focus – the sale of branded food and beverage products with leadership positions to consumers through retail outlets in North America.

International and Away From Home represents sales outside of the U.S.

retail market segments.

Our branded food and beverage products include a strong portfolio of trusted, iconic, market-leading brands that are sold to consumers primarily through retail outlets in North America.

On November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands, Inc.

(“Hostess Brands”), a manufacturer and marketer of sweet baked goods brands, including Hostess ® Donettes ® , Twinkies ® , CupCakes , DingDongs ® , Zingers ® , CoffeeCakes , HoHos ® , Mini Muffins , and Fruit Pies , and the Voortman ® cookie brand, which resulted in a new reportable segment for 2024, Sweet Baked Snacks.

We have four reportable segments:

Retail Coffee, U.S.

Retail Frozen Handheld and Spreads, and U.S.

Retail Pet Foods (the “U.S.

retail market segments”) and Sweet Baked Snacks.

These segments in total comprised 85 percent of consolidated net sales in 2024 and represent a major portion of our strategic focus – the sale of branded food and beverage products with leadership positions to consumers through retail outlets in North America.

Additionally, we sell products both domestically and in foreign countries through retail channels and foodservice distributors and operators through the Sweet Baked Snacks segment and the combined International and Away From Home operating segments.

During 2024, the historical U.S.

Retail Consumer Foods reportable segment was renamed to U.S.

Retail Frozen Handheld and Spreads;

however, there was no change to the manner in which the segment was previously presented.

For additional information on our reportable segments, see Note 5:

Reportable Segments.

On January 2, 2024, we sold the Canada condiment business to TreeHouse Foods, Inc.

(“TreeHouse Foods”).

The transaction included Bick’s ® pickles, Habitant ® pickled beets, Woodman’s ® horseradish, and McLarens ® pickled onions brands, inclusive of certain trademarks.

Under our ownership, these brands generated net sales of $43.8, $61.6, and $62.7 in 2024, 2023, and 2022, respectively, which were included in the International operating segment.

On November 1, 2023, we sold the Sahale Snacks ® business to Second Nature Brands (“Second Nature”).

The transaction included products sold under the Sahale Snacks brand, inclusive of certain trademarks and licensing agreements, a leased manufacturing facility in Seattle, Washington, and approximately 100 employees who supported the brand.

Under our ownership, the Sahale Snacks brand generated net sales of $24.1, $48.4, and $47.4 in 2024, 2023, and 2022, respectively, primarily included in the U.S.

Retail Frozen Handheld and Spreads segment.

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.

The transaction included the Rachael Ray ® Nutrish ® , 9Lives ® , Kibbles ’n Bits ® , Nature’s Recipe ® , and Gravy Train ® brands, as well as the 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 and $1.4 billion in 2023 and 2022, respectively, primarily included in the U.S.

Retail Pet Foods segment.

3 unchanged sentences

The transaction did not include Santa Cruz Organic nut butters, fruit spreads, syrups, or applesauce.

Under our ownership, the businesses generated net sales of $106.7 and $143.4 in 2022 and 2021, respectively, primarily included in the U.S.

Retail Consumer Foods segment.

Under our ownership, the businesses generated net sales of $106.7 in 2022, primarily included in the U.S.

Retail Frozen Handheld and Spreads segment.

On December 1, 2021, we sold the private label dry pet food business to Diamond Pet Foods, Inc.

1 unchanged sentence

The transaction included dry pet food products sold under private label brands, a dedicated manufacturing facility located in Frontenac, Kansas, and approximately 220 employees who supported the private label dry pet food business.

The transaction did not include any branded products or our private label wet pet food business.

Under our ownership, the business generated net sales of $62.3 and $94.0 in 2022 and 2021, respectively, included in the U.S.

Retail Pet Foods segment.

On January 29, 2021, we sold the Natural Balance ® premium pet food business to Nexus.

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.

The transaction

did not include any branded products or our private label wet pet food business.

Under our ownership, the business generated net sales of $62.3 in 2022, included in the U.S.

Retail Pet Foods segment.

On December 1, 2020, we sold the Crisco ® oils and shortening business to B&G Foods, Inc.

(“B&G Foods”).

The transaction included oils and shortening products sold under the Crisco brand, primarily in the U.S.

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 in 2021, primarily included in the U.S.

Retail Consumer Foods segment.

For additional information on these divestitures, see Note 3:

For additional information on the acquisition and divestitures, see Note 2:

Acquisition and Note 3:

Divestitures.

Principal Products:

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.

In 2024, our principal products were coffee, pet snacks, peanut butter, cat food, frozen handheld products, sweet baked goods, fruit spreads, portion control products, baking mixes and ingredients, toppings and syrups, dog food, and cookies.

Product sales information for the years 2024, 2023, and 2022 is included within Note 5:

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, 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).

Products within our U.S.

retail market segments 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 distributors.

The Sweet Baked Snacks segment includes products distributed across all channels, both domestically and in foreign countries, such as supermarket chains, national mass retailers, convenience stores, club stores, discount and dollar stores, drug stores, and the vending channel.

International and Away From Home includes the sale of all products that are distributed in foreign countries through retail channels, as well as domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).

Sources and Availability of Raw Materials:

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

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.

Green coffee, peanuts, oils and fats, flour, sugar, fruit, and other ingredients are obtained from various suppliers.

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, 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.

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, geopolitical conflicts (including the ongoing conflicts between Russia and Ukraine and Israel and Hamas), changes in governmental agricultural and energy policies and regulations, and political and economic conditions in the source countries.

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

1 unchanged sentence

For additional information on the commodities we purchase, see “Commodities Overview” within Management’s Discussion and Analysis of Financial Condition and Results of Operations in 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 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.

We have not historically encountered significant shortages of key raw materials.

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 primary or single sources of supply pursuant to long-term contracts.

While availability may vary year to year, we have not historically encountered significant shortages of key raw materials, and we believe that we will continue to obtain adequate supplies.

We consider our relationships with key raw material suppliers to be in good standing.

3 unchanged sentences

Primary Reportable Segment Major Trademark

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, Folgers, and Uncrustables

Retail Frozen Handheld and Spreads Uncrustables ® , Jif ® , and Smucker’s ®

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

Sweet Baked Snacks Hostess ® and Voortman ®

Folgers , Smucker’s , and Uncrustables

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

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.

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.

3 unchanged sentences

(“Keurig”), used with permission.

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 and Meow Mix logos.

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 ® ,” “ That Jif’ing Good ® ,” “ The Only One Cats Ask For By Name ® ,” the Smucker’s banner, the Uncrustables Round, Crustless Sandwich design, the Crock Jar shape, the Gingham design, the Jif Color Banner design, the Café Bustelo Angelina design, and the Milk-Bone and Meow Mix logos.

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.

Retail Pet Foods, U.S.

Retail Coffee, and U.S.

Retail Consumer Foods segments do not experience significant seasonality, as demand for our products is generally consistent throughout the year.

retail market segments do not experience significant seasonality, as demand for our products is generally consistent throughout the year.

However, the Sweet Baked Snacks segment does experience moderate seasonality, with declines during the early winter period due to the holiday season.

Sales to Walmart Inc.

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

and subsidiaries amounted to 33 percent of net sales in 2024 and 34 percent in both 2023 and 2022.

These sales are primarily included in our U.S.

6 unchanged sentences

No material portion of our business is subject to renegotiation of profits or termination of contracts at the election of the government.

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 flour, pickles, fruit spreads, canned milk, and ice cream toppings categories.

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

In Canada, we are the branded market leader in the flour, 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.

1 unchanged sentence

e-commerce market.

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.

The primary ways in which products and brands are distinguished include 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, 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.

However, in recent years, there has been an increase in sales primarily driven by changes in consumer behaviors, including employees working at home more frequently.

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.

retail categories, private label held a 12.1 dollar average market share during the 52 weeks ended April 23, 2023, as compared to a 11.5 dollar average market share during the same period in the prior year.

retail market segments, private label held a 13.7 dollar average market share during the 52 weeks ended April 21, 2024, for the categories in which we compete, as compared to a 12.1 dollar average market share during the same period in the prior

Within the Sweet Baked Snacks segment, private label held a 6.8 dollar average market share during the 52 weeks ended April 27, 2024, for the categories in which we compete.

We believe that both private label and leading brands play an important role in the categories in which we compete, appealing to different consumer segments.

2 unchanged sentences

Our Primary Products Our Primary Brands Competing Brands Competitors

Retail Pet Foods

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

and Fancy Feast

Nestlé Purina PetCare Company

Iams and Sheba

Mars, Incorporated

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

Beggin’ Strips Nestlé Purina PetCare Company

Blue Buffalo and Nudges

General Mills, Inc.

Dentastix and Greenies

Mars, Incorporated

Private label brands Various

Retail Coffee

20 unchanged sentences

Gevalia The Kraft Heinz Company

Retail Consumer Foods

Retail Frozen Handheld and Spreads

Peanut butter and specialty spreads Jif ( A)

10 unchanged sentences

El Monterrey Ruiz Foods

Private label brands Various

Retail Pet Foods

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

and Fancy Feast

Nestlé Purina PetCare Company

Iams and Sheba

Mars, Incorporated

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

Beggin’ Strips Nestlé Purina PetCare Company

Blue Buffalo and Nudges

General Mills, Inc.

Dentastix and Greenies

Mars, Incorporated

Private label brands Various

Sweet Baked Snacks

Sweet baked goods Hostess Little Debbie (A)

McKee Foods Corporation

Entenmann’s Grupo Bimbo, S.A.

Private label brands Various, Flower Foods, Inc.

Cookies Voortman Nabisco (A)

Mondelez International

Private label brands Various

International and Away From Home

24 unchanged sentences

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, 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.

In particular, the manufacturing, marketing, transportation, storage, distribution, packaging disposal, 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 and disposal of packaging, labeling (including use of certain terms such as sugar free, healthy, low sodium, and low fat), 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, and sustainability, including single-use plastics.

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

4 unchanged sentences

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.

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 support projects that increase sustainable practices.

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

Human Capital Management:

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

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.

Our values and principles are rooted in our Basic Beliefs to Be Bold , Be Kind , Do the Right Thing , Play to Win , and Thrive Together , which serve as the foundation for everything we do as an organization and are clear, concise, and actionable to help our employees continue to bring our unique culture to life, as our employees are among our most important resources.

Our employees are critical to our success as a company, and we are committed to supporting them holistically, both personally and professionally.

With almost 9,000 full-time employees worldwide, every employee makes a difference to our Company.

6 unchanged sentences

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.

To further support our commitment to ethics and our basic belief, Do the

Right Thing , our employees are also asked to participate in Ethics and Compliance Surveys, to help us understand our strengths and identify opportunities for future ethics and compliance programs and training.

We track our progress in the Ethics and Compliance space through ongoing assessments of our internal programs and through our Ethics and Compliance Survey, as well as through dedicated questions included in our annual Employee Engagement Survey, and we are pleased to share that our Company was recognized in 2024 as one of the World’s Most Ethical Companies by Ethisphere.

Additional information regarding our human capital management is available in our 2023 Corporate Impact Report that can be found on our website at www.jmsmucker.com/news-stories/corporate-publications.

3 unchanged sentences

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.

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.

During 2024, we achieved a total recordable incident rate that is four times below the national average for our industry peers as a result of these efforts.

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.

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

We also offer onsite 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.

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.

In recognition of the need for mental health resources across society, we have partnered with the National Alliance on Mental Health to provide support for our employees and communities.

Their mental health services and self-care programs benefit our employees by raising awareness and providing additional support and education for mental health.

Additionally, in 2024, we partnered with The Village Network on their Early Childhood Mental Health initiatives.

This commitment will provide access to important mental health and educational services for families and their children from birth to age five and will be provided by Therapeutic Childcare Centers.

Diversity and Inclusion:

1 unchanged sentence

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.

• Enhance Workplace Diversity within our U.S.

salaried employee community by aspiring to double the representation of People of Color and increasing the presence of women at all senior levels by 2027;

• Increase Equity Through Expanded Opportunities by evaluating training programs and practices, including lateral assignments and promotions, to support equitable opportunities for all;

• Foster an Inclusive Workplace by establishing measurable expectations for participation in select employee resource group (“ERG”) sponsored events and education and the development of integrated strategy, aspirations, and prioritized initiatives across our ERGs.

In support of these aspirations, we have made important progress 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.

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

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

4 unchanged sentences

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.

ADDAPT (Advocating for Disabilities and Diverse Abilities by Partnering Together);

and YP (Young Professionals), which all employees are encouraged to join as either a member or ally.

Additionally, we have coordinated more than 10,000 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.

We approach diversity from the top-down, exemplified by our Board of Directors (the “Board”), where 4 of 10 directors are women and 3 of 10 directors are racially or ethnically diverse.

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 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.

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.

Additionally, 43 percent of our executive and senior management team members are women, inclusive of 3 of 6 members of our Executive Leadership Team, and 13 percent of our salaried workforce is racially or ethnically diverse.

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

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

A portion of our annual cash incentive awards for our Company Leadership Team, which consists of all employees at or above the Senior Director level, is based on the achievement of our environmental, social, and governance objectives, which include our ID&E efforts.

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 $680,000 to these partners as part of multi-year partnerships.

1 unchanged sentence

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.

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.

In addition, to further support our ERGs and charitable giving efforts, we have donated a combined $375,000 in 2024 and 2023 to support organizations that align and are supported by our ERGs.

During calendar year 2023, due to our increased efforts to support diversity and inclusion, our Corporate Equality Index (“CEI”) from the Human Rights Campaign was 100 out of 100 points, which increased from 95 in calendar year 2022.

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 ERG.

Learning and Development:

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 strive to foster an environment of growth and continuous learning for our people with a 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.

We believe that we offer one of the best cultures in the food industry, along with numerous learning and development opportunities, to support a long and prosperous career.

Our Employee Development programs offer foundational instruction on Company culture and provide employees additional learning opportunities throughout their careers to help them reach their full potential.

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.

Building a career at our Company is fundamental to who we are and is evidenced by our Executive Leadership Team, where 4 of 6 members were promoted from within, and our trailing 12-month turnover remains below the industry average.

While the current labor market presents significant challenges for employers, we have made differential investments in our talent acquisition tools and programs to help us continue to attract the right candidates.

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 2023, we coordinated nearly 8,000 hours of professional development training for our employees.

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

Through these tools and resources, in 2024, we coordinated over 19,000 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.

3 unchanged sentences

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.

We have partnered with Akron Children’s Hospital to launch the Berry Good Reading Program, which provides books to children during annual well visits.

We also continue to support our long-time partners including the Boys & Girls Clubs of America ® and Junior Achievement USA ® , among others, which offer

programming focused on childhood growth and development.

Finally, in partnership with the Hispanic Association of Colleges and Universities (“HACU”), 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, $800,000 in college funds have been awarded to 160 HACU Latino students nationwide.

Compensation and Benefits:

1 unchanged sentence

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 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 retirement savings program with a Company match.

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.

These programs provide resources that respond to their changing needs throughout their careers, including access to our Child Development Center, tuition assistance, pet insurance, paid bereavement leave, and expanded parental leave for both parents.

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 fertility benefits through a third-party partner as well as enhanced adoption and surrogacy financial support.

Our Total Rewards benefits package includes advocacy resources to help LGBTQ+ employees navigate obstacles and identify LGBTQ+ knowledgeable providers.

In addition, our family-building benefits 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.

We are committed to paying our employees fairly and equitably.

To that end, we conduct a pay equity analysis each year and, with the support of our Compensation and People Committee, make necessary adjustments to make sure that similarly situated employees are paid equitably.

Lastly, we have an established working hours policy to clarify shared expectations but continue to review the professional environment to determine how to effectively manage it.

As we looked at how to address the evolving workplace at our Company, it was important to us to deliver on our employees’ needs and expectations while enabling collaboration and supporting continued productivity to deliver our business objectives.

To realize this, our corporate workplace model is focused on the idea of presence with purpose.

We plan around core weeks, typically two weeks per month, where we encourage employees to be in office two to three days per week.

To us, true flexibility is not simply establishing a specific number of days in the office, and we have approached the development of our model based on guiding principles.

Employees have shared an appreciation for the balance, providing them the flexibility they desire with the consistent opportunity to engage with colleagues in person, which also remains important to them.

While we are pleased with the results of the working hours policy to date, we will continue to evaluate it.

Community and Social Impact:

2 unchanged sentences

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.

Smucker Hometown Hall.

Specifically, through the Feeding America ® , Greater Good Charities ® – Rescue Bank, American Red Cross ® , and United Way ® , we have donated more than $1.5 million 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 onsite food pantry, donating funds to the school’s library, and the development of the I PROMISE School’s Smucker Hometown Hall.

In addition to our work to support those in the communities where we live and work, we believe it is important that we help facilitate business success globally and are proud that our employees share in this belief.

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.

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 about which they are especially passionate about.

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 and 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 about which they are especially passionate.

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.

Furthermore, the Company Matching Gift Program credits 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 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 54 26 Chair of the Board, President, and Chief Executive Officer (A)

John Brase 56 4 Chief Operating Officer (B)

Jeannette Knudsen 54 21 Chief Legal Officer and Secretary (C)

Tucker Marshall 48 12 Chief Financial Officer (D)

Jill Penrose 51 20 Chief People and Corporate Services Officer (E)

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

1 unchanged sentence

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 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.

7 unchanged sentences

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

What changed 10-K

Item 1. Business