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Item 1. Financial Statements

2025-11-25 compared with 2025-08-27 · 185 added, 89 removed, 660 unchanged (29% of the section changed)

2 unchanged sentences

CONDENSED STATEMENTS OF CONSOLIDATED INCOME (LOSS)

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

Dollars in millions, except per share data 2025 2024 2025 2024

6 unchanged sentences

Other special project costs (A)

5.6 10.7 11.6 17.8

Loss (gain) on divestitures – net — 260.8 — 260.8

Other operating expense (income) – net ( 2.6 ) ( 1.6 ) ( 7.1 ) ( 7.1 )

1 unchanged sentence

Interest expense – net ( 98.6 ) ( 98.7 ) ( 198.8 ) ( 199.1 )

Other income (expense) – net ( 1.9 ) ( 3.1 )

Income (Loss) Before Income Taxes ( 56.5 ) 246.0

Income tax expense (benefit) ( 12.6 ) 61.0

Other income (expense) – net (A)

( 1.5 ) ( 4.2 ) ( 3.4 ) ( 7.3 )

Income Before Income Taxes 318.4 66.8 261.9 312.8

Income tax expense 77.1 91.3 64.5 152.3

Net Income (Loss) $ 241.3 $ ( 24.5 ) $ 197.4 $ 160.5

9 unchanged sentences

CONDENSED STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

Dollars in millions 2025 2024 2025 2024

5 unchanged sentences

Available-for-sale securities activity, net of tax 0.4 0.4 0.7 0.4

Total Other Comprehensive Income 2.0 2.4

Total Other Comprehensive Income (Loss) ( 0.2 ) ( 6.8 ) 1.8 ( 4.4 )

Comprehensive Income (Loss) $ 241.1 $ ( 31.3 ) $ 199.2 $ 156.1

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

Dollars in millions July 31, 2025 April 30, 2025

Dollars in millions October 31, 2025 April 30, 2025

Current Assets

45 unchanged sentences

CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS

Three Months Ended July 31,

Six Months Ended October 31,

Dollars in millions 2025 2024

5 unchanged sentences

Share-based compensation expense 17.9 15.8

Loss (gain) on divestitures – net — 260.8

Deferred income tax expense (benefit) 64.0 23.9

Other noncash adjustments – net 28.3 30.1

Changes in assets and liabilities:

Changes in assets and liabilities, net of effect from acquisition and divestitures:

Trade receivables ( 56.6 ) ( 68.5 )

26 unchanged sentences

CONDENSED STATEMENTS OF CONSOLIDATED SHAREHOLDERS’ EQUITY

Three Months Ended July 31, 2025

Six Months Ended October 31, 2025

Dollars in millions Common

9 unchanged sentences

Balance at July 31, 2025 106,687,114 $ 26.7 $ 5,738.2 $ 343.5 $ ( 182.5 ) $ 5,925.9

Three Months Ended July 31, 2024

Net income (loss) 241.3 241.3

Other comprehensive income (loss) ( 0.2 ) ( 0.2 )

Comprehensive income (loss) 241.1

Purchase of treasury shares ( 3,711 ) — ( 0.5 ) 0.1 ( 0.4 )

Stock plans 11,766 — 10.3 10.3

Cash dividends declared, $ 1.10 per common share

( 116.7 ) ( 116.7 )

Balance at October 31, 2025 106,695,169 $ 26.7 $ 5,748.0 $ 468.2 $ ( 182.7 ) $ 6,060.2

Six Months Ended October 31, 2024

Dollars in millions Common

9 unchanged sentences

Balance at July 31, 2024 106,408,530 $ 26.6 $ 5,715.2 $ 2,259.9 $ ( 232.2 ) $ 7,769.5

Net income (loss) ( 24.5 ) ( 24.5 )

Other comprehensive income (loss) ( 6.8 ) ( 6.8 )

Comprehensive income (loss) ( 31.3 )

Purchase of treasury shares ( 972 ) — 0.3 — 0.3

Stock plans 8,972 — 8.2 8.2

Cash dividends declared, $ 1.08 per common share

( 113.6 ) ( 113.6 )

Balance at October 31, 2024 106,416,530 $ 26.6 $ 5,723.7 $ 2,121.8 $ ( 239.0 ) $ 7,633.1

See notes to unaudited condensed consolidated financial statements.

8 unchanged sentences

In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included.

Operating results for the three months ended July 31, 2025, are not necessarily indicative of the results that may be expected for the year ending April 30, 2026.

Operating results for the six months ended October 31, 2025, are not necessarily indicative of the results that may be expected for the year ending April 30 , 2026.

For further information, reference is made to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended April 30, 2025.

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In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures .

ASU 2023-07 will improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis.

ASU 2023-07 improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis.

This ASU requires entities to provide significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), other segment expenses included in each reported measure of segment profitability, and disclosure of the title and position of the CODM.

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Recently Issued Accounting Standards Not Yet Adopted:

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software .

ASU 2025-06 will modernize the accounting guidance for the costs to develop software for internal use by removing all references to software development project stages so that the guidance is neutral to different software development methods.

The ASU requires entities to begin capitalizing software costs when management authorizes and commits to funding the software project and it is probable that the project will be completed and the software will be used for its intended purpose.

It will be effective for our annual and interim periods beginning May 1, 2028, with the option to early adopt at any time prior to the effective date on either a prospective or retrospective basis.

We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

7 unchanged sentences

It is effective for our annual period beginning May 1, 2025, and can be adopted either on a prospective or retrospective basis.

We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our annual disclosures.

We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.

On March 3, 2025, we sold certain Sweet Baked Snacks value brands to JTM Foods, LLC (“JTM”).

6 unchanged sentences

Under our ownership, the Voortman business generated net sales of approximately $ 86.3 in 2025, which were included in the Sweet Baked Snacks segment.

Net proceeds from the

divestiture were $ 291.4 , inclusive of the final working capital adjustment and cash transaction costs.

Net proceeds from the divestiture were $ 291.4 , inclusive of the final working capital adjustment and cash transaction costs.

We recognized a pre-tax loss of $ 265.9 on this transaction, primarily during the second quarter of 2025.

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Total divestiture costs incurred to date related to the Sahale Snacks ® and Canada condiment businesses that were divested in 2024 were $ 6.4 , which included $ 4.3 and $ 2.1 of employee-related and other transition and termination costs, respectively, all of which were cash charges.

We did not incur any divestiture costs during the three months ended July 31, 2025, and incurred divestiture costs of $ 0.3 during the three months ended July 31, 2024, primarily consisting of employee-related costs.

We did not incur any divestiture costs during the three and six months ended October 31, 2025, and incurred divestiture costs of $ 0.1 and $ 0.4 during the three and six months ended October 31, 2024, respectively, primarily consisting of employee-related costs.

We do not anticipate any additional costs to be incurred related to these divestiture activities.

The obligation related to severance and retention bonuses was fully satisfied as of April 30, 2025.

Furthermore, we identified opportunities to address certain distribution inefficiencies, as a result of these divestitures.

As a result of our recent divestitures, we identified opportunities to address certain distribution inefficiencies.

We anticipate incurring approximately $ 12.0 of costs related to these efforts, consisting primarily of other transition and termination charges.

The majority of these costs are expected to be cash charges and incurred by the end of 2026.

We have recognized total cumulative costs of $ 6.8 , of which $ 0.3 and $ 0.1 were recognized during the three months ended July 31, 2025 and 2024, respectively, primarily consisting of other transition and termination costs.

We have recognized total cumulative costs of $ 8.4 , of which $ 1.6 and $ 1.9 were recognized during the three and six months ended October 31, 2025, respectively, and $ 0.8 and $ 0.9 during the three and six months ended October 31, 2024, respectively, primarily consisting of other transition and termination costs.

Integration Costs:

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The following table summarizes our integration costs incurred related to the acquisition of Hostess Brands.

Three Months Ended July 31, 2025 Three Months Ended July 31, 2024 Total Costs Incurred to Date at July 31, 2025

Three Months Ended October 31, Six Months Ended October 31, Total Costs Incurred to Date at October 31, 2025

2025 2024 2025 2024

Transaction costs $ — $ — $ — $ — $ 99.0

2 unchanged sentences

Total integration costs $ 0.7 $ 15.1 $ 1.1 $ 27.1 $ 186.0

Cumulative noncash charges incurred through July 31, 2025, were $ 15.4 and primarily consisted of accelerated depreciation.

We did not incur noncash charges during the three months ended July 31, 2025, and incurred $ 5.6 during the three months ended July 31, 2024.

Cumulative noncash charges incurred through October 31, 2025, were $ 15.9 and primarily consisted of accelerated depreciation.

We incurred noncash charges of $ 0.5 during both the three and six months ended October 31, 2025, and incurred $ 5.9 and $ 11.5 during the three and six months ended October 31, 2024, respectively.

Transaction costs primarily reflect equity compensation payouts, legal fees, and fees related to a 364-day senior unsecured Bridge Term Loan Credit Facility that provided committed financing for the acquisition of Hostess Brands.

1 unchanged sentence

We anticipate the remaining integration costs will be incurred by the end of 2026 and are expected to be split between employee-related and other transition and termination costs.

The obligation related to severance and retention bonuses was $ 3.8 and $ 6.2 at July 31, 2025, and April 30, 2025, respectively.

The obligation related to severance and retention bonuses was $ 2.0 and $ 6.2 at October 31, 2025, and April 30, 2025, respectively.

Restructuring Costs:

On May 27, 2025, we announced plans to close our Indianapolis, Indiana manufacturing facility, which manufactures Hostess branded products, and consolidate operations into other existing facilities by early calendar year 2026 to further optimize operations for our Sweet Baked Snacks segment.

During the first quarter of 2026, we announced plans to close our Indianapolis, Indiana manufacturing facility, which manufactures Hostess branded products, and consolidate operations into other existing facilities by early calendar year 2026 to further optimize operations for our Sweet Baked Snacks segment.

We anticipate incurring approximately $ 75.0 of costs related to these efforts, consisting of $ 60.0 in noncash charges for accelerated depreciation and $ 15.0 in employee-related and other transition and termination costs.

We have recognized total cumulative costs of $ 20.7 , which included $ 4.2 and $ 16.5 of employee-related and other transition and termination costs, respectively, during the three months ended July 31, 2025.

Noncash charges of $ 15.4 were included in other transition and termination costs and consisted of accelerated depreciation.

The obligation related to severance and retention bonuses was $ 4.2 at July 31, 2025.

The following table summarizes our restructuring costs incurred related to the restructuring program.

Three Months Ended October 31, Six Months Ended October 31, Total Costs Incurred to Date at October 31, 2025

Employee-related costs $ 1.6 $ 5.8 $ 5.8

Other transition and termination costs 25.6 42.1 42.1

Total restructuring costs $ 27.2 $ 47.9 $ 47.9

Noncash charges were included in other transition and termination costs and consisted of accelerated depreciation.

We incurred noncash charges of $ 23.5 and $ 38.9 during the three and six months ended October 31, 2025, respectively.

The obligation related to severance and retention bonuses was $ 4.4 at October 31, 2025.

Reportable Segments

18 unchanged sentences

We would expect that any gain or loss in the estimated fair value of the derivatives would generally be offset by a change in the estimated fair value of the underlying exposures.

The following tables reconcile segment profit to income (loss) before income taxes.

Three Months Ended July 31, 2025

The following tables reconcile segment profit to income before income taxes.

Three Months Ended October 31, 2025

Retail Coffee U.S.

16 unchanged sentences

Corporate administrative expenses ( 84.7 )

Other income (expense) – net (D)

Income before income taxes $ 318.4

Six Months Ended October 31, 2025

Retail Coffee U.S.

Retail Frozen Handheld and Spreads U.S.

Retail Pet Foods Sweet Baked Snacks International and Away From Home Total

Net sales $ 1,566.1 $ 945.8 $ 781.2 $ 509.3 $ 641.0 $ 4,443.4

Segment cost of products sold (A)

1,101.0 585.7 429.3 367.1 427.2

Segment selling and distribution expenses (B)

176.1 142.7 134.6 84.4 73.9

Other segment items (C)

0.5 1.0 ( 8.4 ) 1.8 ( 2.0 )

Segment profit $ 288.5 $ 216.4 $ 225.7 $ 56.0 $ 141.9 $ 928.5

Reconciliation of segment profit:

Amortization ( 100.4 )

Interest expense – net ( 198.8 )

Change in net cumulative unallocated derivative gains and losses ( 150.1 )

Cost of products sold – special project costs (D)

Other special project costs (D)

Corporate administrative expenses ( 163.9 )

Other income (expense) – net (D)

Income before income taxes $ 261.9

Three Months Ended October 31, 2024

Retail Coffee U.S.

Retail Frozen Handheld and Spreads U.S.

Retail Pet Foods Sweet Baked Snacks International and Away From Home Total

Net sales $ 704.0 $ 485.2 $ 445.4 $ 315.5 $ 321.1 $ 2,271.2

Segment cost of products sold (A)

422.8 296.3 257.9 200.6 213.9

Segment selling and distribution expenses (B)

78.0 71.9 67.8 43.8 40.9

Other segment items (C)

0.5 0.9 ( 1.7 ) 0.5 ( 1.7 )

Segment profit $ 202.7 $ 116.1 $ 121.4 $ 70.6 $ 68.0 $ 578.8

Reconciliation of segment profit:

Amortization ( 55.8 )

Gain (loss) on divestitures – net ( 260.8 )

Interest expense – net ( 98.7 )

Change in net cumulative unallocated derivative gains and losses 11.7

Cost of products sold – special project costs (D)

Other special project costs (D)

Corporate administrative expenses ( 88.2 )

Other income (expense) – net ( 4.2 )

Income (loss) before income taxes $ ( 56.5 )

Three Months Ended July 31, 2024

Income before income taxes $ 66.8

Six Months Ended October 31, 2024

Retail Coffee U.S.

11 unchanged sentences

Amortization ( 111.8 )

Gain (loss) on divestitures – net ( 260.8 )

Interest expense – net ( 199.1 )

4 unchanged sentences

Other income (expense) – net ( 7.3 )

Income (loss) before income taxes $ 246.0

Income before income taxes $ 312.8

(A) Segment cost of products sold excludes special project costs related to certain divestiture, acquisition, integration, and restructuring activities and the change in net cumulative unallocated derivative gains and losses.

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and total additions to property, plant, and equipment by segment.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Retail Coffee $ 4,857.5 $ 4,927.8

5 unchanged sentences

Total assets $ 17,628.3 $ 17,563.3

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Depreciation, amortization, and impairment charges:

5 unchanged sentences

Unallocated (B)

31.1 15.5 54.4 30.6

Total depreciation, amortization, and impairment charges $ 143.3 $ 128.0 $ 278.5 $ 257.0

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The following table presents certain geographical information.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

United States $ 2,202.4 $ 2,136.2 $ 4,211.8 $ 4,151.6

5 unchanged sentences

The following table presents product category information.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024 Primary Reportable Segment (A)

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Retail Frozen Handheld and Spreads

Peanut butter 207.0 218.6 U.S.

Retail Frozen Handheld and Spreads

Pet snacks 232.0 255.2 435.4 482.0 U.S.

Retail Pet Foods

Peanut butter 187.1 213.8 394.1 432.4 U.S.

Retail Frozen Handheld and Spreads

Cat food 197.2 200.8 376.5 383.9 U.S.

12 unchanged sentences

Earnings per Share

We computed net income (loss) per common share (“basic earnings per share”) under the two-class method for the three months ended July 31, 2025 and 2024, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during these periods.

We computed net income (loss) per common share (“basic earnings per share”) under the two-class method for the three and six months ended October 31, 2025 and 2024, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during these periods.

Further, we computed net income (loss) per common share – assuming dilution (“diluted earnings per share”) under the two-class and treasury stock methods to determine the method that was most dilutive, in accordance with FASB Accounting Standards Codification 260, Earnings Per Share .

For the three months ended July 31, 2025, we recognized a net loss and as a result, excluded the anti-dilutive effect of stock-based awards from the computation of diluted earnings per share.

For the three months ended July 31, 2024, the computation of diluted earnings per share was more dilutive under the treasury stock method, as compared to the two-class method.

For the three and six months ended October 31, 2025 and the six months ended October 31, 2024, the computation of diluted earnings per share was more dilutive under the treasury stock method, as compared to the two-class method.

Therefore, the treasury stock method was used.

For the three months ended October 31, 2024, we recognized a net loss and as a result, excluded the anti-dilutive effect of stock-based awards from the computation of diluted earnings per share.

The following table sets forth the computation of basic and diluted earnings per share under the two-class method.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Net income (loss) $ 241.3 $ ( 24.5 ) $ 197.4 $ 160.5

7 unchanged sentences

The following table sets forth the computation of diluted earnings per share under the treasury stock method.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Net income (loss) $ 241.3 $ ( 24.5 ) $ 197.4 $ 160.5

7 unchanged sentences

The following table summarizes the components of our long-term debt.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Outstanding Carrying

31 unchanged sentences

Capitalized debt issuance costs associated with the Term Loan will be amortized to interest expense – net in the Condensed Statements of Consolidated Income (Loss) over the time period for which the debt is outstanding.

As of July 31, 2025, the interest rate on the Term Loan was 5.44 percent.

As of October 31, 2025, the interest rate on the Term Loan was 5.13 percent.

Subsequent to the quarter, we prepaid $ 100.0 on the Term Loan.

We have available a $ 2.0 billion unsecured revolving credit facility with a group of ten banks that matures in March 2030.

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Interest is payable either on a quarterly basis or at the end of the borrowing term.

We did not have a balance outstanding under the revolving credit facility as of July 31, 2025, or April 30, 2025.

We did not have a balance outstanding under the revolving credit facility as of October 31, 2025, or April 30, 2025.

We participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $ 2.0 billion at any time.

1 unchanged sentence

Commercial paper is used as a continuing source of short-term financing for general corporate purposes.

As of July 31, 2025, and April 30, 2025, we had $ 952.0 and $ 641.0 of short-term borrowings outstanding, respectively, which were issued under our commercial paper program at weighted-average interest rates of 4.65 and 4.73 percent, respectively.

Interest paid totaled $ 137.4 and $ 140.9 for the three months ended July 31, 2025 and 2024, respectively.

This differs from interest expense due to the timing of interest payments, capitalized interest, the effect of interest rate contracts, amortization of debt issuance costs and discounts, and the payment of other debt fees.

As of October 31, 2025, and April 30, 2025, we had

$ 748.5 and $ 641.0 of short-term borrowings outstanding, respectively, which were issued under our commercial paper program at weighted-average interest rates of 4.29 and 4.73 percent, respectively.

Interest paid totaled $ 61.3 and $ 74.0 for the three months ended October 31, 2025 and 2024, respectively, and $ 198.7 and $ 214.9 for the six months ended October 31, 2025 and 2024, respectively.

This differs from interest expense due to capitalized interest, the effect of interest rate contracts, amortization of debt issuance costs and discounts, the payment of other debt fees, and the timing of interest payments.

Our debt instruments contain covenant restrictions, including an interest coverage ratio.

As of July 31, 2025, we are in compliance with all covenants.

As of October 31, 2025, we are in compliance with all covenants.

Pensions and Other Postretirement Benefits

The following table summarizes our net periodic benefit cost for defined benefit pension and other postretirement benefit plans.

Three Months Ended July 31,

Three Months Ended October 31,

Defined Benefit Pension Plans Other Postretirement Benefits

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Net periodic benefit cost $ 1.7 $ 2.7 $ 0.1 $ 0.1

We made direct benefit payments of $ 0.7 for both the three months ended July 31, 2025 and 2024.

Six Months Ended October 31,

Defined Benefit Pension Plans Other Postretirement Benefits

2025 2024 2025 2024

Service cost $ 0.3 $ 0.4 $ 0.3 $ 0.3

Interest cost 7.6 8.8 1.2 1.3

Expected return on plan assets ( 6.7 ) ( 6.2 ) — —

Amortization of net actuarial loss (gain) 2.0 2.2 ( 0.9 ) ( 1.0 )

Amortization of prior service cost (credit) 0.1 0.1 ( 0.3 ) ( 0.3 )

Net periodic benefit cost $ 3.3 $ 5.3 $ 0.3 $ 0.3

We made direct benefit payments of $ 1.7 for both the six months ended October 31, 2025 and 2024, respectively.

Derivative Financial Instruments

14 unchanged sentences

The contracts generally have maturities of less than one year .

We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment.

We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment and believe all of our foreign currency derivatives are economic hedges of our risk exposure.

Interest Rate Derivatives:

5 unchanged sentences

The following table presents the gross notional value of outstanding derivative contracts.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Commodity contracts $ 1,281.4 $ 1,698.1

1 unchanged sentence

The following tables set forth the gross fair value amounts of derivative instruments recognized in the Condensed Consolidated Balance Sheets.

July 31, 2025

October 31, 2025

Liabilities Other

11 unchanged sentences

We are required to maintain cash margin accounts in connection with funding the settlement of our open positions.

Our cash margin accounts represented collateral pledged of $ 164.2 and $ 37.5 at July 31, 2025, and April 30, 2025, respectively, and are included in other current assets in the Condensed Consolidated Balance Sheets.

Our cash margin accounts represented collateral pledged of $ 90.3 and $ 37.5 at October 31, 2025, and April 30, 2025, respectively, and are included in other current assets in the Condensed Consolidated Balance Sheets.

The change in the cash margin accounts is included within investing activities in the Condensed Statements of Consolidated Cash Flows.

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The following table presents the net gains and losses recognized in cost of products sold in the Condensed Statements of Consolidated Income (Loss) on derivatives not designated as hedging instruments.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Derivative gains (losses) on commodity contracts $ 59.8 $ 20.6 $ ( 167.9 ) $ ( 9.4 )

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The following table presents the net change in cumulative unallocated derivative gains and losses.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Net derivative gains (losses) recognized and classified as unallocated $ 60.8 $ 22.1 $ ( 166.3 ) $ ( 7.7 )

1 unchanged sentence

Change in net cumulative unallocated derivative gains and losses $ 103.0 $ 11.7 $ ( 150.1 ) $ ( 18.3 )

As of July 31, 2025, the net cumulative unallocated derivative losses were $ 172.3 , and at April 30, 2025, the net cumulative unallocated derivative gains were $ 80.8 .

As of October 31, 2025, the net cumulative unallocated derivative losses were $ 69.3 , and at April 30, 2025, the net cumulative unallocated derivative gains were $ 80.8 .

Cash Flow Hedges

The following table presents information on the pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Gains (losses) recognized in other comprehensive income (loss) $ — $ — $ — $ —

Gains (losses) reclassified from accumulated other comprehensive income (loss) to

interest expense – net (A)

Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)

( 3.2 ) ( 3.4 ) ( 6.3 ) ( 6.8 )

Change in accumulated other comprehensive income (loss) $ 3.2 $ 3.4 $ 6.3 $ 6.8

(A) Interest expense – net, as presented in the Condensed Statements of Consolidated Income (Loss) was $ 100.2 and $ 100.4 for the three months ended July 31, 2025 and 2024, respectively.

(A) Interest expense – net, as presented in the Condensed Statements of Consolidated Income (Loss) was $ 98.6 and $ 98.7 for the three months ended October 31, 2025 and 2024, respectively and, $ 198.8 and $ 199.1 for the six months ended October 31, 2025 and 2024.

The reclassification includes terminated contracts which were designated as cash flow hedges.

Included as a component of accumulated other comprehensive income (loss) at July 31, 2025, and April 30, 2025, were deferred net pre-tax losses of $ 114.3 and $ 117.4 , respectively, related to the terminated interest rate contracts associated with the Senior Notes due March 15, 2030 and March 15, 2050, which were terminated in 2020.

The related net tax benefit recognized in accumulated other comprehensive income (loss) at July 31, 2025, and April 30, 2025, was $ 26.6 and $ 27.3 , respectively.

Included as a component of accumulated other comprehensive income (loss) at October 31, 2025 and April 30, 2025, were deferred net pre-tax losses of $ 111.1 and $ 117.4 , respectively, related to the terminated interest rate contracts associated with the Senior Notes due March 15, 2030 and March 15, 2050, which were terminated in 2020.

The related net tax benefit recognized in accumulated other comprehensive income (loss) at October 31, 2025 and April 30, 2025, was $ 25.8 and $ 27.3 , respectively.

Approximately $ 12.5 of the net pre-tax loss will be recognized over the next 12 months related to the terminated interest rate contracts.

4 unchanged sentences

The following table provides information on the carrying amounts and fair values of our financial instruments.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Amount Fair Value Carrying

12 unchanged sentences

(Level 2) Significant

(Level 3) Fair Value at July 31, 2025

(Level 3) Fair Value at October 31, 2025

Marketable securities and other investments:

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(Level 2) Significant

(Level 3) Fair Value at

April 30, 2025

(Level 3) Fair Value at April 30, 2025

Marketable securities and other investments:

11 unchanged sentences

Based on the short-term nature of these money market funds, carrying value approximates fair value.

As of July 31, 2025, our municipal obligations are scheduled to mature as follows:

As of October 31, 2025, our municipal obligations are scheduled to mature as follows:

$ 1.0 in 2026, $ 3.9 in 2027, $ 0.4 in 2028, $ 2.0 in 2029, $ 0.6 in 2030, and the remaining $ 7.1 in 2031 and beyond.

22 unchanged sentences

The following table sets forth the right-of-use assets and lease liabilities recognized in the Condensed Consolidated Balance Sheets.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Operating lease right-of-use assets $ 155.0 $ 115.4

14 unchanged sentences

The following table summarizes the components of lease expense.

Three Months Ended July 31,

Three Months Ended October 31, Six Months Ended October 31,

2025 2024 2025 2024

Operating lease cost $ 11.6 $ 12.0 $ 24.0 $ 24.5

2 unchanged sentences

Interest on lease liabilities

0.1 0.1 0.3 0.3

Variable lease cost 5.5 5.8 11.4 12.3

4 unchanged sentences

The following table sets forth cash flow and noncash information related to leases.

Three Months Ended July 31,

Six Months Ended October 31,

Cash paid for amounts included in the measurement of lease liabilities:

7 unchanged sentences

The following table summarizes the maturity of our lease liabilities by fiscal year.

July 31, 2025

October 31, 2025

Operating Leases Finance Leases

9 unchanged sentences

The following table sets forth the weighted average remaining lease term and discount rate.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Weighted average remaining lease term (in years):

4 unchanged sentences

Finance leases

The effective income tax rates for the three months ended July 31, 2025 and 2024, were 22.3 and 24.8 percent, respectively.

During the three months ended July 31, 2025 and 2024, the effective income tax rates varied from the U.S.

The effective income tax rates for the three months ended October 31, 2025 and 2024, were 24.2 and 136.7 percent, respectively, and for the six months ended October 31, 2025 and 2024, were 24.6 and 48.7 , respectively.

During the three and six months ended October 31, 2025, the effective income tax rates varied from the U.S.

statutory income tax rate of 21.0 percent, primarily due to state income taxes.

During the three and six months ended October 31, 2024, the effective income tax rates varied from the U.S.

statutory income tax rate of 21.0 percent, primarily due to unfavorable impacts of the classification of the Voortman business as held for sale.

Within the next 12 months, it is reasonably possible that we could decrease our unrecognized tax benefits by an estimated $ 1.1 , primarily as a result of the expiration of statute of limitation periods.

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (the “Act”).

The corporate tax changes included in the Act did not have a material impact on our effective income tax rate during the three months ended July 31, 2025, and we do not anticipate a material impact on our effective income tax rate in future periods.

The corporate tax changes included in the Act did not have a material impact on our effective income tax rate during the three and six months ended October 31, 2025, and we do not anticipate a material impact on our effective income tax rate in future periods.

The Act ’ s provisions for accelerated tax deductions will reduce our cash income tax requirements for the current year.

13 unchanged sentences

Income tax benefit (expense) — ( 1.5 ) ( 0.3 ) ( 0.2 ) ( 2.0 )

Balance at July 31, 2025 $ ( 42.7 ) $ ( 87.7 ) $ ( 52.9 ) $ 0.8 $ ( 182.5 )

Balance at October 31, 2025 $ ( 46.0 ) $ ( 85.3 ) $ ( 52.6 ) $ 1.2 $ ( 182.7 )

Adjustment Net Gains (Losses)

10 unchanged sentences

Income tax benefit (expense) — ( 1.6 ) ( 0.3 ) ( 0.1 ) ( 2.0 )

Balance at July 31, 2024 $ ( 39.8 ) $ ( 140.5 ) $ ( 53.0 ) $ 1.1 $ ( 232.2 )

Balance at October 31, 2024 $ ( 49.9 ) $ ( 137.9 ) $ ( 52.7 ) $ 1.5 $ ( 239.0 )

(A) The reclassification from accumulated other comprehensive income (loss) is primarily composed of deferred gains (losses) related to terminated interest rate contracts which were reclassified to interest expense – net.

6 unchanged sentences

We, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings arising in the ordinary course of business.

We are currently a defendant in a variety of such legal proceedings, and while we cannot predict with certainty the ultimate results of these proceedings or potential settlements associated with these or other matters, we have accrued losses for certain contingent liabilities that we have determined are probable and reasonably estimable at July 31, 2025.

Based on the information known to date, with the exception of the matters discussed below, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position, results of operations, or cash flows.

5 unchanged sentences

The outcome and the financial impact of these cases, if any, cannot be predicted at this time.

Accordingly, no loss contingency has been recorded for these matters as of July 31, 2025, as the likelihood of loss is not considered probable or reasonably estimable.

Accordingly, no loss contingency has been recorded for these matters as of October 31, 2025, as the likelihood of loss is not considered probable or reasonably estimable.

However, if we are required to pay significant damages, our business and financial results could be adversely impacted, and sales of those products could suffer not only in these locations but elsewhere.

14 unchanged sentences

The following table sets forth common share information.

July 31, 2025 April 30, 2025

October 31, 2025 April 30, 2025

Common shares authorized 300.0 300.0

2 unchanged sentences

Repurchase Program:

During the three months ended July 31, 2025 and 2024, we did not repurchase any common shares under a repurchase plan authorized by the Board of Directors (the “Board”).

The shares repurchased during the three months ended July 31, 2025 and 2024, consisted of shares repurchased from stock plan recipients in lieu of cash payments.

As of July 31, 2025, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations.

During the six months ended October 31, 2025 and 2024, we did not repurchase any common shares under a repurchase plan authorized by the Board of Directors (the “Board”).

The shares repurchased during the six months ended October 31, 2025 and 2024, consisted of shares repurchased from stock plan recipients in lieu of cash payments.

As of October 31, 2025, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations.

Supplier Financing Program

2 unchanged sentences

We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution.

Participating suppliers can sell one or more of our payment obligations at their sole discretion, and our rights and obligations to our suppliers are not impacted.

Participating suppliers can sell one or more of our payment obligations at their sole discretion.

We have no economic interest in a supplier’s decision to enter into these agreements.

2 unchanged sentences

The payment of these obligations is included in cash provided by operating activities in the Condensed Statements of Consolidated Cash Flows.

Included in accounts payable in the Condensed Consolidated Balance Sheets as of July 31, 2025, and April 30, 2025, were $ 324.5 and $ 340.4 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers.

During the first three months of 2026 and 2025, we paid $ 340.9 and $ 422.6 , respectively, to a financial institution for payment obligations that were settled through the supplier financing program.

Included in accounts payable in the Condensed Consolidated Balance Sheets as of October 31, 2025, and April 30, 2025, were $ 248.0 and $ 340.4 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers.

During the first six months of 2026 and 2025, we paid $ 679.6 and $ 818.8 , respectively, to a financial institution for payment obligations that were settled through the supplier financing program.

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

What changed 10-Q

Item 1. Financial Statements