What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-10-28 compared with 2024-10-29 · 105 added, 121 removed, 295 unchanged (43% of the section changed)

The Simply Good Foods Company is a consumer packaged food and beverage company that aims to lead the nutritious snacking movement with trusted brands that offer a variety of convenient, innovative, great-tasting, better-for-you snacks and meal replacements, and other product offerings.

The product portfolio we develop, market and sell consists primarily of protein bars, ready-to-drink (“RTD”) shakes, sweet and salty snacks and confectionery products marketed under the Quest, Atkins, and OWYN brand names.

Simply Good Foods is poised to expand its wellness platform through innovation and organic growth along with acquisition opportunities in the nutritional snacking space.

The product portfolio we develop, market and sell consists primarily of protein bars, ready-to-drink (“RTD”) protein shakes, sweet and salty protein snacks and confectionery products marketed under the Quest, Atkins, and OWYN brand names.

Simply Good Foods is poised to expand its wellness platform through innovation and organic growth along with acquisition opportunities.

Our nutritious snacking platform consists of brands that specialize in providing products for consumers that follow certain nutritional philosophies and health-and-wellness trends:

Quest for consumers seeking a variety of protein-rich foods and beverages that also limit sugars and simple carbohydrates, Atkins for those following a low-carbohydrate lifestyle or seeking to manage weight or blood sugar levels, and OWYN for consumers seeking protein-rich beverages that are plant-based and tested for the top nine allergens that also limit sugars and simple carbohydrates.

We distribute our products in major retail channels, primarily in North America, including grocery, club, and mass merchandise, as well as through e-commerce, convenience, specialty, and other channels.

We distribute our products in major retail channels, primarily in North America, including grocery, club, and mass merchandise, and through e-commerce, convenience, specialty, and other channels.

Our portfolio of nutritious snacking brands gives us a strong platform with which to introduce new products, expand distribution, and attract new consumers to our products.

We believe snacking occasions have been on the rise in recent years as consumers continue to desire more convenient, healthy and delicious foods, snacks, and meal replacements.

We believe our emphasis on product formats such as our protein bars, cookies, chips and salty snacks, confections, RTD shakes, and protein powders positions us to fill important needs for consumers.

We believe our emphasis on product formats such as our protein bars, cookies, chips and salty snacks, confections, RTD protein shakes, and protein powders position us to fill important needs for consumers.

We believe several existing and emerging consumer trends within the U.S.

food and beverage industry will continue to drive both the growth of the nutritional snacking category and increase the demand for our product offerings.

Some of these trends include increased consumption of smaller, more frequent meals throughout the day, consumers’ strong preference for convenient, “better-for-you” snacks, consumers’ greater focus on health and wellness, consumers seeking to add convenient sources of protein and fiber to their diets, and consumers’ movement toward limiting carbohydrate and sugar consumption or avoiding certain allergens.

With our Quest brand, we strive to offer an attractive line up of protein bars, cookies, protein chips and salty snacks, RTD shakes, and confections, which target these existing and emerging consumer trends.

With our Atkins brand, we strive to offer a compelling line of protein bars, RTD shakes, cookies, protein chips and salty snacks, and confections.

With our OWYN brand, we strive to offer RTD shakes and protein powders that are plant-based and tested for the top nine allergens in a variety of protein levels.

Some of these trends include increased consumption of smaller, more frequent meals throughout the day, consumers’ strong preference for convenient, “better-for-you” snacks, consumers’ greater focus on health and wellness, consumers seeking to add convenient sources of protein and fiber to their diets, and consumers’ movement toward increasing the consumption of protein, limiting carbohydrate and sugar consumption or avoiding certain allergens.

With our Quest brand, we strive to offer an attractive lineup of protein bars, cookies, protein chips and salty snacks, RTD protein shakes and other beverages, and confections, which target these existing and emerging consumer trends.

With our Atkins brand, we strive to offer a compelling line of protein bars, RTD protein shakes, and confections.

With our OWYN brand, we strive to offer RTD protein shakes and protein powders that are plant-based and tested for the top nine allergens in a variety of protein levels.

Our sales, marketing, and research and development capabilities enable us to distribute products to a national customer base across a spectrum of retail channels, including the mass merchandise, grocery, drug, club stores, e-commerce, and small format retail such as convenience stores and gas stations.

The Simply Good Foods Company (“Simply Good Foods”) was formed on March 30, 2017, to acquire NCP-ATK Holdings, Inc.

(“Atkins”), on July 7, 2017.

The Simply Good Foods Company (“Simply Good Foods”) was formed in March 2017, to acquire NCP-ATK Holdings, Inc.

(“Atkins”), which was completed in July 2017.

As part of Simply Good Foods’ strategy to become an industry leading snacking platform, in November 2019, we acquired Quest Nutrition, LLC (“Quest”) and we acquired Only What You Need, Inc.

7 unchanged sentences

Powerful brands with strong consumer awareness and loyalty .

We are a leader in the fast-growing nutritional snacking category, and our Quest, Atkins and OWYN brands are leading brands with combined scale in protein bars, protein chips, confections, cookies, RTD shakes, and protein powders.

Our highly focused snacking portfolio provides us with a leading position within retailers’ nutrition and wellness aisles, resulting in meaningful shelf space.

Our brands can appeal to consumers interested in an active lifestyle who are seeking protein-rich, low-carb snacking options, weight management program consumers, and consumers looking to consume protein through convenient RTD shakes and powders that are plant-based and tested for the top nine allergens, which makes our brands highly attractive and strategic for a diverse set of retailers across various distribution channels.

Our brands can appeal to consumers interested in an active lifestyle who are seeking protein-rich, low-carb snacking options, consumers looking to manage weight through the several approaches including using medications such as GLP-1s and weight management programs, and consumers looking to consume protein through convenient RTD protein shakes and powders that are plant-based and tested for the top nine allergens, which makes our brands highly attractive and strategic for a diverse set of retailers across various distribution channels.

Aligned with consumer mega trends.

1 unchanged sentence

Over 100 independent, peer reviewed, clinical studies show the benefits of controlling carbohydrates.

We believe this focus is prompting consumers to rebalance their nutritional breakdown away from carbohydrates.

Our brand attributes, “low-carb,” “low-sugar” and “protein-rich” nutrition, are well aligned with consumer mega trends.

In addition, consumers are increasingly looking to increase the level of protein consumption in their diets.

We believe this focus is prompting consumers to rebalance their nutritional breakdown to increase protein and shift away from

carbohydrates.

Our brand attributes, “protein-rich” “low-carb,” “low-sugar” nutrition, are well-aligned with consumer mega trends.

In addition, we believe consumers’ eating habits are gradually shifting towards increased convenience, snacking and meal replacement.

believe our portfolio of convenient and nutritious products and our ongoing effort to meet consumer demands for convenient snacking options support their individual health, nutrition, allergen sensitivities, and lifestyle goals.

We also believe our portfolio of convenient and nutritious products and our ongoing effort to meet consumer demands for convenient snacking options support their individual health, nutrition, allergen sensitivities, and lifestyle goals.

Scalable snacking and food platform.

6 unchanged sentences

We retain core in-house capabilities including sales, marketing, brand management, customer relationships, product development, and supply-chain expertise, while collaborating with a diversified pool of contract manufacturers and distributors to execute manufacturing and distribution.

Outsourcing these competencies allows us to focus our efforts on innovation, marketing, and sales to meet consumer demands.

Our lean infrastructure allows for significant flexibility, speed-to-market, and minimal capital investment, which translates into relatively consistent and robust free cash flow generation over time, driven by strong gross margins.

Outsourcing these competencies allows us to focus our efforts on consumer insights, innovation, marketing, and sales to meet consumer demands.

Our lean infrastructure allows for significant flexibility, speed-to-market, and targeted capital investment, which translates into relatively consistent and robust free cash flow generation over time, driven by strong gross margins.

Experienced leadership team .

1 unchanged sentence

Our management team’s extensive experience is complemented by the significant industry expertise of our Board of Directors.

Our management team’s deep expertise and proven record of accomplishment in managing brands and operating packaged food businesses is a key driver of our success and we believe positions Simply Good Foods as an attractive vehicle for future long-term growth within the nutritional snacking space.

Our Strategies

Innovate and expand the portfolio of product offerings to meet consumer demand for higher protein products and new product forms.

We intend to continue to enhance, strengthen and expand our product offerings with new and innovative flavors and forms and packaging alternatives, all while maintaining a commitment to delivering products that meet our targeted nutritional profile and provide the convenience and taste consumers crave.

Our in-house research and development laboratories allow us to develop new products internally and bring them to market quickly through our contract manufacturing network without diverging from high standards of taste, nutritional content, quality, and safety.

7 unchanged sentences

Expand distribution in white space opportunities.

In the fifty-three weeks ended August 31, 2024, approximately 77% of Quest’s gross sales in the U.S.

and approximately 83% of Atkins’ gross sales in the U.S.

For our fiscal year 2025, approximately 76% of Quest’s gross sales in the U.S., approximately 81% of Atkins’ gross sales in the U.S., and approximately 73% of OWYN’s gross sales in the U.S.

were through the mass retailer, grocery and convenience store distribution channels.

Our management believes there is opportunity for each of our brands to further penetrate those channels as well as other distribution channels such as convenience and club stores.

In addition, while shoppers have increased e-commerce purchases generally, approximately 22% of Quest’s gross sales for the fifty-three weeks ended August 31, 2024, were through its e-commerce channel and approximately 17% of Atkins’ gross sales for the same period were through its e-commerce channel.

In addition, while shoppers have increased e-commerce purchases generally, in fiscal year 2025, approximately 22% of Quest’s gross sales, approximately 19% of Atkins’ gross sales, and approximately 26% of OWYN’s gross sales were through the e-commerce channel.

We intend to leverage our brand recognition to develop further the distribution channels through which we reach consumers, including through the continued expansion of the e-commerce channel.

1 unchanged sentence

We intend to expand our marketing efforts to bring first-time buyers into the Quest, Atkins and OWYN brand franchises.

For our Quest brand, our historic consumer base has been individuals pursuing a performance-based active and athletic lifestyle.

For our Quest brand, our historic consumer base has been individuals pursuing a performance-based active and athletic lifestyle seeking protein-rich foods.

For our Atkins’ brand it has been people interested in weight management or pursuing a lifestyle of eating low carbohydrate foods.

And, for our OWYN brand, the historic consumer base has been consumers looking for an allergen sensitive, plant-based and non-dairy RTD shake or protein powder that is high in protein and low in carbohydrates and sugar.

As public opinion on the use of chronic weight management medication is shifting significantly as the popularity of clinical solutions grows and more medications are approved by the FDA, we are looking to communicate to consumers who have elected to use these medications what we believe are the complementary benefits of using our products to support achieving or maintaining their weight management goals.

And, for our OWYN brand, the historic consumer base has been consumers looking for an allergen sensitive, plant-based and non-dairy RTD protein shake or protein powder that is high in protein and low in carbohydrates and sugar.

As public opinion on the use of chronic weight management medication is shifting significantly as the popularity of clinical solutions grows and more medications are approved by the U.S.

Food and Drug Administration

(“FDA”), we are looking to communicate to consumers who have elected to use these medications what we believe are the complementary benefits of using our products to support achieving or maintaining their weight management goals.

For all our brands, we have an active and growing digital and social presence, using a comprehensive approach of search, banner, and search engine optimization efforts.

We are a leader in social media, with an evolving social media presence on major channels such as Facebook, Instagram, Pinterest, X (formerly known as Twitter) and YouTube.

We are a leader in social media, with an evolving social media presence on major channels such as Instagram, Facebook, Pinterest, X (formerly known as Twitter) TikTok, and YouTube.

We also have a growing network of social influencers and content creators, who promote our products in their targeted social media posts.

1 unchanged sentence

We believe our ongoing efforts to educate consumers about the benefits of our nutritional philosophy and lifestyle will further reinforce our brands.

For our Quest brand, we have used a national, targeted broadcast ad campaign, and continue to leverage targeted streaming television ads and an extensive network of social media influencers and content creators who prompt both our Quest brand products through their online posts to motivate new buyers and product introductions.

For our Atkins brand, we use targeted broadcast and streaming television and print ads with a celebrity-based campaign that attempts to (i) motivate potential programmatic weight loss consumers to try the Atkins approach to healthier eating and weight loss as these Atkins consumers are our most loyal, profitable and frequent purchasers and (ii) broaden the reach of the Atkins brand to appeal to those consumers generally interested in low carbohydrate, low sugar nutrition.

For the OWYN brand, we have used an extensive network of social media influencers and content creators who promote our OWYN brand products through their online posts to motivate new buyers.

For our Quest brand, we have used national, targeted broadcast ad campaigns, and continue to leverage targeted streaming television ads and an extensive network of social media influencers and content creators who prompt both our Quest brand products through their online posts to motivate new buyers and product introductions.

For our Atkins brand, we are shifting our marketing efforts toward more digital marketing activities including social media influencers.

Atkins has historically used targeted broadcast and streaming television and print ads with a celebrity-based campaign that attempts to (i) motivate potential programmatic weight loss consumers to try the Atkins approach to healthier eating and weight loss as these Atkins consumers are our most loyal, profitable and frequent purchasers and (ii) broaden the reach of the Atkins brand to appeal to those consumers generally interested in low carbohydrate, low sugar nutrition.

For the OWYN brand, we have used an extensive network of social media influencers and content creators who promote our OWYN brand products through their online posts to motivate and attract new buyers.

We intend to continue to make focused changes to our approach to consumer outreach to attract consumers beyond our historic core buyers.

For our Quest brand, we intend to enhance our marketing efforts to reach more consumers who are seeking products that are aligned with their choice to pursue a healthy and active lifestyle.

For the Atkins brand, we intend to continue our marketing efforts to attract self-directed low-carbohydrate and health motivated eaters (those individuals not on a program diet) who buy and consume our Atkins products.

As we work to integrate the recently acquired OWYN brand, we will evaluate our marketing efforts to continue to attract consumers who are interested in RTDs and powders that are plant-based and tested for the top nine allergens in a variety of protein levels.

During fiscal year 2024, we updated the Simply Good Foods purpose.

Our purpose is:

For the Atkins brand, we intend to continue our marketing efforts to attract health motivated eaters (including those individuals not on a program diet) who buy and consume our Atkins products as well as those consumers who have elected to use medication as part of their approach to achieve or maintain their weight management goals.

For our OWYN brand, we intend to enhance our marketing efforts to reach more consumers who are interested in RTDs and powders and other product forms that are plant-based and tested for the top nine allergens in a variety of protein levels.

At Simply Good Foods, our purpose is:

We’re raising the bar on what food can be.

7 unchanged sentences

Core Quest Products

Our core Quest brand products consist of protein bars, cookies, muffins, brownies, salty snacks and confections.

Our core Quest brand products consist of protein bars, salty snacks, cookies, muffins, brownies, confections, and RTD protein beverages.

Protein Bars.

To keep on-the-go consumers energized and fueled, our Quest bars offer a convenient and effective solution, providing consumers with protein, fiber and a delicious taste.

Quest’s cookies, muffins, and brownies sold under the Quest Bake Shop banner are convenient sources of high-protein combined with low net carbs and low-sugar.

To keep on-the-go consumers energized and fueled, our Quest bars offer a convenient and effective solution in a variety of texture formats, providing consumers with protein, fiber and a delicious taste.

Salty Snacks .

Quest’s protein chips and crackers line quickly became a high-selling product offering an attractive nutrition profile when compared to conventional chip and cracker products.

Quest’s cookies, muffins, and brownies sold under the Quest Bake Shop banner are convenient sources of high-protein combined with low net carbs and low-sugar.

Quest’s confections include peanut butter cups, “fudgey” brownie, “gooey” caramel candy bites, chocolatey coated peanut candies and “coconutty” caramel candy bars sold in a variety of packaging.

RTD Protein Beverages.

Quest’s rich and creamy ultra-processed milk protein milkshake contains 45 grams of protein and the Quest regular rich and creamy protein shake contains 30 grams of protein, and Quest’s iced coffee beverages contain 10 grams of protein and 200 milligrams of caffeine.

Core Atkins Products

Our core Atkins brand products consist of protein bars, RTD shakes, confections, and cookies.

Our core Atkins brand products consist of protein bars, RTD protein shakes, and confections.

Protein Bars.

To keep on-the-go consumers energized and fueled, our Atkins bars offer a convenient and effective solution, providing consumers with protein, fiber and a delicious taste.

Our rich and creamy Atkins RTD shakes contain 10 to 30 grams of protein, as well as other important vitamins and minerals.

Our Atkins Endulge line, which is designed to satisfy consumers’ sweet cravings, and which we call Treats, consists of delicious desserts without all the added sugar providing consumers with the option to indulge.

Atkins’ cookie products are a convenient source of high-protein combined with low net carbs and low-sugar.

RTD Protein Shakes.

Our rich and creamy Atkins RTD protein shakes contain 10 to 30 grams of protein, as well as other important vitamins and minerals.

Our Atkins Endulge line, which is designed to satisfy consumers’ sweet cravings, consists of delicious desserts without all the added sugar providing consumers with the option to indulge.

While provided free of charge, we also offer over 1,600 protein-rich, low-carbohydrate and low-sugar recipes designed to help consumers achieve and maintain a healthy lifestyle, while still enjoying delicious food.

Core OWYN Products

RTD Shakes and Powders .

Our OWYN RTD shakes and powders are plant-based, contain 20 to 32 grams of protein, and do not contain gluten, dairy, soy, eggs, nuts, tree nuts, are low in sugar, and contain prebiotic fiber.

RTD Protein Shakes and Powders .

Our OWYN RTD protein shakes and powders are plant-based, contain 20 to 32 grams of protein, and do not contain gluten, dairy, soy, eggs, nuts, tree nuts, are low in sugar, and contain prebiotic fiber.

Marketing, Advertising and Consumer Outreach

Our marketing efforts are designed to increase consumer awareness of and demand for our products.

Our marketing efforts are designed to maintain and increase consumer awareness of and demand for our products.

We employ a broad mix of marketing, including coupons, product sampling, consumer and trade events, advertising (television, online and print) and recipe and food plans, to target our consumers.

We also use online resources, including social media sites, to communicate with consumers and build interest in our brands.

Our advertising and use of online resources are aimed at increasing consumer preference and usage of our brands.

Our advertising and use of online resources are aimed at maintaining and increasing consumer preference and usage of our brands.

Our trade promotions focus on obtaining retail feature and display support, achieving optimum retail product prices and securing retail shelf space.

5 unchanged sentences

We also provide access to consumer service representatives to answer questions and educate consumers on nutrition, new products and developments.

As part of this approach, over time, for those consumers who have elected to use weight management medications to pursue their weight management goals we expect to develop and enhance our marketing messages regarding how we believe our products can be used to meet their snacking use occasions and be complementary to their use of medication for weight management to achieve and maintain their weight management goals.

As part of this approach, over time, for those consumers who have elected to use weight management medications to pursue their weight management goals we expect to continue developing and enhancing our marketing messages regarding how we believe our products can be used to meet their snacking use occasions and be complementary to their use of medication for weight management to achieve and maintain their weight management goals.

For our brands, in order to facilitate awareness and knowledge of the health benefits of a low-carbohydrate, low-sugar and protein-rich eating approach, whether dairy or plant-based, we have established a variety of marketing and advertising strategies to connect with consumers, including digital marketing and social media platforms, television broadcast and streaming advertising as well as celebrity and social media influencer endorsements.

1 unchanged sentence

Beyond the core historic consumers for each of our brands, we believe there is significant opportunity to increase household penetration for our products by expanding our marketing, product offerings and educational efforts to consumers who are focused more generally on long-term healthy living.

In the fifty-three weeks ended August 31, 2024, approximately 72% of Selling and marketing expenses were spent on advertising costs.

We have a wide variety of customers across the mass, food, club, drug, and e-commerce channels.

In the fifty-two weeks ended August 30, 2025, approximately 57% of Selling and marketing expenses were spent on advertising costs.

We have a wide variety of customers across the mass merchandise, food, club, drug, small format, and e-commerce channels.

A substantial majority of our sales are generated from a limited number of retailers.

Sales to our largest retailer, Walmart Inc., represented approximately 31% of consolidated sales in fiscal year 2024, of which approximately 23% was through their mass retail channel and approximately 8% was through their Sam’s club and e-commerce channels.

Sales to our largest retailer, Walmart Inc., represented approximately 31% of consolidated sales in fiscal year 2025, with approximately 24% through their mass retail channel and approximately 7% through their Sam’s Club and e-commerce channels.

Sales to our next largest retailer, Amazon, represented approximately 18% of consolidated sales in fiscal year 2025.

No other customer represents more than 10% of sales.

No other customer represents more than 10% of consolidated sales.

For additional information, please see the risk factor “ We rely on sales to a limited number of retailers for a substantial majority of our net sales, and losing one or more such retailers may materially harm our business.

11 unchanged sentences

We believe an important component of meeting consumers’ nutritional needs is a focus on evolving current products.

We are committed to continually finding new and innovative formulations for our products, as well as using “better-for-you” ingredients like nuts, fiber and whey protein, while continually improving taste and quality.

We are committed to continually finding new and innovative formulations for our products, as well as using “better-for-you” ingredients like nuts, fiber and various plant- and dairy-based protein, while continually improving taste and quality.

We maintain an in-house research and development team as well as market research and consumer insight capabilities.

5 unchanged sentences

As a leader in nutritious snacking, we believe we have the unique capability to leverage our operating platform and customer relationships to expand beyond our current brands.

Our experienced management team has deep expertise in brand building to expand the business into additional brands and products in the nutritional snacking segment.

Our experienced management team has deep expertise in brand building to expand the business into additional brands and products in the nutritional snacking segment and beyond.

Simply Good Foods is actively seeking to identify and evaluate new acquisition opportunities to complement our existing portfolio and sees significant opportunity for growth and synergies in complementary adjacent snacking categories such as sports/active and adult nutritional snacks, salty snacks and protein snacks, as well as in the “better-for-you” eating space.

24 unchanged sentences

We operate an asset-light business model.

For the manufacture of our products, we contract with contract manufacturers, and as a result, our operations are highly flexible and require minimal capital expenditure.

For the manufacture of our products, we contract with contract manufacturers, and as a result, our operations are highly flexible and require targeted capital expenditures.

The supply chain for our international business also uses exclusively contract manufacturers.

The principal ingredients to manufacture our products include chocolate and other coatings, dairy, proteins, soy, nuts, and pea and pumpkin seed protein.

The principal ingredients to manufacture our products include cocoa and other coatings, dairy, proteins, soy, nuts, and pea and pumpkin seed protein.

Our packaging consists of flexible film, cartons, tetra paper, plastic bottles and corrugate.

5 unchanged sentences

We actively manage the cost of most of our packaging supplies, such as corrugate, film, and cartons.

Historically, OWYN has directly purchased and therefore owns the ingredients and packaging the contract manufacturers use for the production of OWYN products.

OWYN directly purchases and owns the ingredients and packaging the contract manufacturers use for the production of selected OWYN products.

Manufacturing.

7 unchanged sentences

These finished products are then shipped directly to our distribution centers, or shipped directly from the contract manufacturer to the customer.

For the Quest and Atkins brands we lease two distribution centers, both in Greenfield, Indiana, referred to collectively as the Distribution Centers, where we store finished goods.

We lease two distribution centers, both in Greenfield, Indiana, referred to collectively as the Distribution Centers, where we store finished goods.

We utilize over 1.6 million square feet of floor space among our Distribution Centers.

For our OWYN brand, we currently use portions of four warehouses for finished goods which are located in Greenfield, Indiana, Greenwood, Indiana, Romeoville, Illinois, and Hackettstown, New Jersey.

For OWYN we utilize approximately 200,000 square feet of floor space.

Having completed the OWYN Acquisition in June 2024, we are currently evaluating the integration activities and the timing for their implementation related to the OWYN brand’s warehouse operations.

Distribution.

For Quest and Atkins, the majority of our products are shipped directly to one central warehouse, which is a leased warehouse managed by a third-party logistics provider.

We also have separate warehouses for a portion of our distribution needs.

A substantial portion of our inventory is shipped directly to our retailers from the warehouse by the same third-party logistics provider.

remaining customers pick up their orders at our distribution centers and make their own arrangements for delivery to their fulfillment network.

For certain customers, RTD shakes are shipped directly from the contract manufacturer to the customers’ locations.

The majority of our products are shipped directly to one of our Distribution Centers, which are leased warehouses managed by a third-party logistics provider.

A substantial portion of our inventory is shipped directly to our retailers from our warehouses by the same third-party logistics provider.

Most of our remaining customers pick up their orders at our distribution centers and make their own arrangements for delivery to their fulfillment network.

For certain customers, some of our products are shipped directly from the contract manufacturer to the customers’ locations.

We believe our use of demand forecasting and vendor-managed inventory systems enables us to meet shipping demands, ensure timely delivery of orders and offer service levels to our customers.

For the majority of our customers, our logistics provider distributes the finished goods via truckloads from our Distribution Centers, which first flow through regional terminals.

At the terminals, our orders are consolidated with other companies’ products being shipped to the customer.

For the majority of our customers, our logistics provider distributes the finished goods from our Distribution Centers, which first flow through regional terminals.

At the terminals, our orders

are consolidated with other companies’ products being shipped to the customer.

The finished goods are then distributed to retailer customers’ distribution centers.

The regular weekly shipments and consolidation have reduced our costs.

For some products, we ship directly to customers from our contract manufacturer through a third-party logistics provider.

In some instances, the customer will arrange to pick-up directly finished products from our Distribution Centers.

OWYN products for select channels are shipped through both distributors and redistributors throughout the United States.

OWYN products ship direct to a customer’s warehouse for most national and regional retail customers and the customers of two large distributors with one large customer arranging for products to be picked up.

Currently, OWYN uses a consolidator network for large national retailer customers, which avoids OWYN having to ship “less than truckload” deliveries to these customers throughout the United States.

OWYN currently uses one primary warehouse located in Illinois and a logistics provider in Illinois for the purpose of assembling e-commerce variety packages.

OWYN has also recently converted certain key distributors to a model where customers pick up shipments.

Having completed the OWYN Acquisition in June 2024, we are currently evaluating the integration activities and the timing for their implementation related to the OWYN brand’s distribution functions.

International .

1 unchanged sentence

Our top international sales are in Australia and New Zealand.

For the fifty-three weeks ended August 31, 2024, international net sales represented approximately 2.5% of total net sales.

For the fifty-two weeks ended August 30, 2025, international net sales represented approximately 2.0% of total net sales.

For products that are not manufactured in North America and shipped internationally, our international supply chain is run by a lean team solely focused on international operations.

23 unchanged sentences

The website operations of our third parties may be affected by reliance on other third-party hardware and software providers, technology changes, risks related to the failure of computer systems through which these website operations are conducted, telecommunications failures, data security breaches and similar disruptions.

During the fifty-two weeks ended August 27, 2022, we substantially completed our efforts to fully integrate our operations and organization structure after the Quest Acquisition.

We aligned the nature of our production processes, and the methods used to distribute products to customers for the Quest and Atkins brands.

Following the OWYN Acquisition, the Company's operations are organized into two operating segments, Quest and Atkins, and OWYN, which are aggregated into one reporting segment due to similar financial, economic and operating characteristics.

Following the OWYN Acquisition during the fifty-three weeks ended August 31, 2024, the Company determined its operations are organized into two operating segments, Quest and Atkins, and OWYN, which are aggregated into one reportable segment due to similar financial, economic and operating characteristics.

The operating segments are also similar in the following areas:

5 unchanged sentences

The Company also designed its organizational structure to support entity-wide business functions across brands, products, customers, and geographic regions.

As a result, during the fifty-three weeks ended August 31, 2024, the Company determined its operations are organized into two operating segments, which were aggregated into one reporting segment due to similar financial, economic and operating characteristics.

During the fifty-two weeks ended August 26, 2023, and August 27, 2022, the Company determined its operations are organized into one, consolidated operating segment and reportable segment.

As a result, as of the fifty-two weeks ended August 30, 2025, and fifty-three weeks ended August 31, 2024, the Company determined its operations are organized into two operating segments, which were aggregated into one reportable segment due to similar financial, economic and operating characteristics.

As of the fifty-two weeks ended August 26, 2023, the Company determined its operations were organized into one consolidated operating segment and reportable segment.

Regulation and Compliance

1 unchanged sentence

In the United States, the federal agencies governing the manufacture, distribution and advertising of products include, among others, the U.S.

Federal Trade Commission (“FTC”), the U.S.

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

Federal Trade Commission (“FTC”), the FDA, the U.S.

Environmental Protection Agency, and the Occupational Safety and Health Administration, in addition to similar state and local agencies.

21 unchanged sentences

We are subject to various labeling requirements with respect to our products at the federal, state and local levels.

At the federal level the FDA has authority to review product labeling, and the FTC may review labeling and advertising materials, including online and television

advertisements, to determine if advertising materials are misleading.

At the federal level the FDA has authority to review product labeling, and the FTC may review labeling and advertising materials, including online and television advertisements, to determine if advertising materials are misleading.

We are also subject to various state and local consumer protection laws.

1 unchanged sentence

Human Capital Resources

As of August 31, 2024, our workforce consisted of 316 employees globally who were largely based in an office or in research and development (“R&D”) lab locations.

Of that total, approximately 95% of our employees were in the United States, and the rest were in Canada, Europe, Australia, and New Zealand.

133 employees were engaged in marketing and sales, 100 were engaged in R&D, operations and quality, and 83 were engaged in administration.

As of August 30, 2025, our workforce consisted of 328 employees globally with approximately 66% based in an office or in research and development (“R&D”) lab locations.

Of that total, approximately 96% of our employees were in the United States, and the rest were in Canada, Australia, and New Zealand.

Of these total employees, 138 employees were engaged in marketing and sales, 102 were engaged in R&D, operations and quality, and 88 were engaged in administration.

Of our United States employees, 24 employees were hourly and 290 were salaried.

1 unchanged sentence

Ambition, Purpose and Values.

During fiscal year 2024, we updated our ambition, purpose and values to reflect one unified Simply Good Foods company.

Our ambition, purpose and values reflect one unified Simply Good Foods company.

We’re on a mission to make food that is radically nutritious and defyingly delicious.

3 unchanged sentences

Training and development is critical to our success, helps our employees grow their career, and is one way we attract, motivate and retain our employees.

We regularly host “Be Empowered” sessions for employees, which are educational classes and networking opportunities that teach our nutrition philosophy and our different business functions.

We regularly host “Nutrition Bite” and other training sessions for employees, with the Nutrition Bite sessions providing education and additional background on our nutrition philosophy and provide timely updates on regulatory news and evolving nutritional topics.

To develop effective and empowered leaders, we host regular trainings and informational sessions.

In our normal performance review cycle, which took place in early fiscal year 2024, 99% of our employees held career discussions with their managers to identify opportunities for development and career progression.

Because of career discussions, mentorship opportunities and the talent review process conducted by our senior leadership, during fiscal year 2024, we promoted 9% of our workforce and provided associated compensation increases.

Our Commitment to Diversity, Equity, Inclusion & Belonging (“DEI&B”) .

We recognize the importance of a diverse, equitable and inclusive culture for our employees and its effect on our ability to achieve our business objectives, so we have made commitments to track and improve our performance in each of these areas.

Our Board of Directors created its Corporate Responsibility & Sustainability committee that has been tasked with, among other things, overseeing human capital resources and all our DEI&B initiatives.

In our normal performance review cycle, which took place in early fiscal year 2025, approximately 99% of our employees held career discussions with their managers to identify opportunities for development and career progression.

Because of career discussions, mentorship opportunities and the talent review process conducted by our senior leadership, during fiscal year 2025, we promoted approximately 9% of our workforce and provided associated compensation increases.

Our Inclusion & Belonging Initiatives (“I & B”) .

Our Board of Directors’ Corporate Responsibility and Sustainability committee has been tasked with, among other things, overseeing human capital resources and all our I&B initiatives.

These initiatives include the following, among others:

• A Diversity, Equity, Inclusion and Belonging Council consisting of mid-level and senior leaders so our DEI&B efforts are informed and led by a cross section of our leaders.

Its mission is to foster a positive, open, and trusted culture of belonging where every person feels empowered to bring their unique selves to the workplace resulting in a competitive advantage through thought-leadership and talent growth that halos beyond our workforce to our partners and community, creating an inclusive ecosystem.

• We complete a pay equity audit every fiscal year to evaluate equity in our pay practices and work to address any issues that may arise.

• In 2022, we established a group focused on building inclusion and belonging named Simply Good People.

In its third year, Simply Good People sponsored a number of educational speakers, and created conversation and connection opportunities.

Through this, Simply Good People seeks to foster a positive, open, and trusted culture of belonging where every person feels empowered to bring their unique selves to the workplace.

• We periodically complete pay equity audits to evaluate our pay practices and work to address any issues that may arise.

• We post every open position or promotional opportunity in the United States that is not confidential, and we include the job’s pay range to provide transparency to candidates.

This practice provides every qualified candidate an opportunity to apply with knowledge of the range of pay for the role.

• Environmental, social and governance (“ESG”) initiatives are included as part of the determination of the discretionary component of our annual short-term incentive program.

• All employees are required to attend preventing discrimination and harassment training.

• We observe Juneteenth as a company-paid holiday every year in the United States as a day of reflection, education, and celebration.

The table below provides information as of August 30, 2025, the end of our fiscal year, about the representation of women and minorities as a percentage of our employees at various levels of management categories used by our Executive Leadership Team to manage our workforce.

24 unchanged sentences

Previous Report Total 14 28 77 8 9 2 1 4 95 3 16 5 262

In our hiring, we strive for diversity in experience, which has the power to drive innovation and to encompass a wide variety of perspectives in company decision-making.

In addition to our focus on merit-based hiring and promotional opportunities, we believe that attracting and retaining a diverse workforce through an inclusive environment will make us a more desirable workplace and will lead to improved business performance.

Employee Culture .

7 unchanged sentences

We understand that each employee's situation is unique, so we offer benefits that can be shaped and molded by each employee to fit their individual or family's needs.

Our current benefits vary by region, but generally include medical, dental and vision insurance, 401(k) retirement plan, savings accounts, life and disability insurance coverage, free mental telehealth support, and other voluntary benefits.

We also offer time-off benefits including vacation time, flexible vacation for exempt positions, sick leave, and paid parental leave.

We recognize the importance of balance in our employees’ lives to their overall wellbeing, so we offer our employees time off benefits described above to recharge, ten company-paid holidays per year, flexible remote workdays every Monday and Friday, and paid parental leave.

Our current benefits vary by region, but in the U.S.

generally include medical, dental and vision insurance, 401(k) retirement plan, savings accounts, life and disability insurance coverage, free mental telehealth support, and other voluntary benefits.

We recognize the importance of balance in our employees’ lives to their overall wellbeing, so we offer our employees time off benefits to recharge, including vacation time, flexible vacation for exempt positions, sick leave, ten company-paid holidays per year, flexible remote workdays every Monday and Friday, and paid parental leave.

Advancing Health, Nutrition and Wellbeing.

Our mission is to empower healthy lives through smart and satisfying nutrition.

We seek to empower healthy lives through smart and satisfying nutrition.

We believe we play an important role in helping to improve nutrition and overall wellness in the United States through scientific research, education, advocacy and community engagement.

4 unchanged sentences

Our goal is to expand the Dietary Guidelines to offer solutions for more Americans, including the more than half of the U.S.

population suffering from negative metabolic-related conditions such as cardiovascular disease, prediabetes,

diabetes and obesity.

population suffering from negative metabolic-related conditions such as cardiovascular disease, prediabetes, diabetes and obesity.

We also believe expanding the Dietary Guidelines would help to address health equity in many underserved populations in the United States who have higher rates of metabolic-related diseases.

6 unchanged sentences

Through our websites and social media, we also share educational information to explain each brand’s approach to nutrition, teaching consumers how to make smarter food choices and the nutritional qualities of our approach and products.

Our Atkins website also offers free of charge information regarding the Atkins protein-rich, low-carbohydrate and low-sugar approach to eating, several tools to assist consumers in pursuing the Atkins approach and over 1,600 recipes designed to help consumers achieve and maintain a healthy lifestyle, while still enjoying delicious food.

Our Atkins website also offers free of charge information regarding the Atkins protein-rich, low-carbohydrate and low-sugar approach to eating, and over 1,600 recipes designed to help consumers achieve and maintain a healthy lifestyle, while still enjoying delicious food.

In late 2021, we launched Quest for Impact, formerly known as The Quest Challenge, a grant program for individuals who are making a difference in their community in support of health and wellness.

In 2023, we provided four separate $20,000 grants.

In fiscal year 2025, we provided four separate $20,000 grants.

The Quest for Impact grants were awarded following a competitive process in which applicants expressed their current philanthropic work and what they aim to achieve if they received the grant.

Recipients of this year’s grant have used this money to provide life enrichment skills for individuals with autism and special needs, empower and provide skills development for underserved individuals and communities, and support programs designed to develop student’s minds and prepare them for the complexities and demands of the world.

We will continue to follow the progress of our past recipients and their effect on their communities.

Also in 2023, we participated in Walmart Inc.’s “Fight Hunger.

Spark Change.” campaign.

For each purchase of participating Simply Good Foods’ Quest and Atkins products at Walmart during the campaign, we donated the monetary equivalent of at least one meal to Feeding America.

Through this program, Simply Good Foods secured at least 500,000 meals for Feeding America.

Additionally, we encourage and support our employees to give back to charities they are passionate about, and we match up to $100 of each employee’s donations.

In 2023 we sponsored a Community Impact Day for our employees to volunteer in their communities in support of our commitment to help improve nutrition and overall wellness in the United States through scientific research, education, advocacy, and community engagement.

We partnered with five organizations in five cities where our employees have a presence:

El Segundo, CA;

Minneapolis, MN;

Bentonville, AR, and Cincinnati, OH.

Over 110 Simply Good Foods employees volunteered, building awareness about nutrition security, and striving to help end hunger in the U.S.

by centering this volunteer event around Community Gardens, a place where people come together to access affordable, healthy food options.

We encourage and support our employees to give back to charities they are passionate about, and we match up to $100 of each employee’s donations.

We also offer a Volunteer Time Off policy that reflects our commitment to community responsibility and impact.

Through this program, employees are provided with two days of paid time-off each year to volunteer with meaningful causes that strengthen the communities where we live and work, while reinforcing our mission and values.

In May 2024, we announced our partnership with the Boys and Girls clubs of metro Denver to create the Spark and Spoon project.

1 unchanged sentence

In July of 2024, Simply Good Foods volunteers assisted with a cooking class, helping the kids learn vital food preparation skills such as chopping, measuring, and mixing as they created three special dishes and enjoyed the “art” of cooking.

In our first year, over 300 cooking and nutrition classes were held with over 2,260 club members participating.

Our support has enabled the local organization to hire new staff to expand the program and ensure that nutrition programming was available at all 18 clubs in the region.

We provided over 3,000 healthy food boxes (45,765 pounds) throughout the year and 540 boxes (8,100 pounds) for the holidays.

In addition, we sponsored the development of The Spark & Spoon Project’s “The Family Cookbook” and partnered with a local retail partner to amplify the effect and sales.

The Spark & Spoon Project’s “The Family Cookbook,” is a collection of thirty recipes that highlight recipes submitted by club members, highlighting their favorite foods and are representative of their cultural heritage.

By encouraging kids to learn about the traditional foods and culinary traditions of their families we aim to improve food and nutrition literacy, which are known determinants of health outcomes later in life.

Available Information

6 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