What changed in this filing

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Item 1. Business

2026-02-12 compared with 2025-02-20 · 86 added, 87 removed, 216 unchanged (44% of the section changed)

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and its consolidated subsidiaries.

Our core geographies consist of Alabama, Connecticut, Delaware, Louisiana, Maine, Maryland, Massachusetts, Mississippi, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Virginia, Vermont, West Virginia, and Washington (our “Core Geographies”), with the rest of the U.S.

representing our Expansion geographies (our “Expansion Geographies”).

We are a leading United States manufacturer of branded salty snacks.

We produce a broad offering of salty snacks, including potato chips, tortilla chips, pretzels, cheese snacks, pork skins, pub/party mixes, and other snacks.

Our iconic portfolio of authentic, craft, and “better-for-you” (“BFY”) brands, which includes Utz, Zapp’s, On The Border, Golden Flake, and Boulder Canyon , among others, enjoys strong household penetration in the United States, where our products can be found in approximately half of U.S.

Our core geographies consist of Alabama, Connecticut, Delaware, Louisiana, Maine, Maryland, Massachusetts, Mississippi, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Vermont, Virginia, Washington, and West Virginia, with the rest of the U.S.

representing our expansion geographies.

We were founded in 1921 in Hanover, Pennsylvania and benefit from over 100 years of brand awareness and heritage in the salty snack industry.

We are a leading United States manufacturer of branded salty snacks, producing a broad offering of salty snacks, including potato chips, tortilla chips, pretzels, cheese snacks, pork skins, pub/party mixes and other snacks.

Our iconic portfolio of authentic, craft and “better-for-you” ("BFY") brands includes Utz®, On The Border ® , Zapp’s®, Boulder Canyon®, Golden Flake®, Hawaiian® Brand and Miguelito's®, among others, and enjoys strong household penetration in the United States, where our products can be found in approximately 50% of U.S.

households as of December 28, 2025.

We are the second-largest producer of branded salty snacks in our Core Geographies as of December 29, 2024, based on retail sales, and we have historically expanded our geographic/distribution reach and product portfolio organically and through acquisitions.

We were founded in 1921 in Hanover, Pennsylvania, and benefit from more than 100 years of brand awareness and heritage in the salty snack industry.

As of December 29, 2024, we operate eight primary manufacturing facilities with a broad range of capabilities, and our products are distributed nationally to grocery, mass, club, convenience, drug, e-commerce and other retailers through direct shipments, distributors, and approximately 2,500 DSD routes.

As of December 28, 2025, we operate eight primary manufacturing facilities across the United States with a broad range of capabilities.

Our products are distributed nationally to grocery, mass merchant, club, convenience, drug and other retailers through direct shipments, distributors and approximately 2,500 direct-store delivery ("DSD") routes.

We have historically expanded our geographic reach and product portfolio organically and through acquisitions.

Based on 2025 retail sales, we are the second-largest producer of branded salty snacks in our collective core geographies of Alabama, Connecticut, Delaware, Louisiana, Maine, Maryland, Massachusetts, Mississippi, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Vermont, Virginia, Washington, and West Virginia (our “Core Geographies,” and all other states in the United States, our “Expansion Geographies”), where we have acquired strong regional brands and distribution capabilities in recent years.

Our business benefits from multiple opportunities to deliver attractive long-term profitable growth.

Our value creation strategies are focused on driving productivity to enhance margins, reinvesting in marketing and innovation to accelerate revenue growth and continuing to make strategic acquisitions.

We believe we are well-positioned for long-term growth in the salty snack industry as we (a) gained a significant amount of new buyers over the past several years, (b) have significant opportunity in our Expansion Geographies and under-penetrated channels, (c) continue to execute productivity efforts that we believe will help to fuel incremental marketing and innovation to accelerate growth in sales relative to our peers, (d) continue to make infrastructure improvements to enable us to continue to scale to greater heights, and (e) continue to make strategic acquisitions that deliver strong synergies and that enhance our competitive positioning.

We believe we are well-positioned for long-term growth in the salty snack industry as we (a) gained a significant amount of new customers over the past several years, (b) have significant opportunity in our Expansion Geographies and under-penetrated channels, (c) continue to execute productivity efforts that we believe will help to fuel incremental marketing and innovation to accelerate growth in sales relative to our peers, (d) continue to make infrastructure improvements to enable us to continue to scale to greater heights, and (e) continue to make strategic acquisitions that deliver strong synergies and that enhance our competitive positioning.

We believe each of these growth avenues represents a sizeable opportunity to expand our net sales.

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The Company has focused on increasing manufacturing and streamlining distribution.

In April 2022, the Company purchased a brand new, recently completed snack food manufacturing facility in Kings Mountain, North Carolina from Evans Food Group Ltd.

d/b/a Benestar Brands and related affiliates.

The Company paid the full cash purchase price of $38.4 million at the closing and concurrently with the facility purchase, the Company sold 2.1 million shares of the Company’s Class A Common Stock for $28.0 million, to affiliates of Benestar in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act").

During fiscal years 2023 and 2024, the Company bought out and terminated the contracts of multiple distributors who had previously been providing services to the Company.

These transactions were accounted for as asset purchases and contract terminations, respectively, and resulted in expense of $23.0 million, $1.5 million and $2.1 million for the fiscal years ended January 1, 2023, December 31, 2023 and December 29,2024, respectively.

On February 5, 2024, the Company sold certain assets and brands to affiliates of Our Home™, an operating company of BFY brands (“Our Home”).

These transactions were accounted for as asset purchases and contract terminations, respectively, and resulted in expense of $1.5 million and $2.1 million for the fiscal years ended December 31, 2023 and December 29, 2024, respectively.

On February 5, 2024, the Company sold certain assets and brands to affiliates of Our Home™, an operating company of Better-for-You brands (“Our Home”).

Under the agreement, affiliates of Our Home purchased the Good Health and R.W.

Garcia brands, the Lincolnton, NC and Lititz, PA manufacturing facilities and certain related assets, and assumed the Company’s Las Vegas, NV facility lease and manufacturing operations (the "Good Health and R.W.

Garcia brands, and the Lincolnton, NC and Lititz, PA manufacturing facilities and certain related assets, and assumed the Company’s Las Vegas, NV facility lease and manufacturing operations (the "Good Health and R.W.

Garcia Sale"), for $167.5 million, subject to customary adjustments.

On April 22, 2024, the Company sold to Our Home its Berlin, PA and Fitchburg, MA manufacturing facilities and certain related assets, including certain inventory (the “Manufacturing Facilities Sale”).

The total consideration for the Manufacturing Facilities Sale was $18.5 million, subject to customary adjustments.

The Company and Our Home are operating under transition services agreements related to each of the Good Health and R,W.

Garcia Sale and the Manufacturing Facility Sale, which are scheduled to expire during the first half of 2025.

In addition, the parties will operate under reciprocal co-manufacturing agreements pursuant to which Our Home will co-manufacture certain of the Company's products and the Company will co-manufacture certain Good Health products.

Certain Good Health products will continue to be distributed and sold on the Company's DSD network for Our Home pursuant to a distribution agreement.

The Company received approximately $18.7 million in advance from Our Home for certain terms under these agreements, which the Company will recognize through income from operations over the terms of the transition services and co-manufacturing agreements.

Divestitures , to our audited consolidated financial statements included under Part II, Item 8 of this Annual Report on Form 10-K (our "Audited Financial Statements"), for further discussion.

During the fiscal year ended December 29, 2024, the Company paid $9.2 million to purchase an indefinite life intangible right for use of a third-party brand name.

This intangible is classified as an indefinite life trade name.

Goodwill and Intangible Assets, Net to our Audited Financial Statements.

Divestitures to our Audited Consolidated Financial Statements.

On April 22, 2024, the Company also sold to Our Home its Berlin, PA and Fitchburg, MA manufacturing facilities and certain related assets, including certain inventory (the “Manufacturing Facilities Sale”).

The Company and Our Home were operating under transition services agreements related to each of the Good Health and R.W.

Garcia Sale and the Manufacturing Facilities Sale, which expired during the first half of 2025.

For the greater part of fiscal year 2025, the parties operated under reciprocal co-manufacturing agreements.

Although Our Home remains involved in the manufacturing of certain products of the Company, the Company no longer manufactures products for Good Health.

Certain Good Health products continue to be distributed and sold on the Company's DSD network for Our Home, pursuant to a distribution agreement.

The Company received approximately $18.7 million in advance from Our Home for certain services under these agreements, which the Company recognized through income from operations over the terms of the transition services and co-manufacturing agreements.

As part of its ongoing supply chain transformation, the Company announced in July 2025 the strategic decision to consolidate its manufacturing footprint with the closure of its Grand Rapids, Michigan manufacturing facility.

This decision is a key component of the Company’s long-term strategic roadmap, is expected to generate cost savings and should enable the Company to allocate more volume to its larger, more efficient facilities, while driving fixed cost leverage and enhanced automation capabilities across its remaining network.

In addition to the expected cost savings, the Company expects the optimized footprint will support its ongoing geographic expansion.

In September 2025, the Company announced a multi-phase project aimed at upgrading facilities across its Hanover, PA campus.

The project includes upgrading the Company's headquarters and transforming it into a modern employee hub as well as other upgrades.

As part of this project, the Company intends to sell two buildings located in Hanover, PA.

Property, Plant and Equipment, Net.

As part of the California expansion strategy, in October 2025, the Company acquired Insignia International’s DSD distribution assets.

The transaction includes DSD routes across California and the Midwest, along with select related assets.

This acquisition accelerates Utz’s expansion in California, a key growth geography that represents the largest U.S.

market for salty snacks with $4.1 billion in retail sales based on Circana data.

Growth Strategy

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Our portfolio strategy is focused on accelerating investments in marketing and innovation to drive top-line growth and achieve share gains in the Salty Snack category.

We plan to further penetrate our Expansion Geographies and untapped channels and customers by further expanding our Branded Salty Snacks in Expansion Geographies, as well as maintaining our share in our Core Geographies.

We plan to further penetrate our Expansion Geographies and untapped channels and customers by further expanding our Branded Salty Snacks, as defined below, in Expansion Geographies, as well as maintaining our share in our Core Geographies.

We plan to transform our supply chain into a more cost-efficient and flexible system.

As part of our long-term growth strategy, we intend to enhance our DSD system of IOs to further improve execution and generate higher returns and strengthen other organizational capabilities while driving out costs.

Additionally, we intend to improve our balance sheet flexibility by accelerating cash generation and maintaining a disciplined capital allocation approach, which will reduce leverage while opportunistically pursuing strategic acquisitions and dispositions.

Additionally, we intend to improve our balance sheet flexibility by accelerating cash generation and maintaining a disciplined capital allocation approach, which would reduce leverage while opportunistically pursuing strategic acquisitions and dispositions.

Our business is managed and reported in one operating segment due to the similar nature of all of the products that the Company sells, the functional alignment of the Company's organizational structure, and the reports that are regularly reviewed by the chief operating decision maker (the “CODM”) for the purpose of assessing performance and allocating resources.

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Branded Salty Snacks

Our Branded Salty Snacks are comprised of our Power Four Brands, consisting of our flagship Utz® brand, On The Border®, Zapp’s ®, and Boulder Canyon®, along with our Other Brands, including Golden Flake ®, TORTIYAHS!

®, Hawaiian ®, Bachman ®, Tim’s Cascade® , Dirty Potato Chips®, TGI Fridays ®, and Vitner's ®.

Our flagship Utz brand generated retail sales in excess of $850 million in 2024, representing an approximate 7.1% compound annual growth rate ("CAGR") (during 2020 through 2024) and making it one of the 10 largest salty snack brands in the United States by retail sales as of December 29, 2024.

Our Branded Salty Snacks are comprised of our Power Four Brands, consisting of our flagship Utz® brand, On The Border®, Zapp’s ®, and Boulder Canyon®, along with our other brands, including Golden Flake ®, Miguelito's ®, Hawaiian ®, Bachman ®, Tim’s Cascade® , Dirty Potato Chips®, TGI Fridays ®, and Vitner's ® (our “Other Brands”).

Our flagship Utz brand generated retail sales in excess of $870 million in 2025, representing an approximate 5.7% compound annual growth rate ("CAGR") (during 2021 through 2025) and making it one of the 10 largest salty snack brands in the United States by retail sales as of December 28, 2025 based on Circana data.

Recognized for its iconic logo featuring the “Little Utz Girl” since the 1920s, the Utz brand currently uses the slogan "Family Crafted Flavor Since 1921”.

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OTB is the #2 unflavored tortilla chip brand in the United States based on annual sales for the fiscal year ended December 28, 2025.

The acquisition of OTB strengthened our national geographic footprint, particularly in our Expansion Geographies, and enhanced our presence in the Mass and Club retail channels.

OTB supports our national geographic footprint, particularly in our Expansion Geographies, and enhances our presence in the Mass and Club retail channels.

Our Boulder Canyon brand anchors our position in the BFY category of salty snacking, which has been a high-growth category in recent years.

Boulder Canyon offers a line of premium BFY potato chips, including those made with olive or avocado oils.

In the Natural channel as defined by SPINS, LLC, Boulder Canyon is the #2 potato chip brand, growing 32.7% within the channel in 2024, its “Canyon Cut” rippled avocado oil-based kettle-style chip is the #1 selling salty snack item as of December 29, 2024.

In the Natural channel as defined by SPINS, LLC, Boulder Canyon is the #1 salty snacks brand, growing 36.9% within the channel in 2025, and its “Canyon Cut” rippled avocado oil-based kettle-style chip is the #1 selling salty snack item as of December 28, 2025.

Our Zapp’s brand offers a line of premium kettle-cooked potato chips with bold, authentic flavors steeped in its New Orleans roots, including “Voodoo,” “Hotter ‘N’ Hot Jalapeño,” “Spicy Cajun Crawtators,” and "Cajun Dill Gator-tators,” among others.

Our Other Brands also includes others such as:

Our Other Brands also include others such as:

Hawaiian and Golden Flake pork skins.

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In particular, our brands have strong competitive positions across an assortment of popular salty snacks, including potato chips, tortilla chips, pretzels, cheese snacks, pub/party mixes, and pork skins.

Investments in new product innovation support three focus areas that are rooted in the consumer and tied to our portfolio and brand strategy:

Expanding Positive Choices, Delivering Craveable Flavor, and Capturing Occasions.

Investments in new product innovation support four focus areas that are rooted in the consumer and tied to our portfolio and brand strategy:

Expanding Positive Choices, Driving Value, Delivering Craveable Flavor, and Capturing Occasions.

Within Expanding Positive Choices, the focus in 2025 was on Boulder Canyon, a brand offering solutions for consumers seeking great tasting BFY snacks via BFY oils such as avocado oil and olive oil.

Innovation contributed to the brand’s 36.9% growth in the natural channel in 2025.

Within the potato chip segment, Boulder Canyon launched two kettle chips:

Spicy Green Chili as an everyday item following a successful 2023 limited time offer (“LTO”) launch and a Buffalo Ranch Boulder Batch LTO.

Both flavors capitalized on the hot & spicy trend that continues as the #1 flavor category in salty snacks.

Also, within potato chips, Boulder Canyon entered the Wavy/Ripple subcategory with the launch of Boulder Canyon Wavy chips in top category flavors, Sea Salt and Cheddar Sour Cream.

Introduced in September 2024 in the Natural Channel, Boulder Canyon Wavy is off to a strong start with both Sea Salt and Cheddar Sour Cream flavors exceeding expectations.

Additionally, Boulder Canyon moved beyond potato chips in 2024, entering the cheese snacks sub-category with the introduction of Canyon Poppers.

This launch leverages our expertise in cheese snacks and consumer desire for BFY snacks.

Two flavors, White Cheddar and Jalapeno Ranch, represent top category flavors, Cheddar and Hot & Spicy.

Within the potato chip segment, Boulder Canyon launched a Mike’s Hot Honey Boulder Canyon limited time offer capitalizing on the hot & spicy trend that continues as the #1 flavor category in salty snacks.

Additionally, the brand continued to expand Variety Pack and single serve potato chip options to drive expanded usage across channels.

In 2025 , Boulder Canyon moved beyond potato chips, entering the tortilla chip sub-category with 3 offerings, Sea Salt, Blue Corn and Lime & Sea Salt.

This launch leveraged our expertise in tortilla chips and consumer desire for BFY snacks.

Within Driving Value, the focus in 2025 was on our Golden Flake brand, with innovation driving value for budget conscious consumers seeking great tasting snacks.

Within the potato chip segment, Golden Flake launched a Sweet & Smoky Mustard capitalizing on the growing tend in the US of sauce-inspired potato chip flavors, driven by consumers’ desire for novelty and familiarity in snacking.

Within the Meat Snacks segment, Golden Flake launched a Hot & Spicy Cheddar Pork Skin combining the top two flavors in the snacking category, Cheese and Hot & Spicy.

Within Delivering Craveable Flavor, we addressed consumer desire for flavor exploration with innovation across brands and snacking subcategories.

Utz leveraged strength as the #4 brand of pretzels with an over 50% repeat purchase rate and the other positive trends in flavored pretzels, which now represents over 50% of pretzels.

Utz has driven 5% growth in the category, due, in part, to the launch of Utz Mixed Minis, a line of seasoned mini pretzels in Garlic Butter, Mike’s Hot Honey and Sea Salt varieties.

Within potato chips, Utz leveraged the success of the award-winning Mike’s Hot Honey to offer a Mike’s Extra Hot Honey as a Summer LTO capitalizing on the hot & spicy trend.

Zapp’s , a brand that embodies the bold and vibrant flavors of New Orleans, also offered innovation against this focus area.

Building on the launch of Zapp’s Sinfully Seasoned Pretzel Stix in 2023, two new flavors were launched in 2024 – Spicy Cajun and Sweet Cinnamon & Sugar.

Following up on multiple product awards for Zapp’s Sinfully Seasoned Pretzel Stix in 2023, Zapp’s Spicy Cajun pretzels was named one of the year’s Best New Products by Convenience Store News for 2024.

Zapp’s Sinfully Seasoned Pretzel Stix is the #6 brand in the seasoned subcategory in the fifty-two weeks ended as of December 1, 2024.

Within potato chips, Zapp’s introduced the Big Cheezy New Orleans Kettle Style potato chips.

While cheese flavored potato chips represent 12% of potato chips and are growing, this popular flavor is underrepresented in kettle style chips subcategory at less than 1% sales representing an opportunity for Zapp’s .

Within potato chips, Utz offered a Lemonade flavored limited time offering in partnership with Alex’s Lemonade Stand, a foundation committed to fighting childhood cancer.

Every time someone purchased a bag of Utz Lemonade Potato Chips, Utz made a contribution to help improve the lives of children battling cancer around the world.

This launch garnered significant earned media coverage.

In the cheese sub-category, Utz leveraged the success of the award-winning Mike’s Hot Honey to offer a Mike’s Hot Honey Cheese Pizza Cheeseball Limited-Time Offer.

Capitalizing on the hot & spicy trend.

Zapp’s, a brand that embodies the bold and vibrant flavors of New Orleans, also offered innovation against this focus area with the launch of Bayou Blackened Ranch Kettle Style Potato Chips.

Within Capturing Occasions, our focus is expanding usage via variety/multipack innovation to address consumers' preference for portioned packs and seasonal offerings that are designed to attract consumers that are engaging in celebration.

In 2024, we introduced a portfolio of variety/multipacks across our Power Four Brands and our Targeted Brands.

In 2025, we continued to offer a portfolio of variety/multipacks across our Power Four Brands and our Targeted Brands.

Additionally for continued evolution of our seasonal offerings, we converted previous barrels with the launch of boxed Halloween items at Costco in support of their corporate initiatives on plastic reduction.

Shifting from resin-based barrels to cardboard boxes drove a 79% reduction in plastic which was called out on package.

Our Approach to Product Innovation

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We also collaborate with third-party seasoning and flavor houses to understand the latest trends in consumer flavors and emerging consumer flavor preferences.

Going forward, we intend to continue to increase our investments in market research and other resources to generate more consumer insights and new product innovations.

Going forward, we intend to continue to invest in market research and other resources to generate more consumer insights and new product innovations.

We also utilize our flexible manufacturing and distribution platform to streamline the new product innovation process from idea conception through development and commercialization to market.

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The salty snacking industry is competitive and includes a number of diverse participants.

Our principal identified competitors include PepsiCo (Frito Lay), Campbell’s (Snyder’s-Lance), Kellanova (Pringles)(to be acquired by Mars), General Mills, Grupo Bimbo, Hershey’s, Hain Celestial, and Arca Continental (Wise), among others.

Our principal identified competitors include PepsiCo, Campbell’s, Mars, General Mills, Grupo Bimbo, Hershey’s, Hain Celestial, and Arca Continental, among others.

Our products also compete with private label or retailer-branded salty snacks.

However, private label branded salty snacks represented only approximately 6.7% of U.S.

category retail sales for the year ended December 29, 2024, less than its approximately 7.0% average share of retail sales since 2019.

Historically, the salty snacks category has benefited from favorable competitive dynamics, including low private label penetration and category leaders who compete primarily via marketing and innovation.

Importantly, as of December 28, 2025, we are the #2 brand platform in our Core Geographies, and our brands represent approximately 7% of total salty snacks category retail sales in our Core Geographies based on Circana data.

As of December 29, 2024, in our Core Geographies, we have the #2 position in pork skins, pretzels and cheese snacks with 17%, 14% and 7% of sub-category retail sales, respectively.

We have the #3 position in potato chips and tortilla chips with 11% and 4% of sub-category retail sales, respectively.

As of December 28, 2025, in our Core Geographies, we have the #1 position in pork rinds with 18% of subcategory retail sales and the #2 position in cheese snacks with 7% of subcategory retail sales.

We have the #3 position in pretzels, potato chips and tortilla chips with 13%, 11% and 4% of subcategory retail sales, respectively.

We believe we have a strong and defensible position in our Core Geographies with a significant opportunity to enhance our national position by expanding sales in Expansion Geographies (where we represent 3.0% of category retail sales).

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All of our core ingredients are purchased according to rigorous standards to assure food quality and safety.

Our principal ingredients are generally available from multiple suppliers but became more difficult to source beginning in 2021 and continuing into 2024 due to ongoing supply chain constraints.

We do not source any of our top 10 inputs under any single-supplier arrangement.

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We utilize various buying strategies to mitigate the impact of changes in input prices, including fixed-price forward purchases as well as commodity hedging arrangements with third parties (particularly for energy, vegetable oils, wheat, and corn).

A number of external factors such as weather, commodity markets, and governmental or agricultural programs can affect the cost of raw materials used in our products.

A number of external factors such as weather, which may be impacted in unanticipated ways due to climate change, commodity market conditions, inflationary conditions and the effects of governmental, agricultural or other programs, including tariffs or other trade policies, may affect the cost and availability of raw materials and agricultural materials used in our products.

Given that nearly all our input costs are sourced domestically and our manufacturing facilities are all in the United States, we continue to expect that recent tariff volatility will have a modest and manageable impact on our business in 2026.

To provide greater visibility and mitigate risks, we typically look to enter into pricing arrangements covering a meaningful portion of our forecasted purchases over the next three to 18 months.

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We believe this available capacity across our manufacturing footprint will enable us to leverage existing fixed costs to generate higher margins on incremental organic sales or acquired brands as well as generate potential future cost savings through consolidating our manufacturing footprint.

Our manufacturing facilities are well-maintained, and we have a program to ensure appropriate maintenance capital expenditures are undertaken.

Our manufacturing facilities are well-maintained, and we have a program to designed ensure appropriate maintenance capital expenditures are undertaken.

While we are purposefully shifting toward moving manufacturing in-house, we also continue to utilize several co-manufacturers for certain products, with the most significant being our OTB branded tortilla chips as well as branded salsa and queso.

During fiscal 2022, we began investing in talent and process improvements, associated with setting up our integrated business planning (“IBP”) process, which uses supply and demand planning to optimize manufacturing and other supply chain and logistics processes.

Distribution.

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The distributors are then responsible for selling our products to our customers and ensuring optimal retail presence within the stores they serve, utilizing both DTW and DSD capabilities.

Our third-party distributors operated an additional approximately 500 DSD-style routes, reaching over 15,000 retail stores.

Our third-party distributors operated an additional approximately 400 DSD-style routes, reaching over 12,000 retail stores during fiscal year 2025.

Direct-to-Consumer:

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Food Safety and Quality:

Food safety and quality are top priorities and we dedicate substantial resources to ensure that consumers receive consistently safe and high-quality food products.

Food safety and quality are top priorities and we dedicate substantial resources in an effort to ensure that consumers receive consistently safe and high-quality food products.

Our products are manufactured in facilities that have programs and controls in place regarding consistent quality and food safety.

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Acting with respect, working collaboratively and in an integrated way, focusing on ownership and accountability, and continuously pursuing excellence are core values that have underpinned our success in attracting, engaging, and developing our associates.

Our Board of Directors (“Company Board”), Company Board committees, and Executive Leadership management oversee various associate initiatives including compensation and benefits programs, succession planning, leadership development, and diversity, equity and inclusion.

We aim to both attract and engage a qualified workforce through competitive compensation and benefits, training and development opportunities, as well as through listening initiatives designed to uncover opportunities to improve the ways we work.

We recognize that the diverse perspectives and backgrounds of our associates are vital to maximize our performance, and by embracing a workplace where every associate feels that they are valued and that they can contribute not only to our success, but to their success as well, we believe that we are able to provide high-quality products for our consumers, drive efficiencies for our business and business partners, and improve our results for our stockholders.

We recognize that perspectives and backgrounds of our associates are vital to maximize our performance, and by embracing a workplace where every associate feels that they are valued and that they can contribute not only to our success, but to their success as well, we believe that we are able to provide high-quality products for our consumers, drive efficiencies for our business and business partners, and improve our results for our stockholders.

To foster a work environment that values all people, Utz partnered with a nationally recognized consulting firm to help develop a comprehensive strategy, which includes various aspects of human resources, including recruiting, training, and leadership developme nt.

We developed a three year strategy that is underway that includes various initiatives, projects and actions that have yielded positive results.

As of our 2023 ESG report published in August 2024, our associate demographics in the U.S.

(based on self-reported data from our associates) were:

1 Includes all races except White.

2 One associate did not specify a self-identified race but was included in the total;

however, this individual's data was not reflected in either the White or POC categories

We initially developed and executed a three year strategy that was successful and have since built on that strategy that includes various initiatives, projects and actions that have yielded positive results.

As of our 2024 ESG report published in August 2025, women comprised 34% of our senior leadership roles, up from 27% in 2023.

People of color comprised 13% of our senior leadership roles, up from 10% in 2023.

We attribute these increases to our ongoing efforts to promote talented internal candidates and recruit qualified candidates from the varying communities in which our products are sold.

Health and Safety

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• Parental leave to all new parents for birth, adoption or foster placement;

• Short term disability to provide partial wage protection for up to 13 weeks;

• Participation in the Employee Stock Purchase Plan;

• Wellness and disease management programs, health advocacy partner and associates assistance programs;

• Health & Wellness Center – free to all Hanover-based associates and dependents covered under the health plan;

• 401(k) plan with competitive company match and profit sharing.

• Short term and long term disability to provide partial wage protection for up to 13 weeks;

• Health savings accounts offering employer match;

• Employee Stock Purchase Plan;

• Free wellness and disease management programs, health advocacy partner and associates assistance programs;

• Free virtual primary care telehealth visits for all eligible associates and dependents;

• 401(k) plan with competitive company match;

• Annual bonus program or profit sharing program for eligible associates.

Associate Headcount

As of December 28, 2025, we employed approximately 3,100 full-time associates and 200 part-time associates.

Over the last several years, we have meaningfully reduced our number of full-time associates and our selling, distribution and administrative expenses through our business transformation initiatives, particularly our DSD shift from RSPs to IOs and the associated restructuring of our sales management and corporate organization structure (see “— Supply Chain — Distribution” and " Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations of Utz Brands Holdings — Recent Developments and Significant Items Affecting Comparability —Independent Operator Conversions ” for more information).

Over the last several years, we have meaningfully reduced our number of full-time associates and our selling, general and administrative expenses through our business transformation initiatives, particularly our DSD shift from RSPs to IOs and the associated restructuring of our sales management and corporate organization structure (see “— Supply Chain — Distribution” and " Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations of Utz Brands Holdings — Recent Developments and Significant Items Affecting Comparability —Independent Operator Conversions ” for more information).

Additionally, we have reduced the number of associates and operating expenses through several network optimization initiatives that reduced our plant footprint by three plants in fiscal year 2023 and consolidated certain of our transportation and warehousing operations.

In the first quarter of fiscal year 2024, we further reduced our number of full-time associates and our selling, distribution and administrative expenses through our business transformation initiatives, including the Good Health and R.W.

In the first quarter of fiscal year 2024, we further reduced our number of full-time associates and our selling, general and administrative expenses through our business transformation initiatives, including the Good Health and R.W.

Garcia Sale and Manufacturing Facilities Sale, which further reduced our plant footprint by an additional five plants.

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We recognize our responsibility to uphold the Company’s founding values, which for more than 100 years, have centered on working ethically, responsibly, and with integrity to benefit all of our stakeholders.

We consistently look for ways to make a positive difference for our associates, customers and in the communities in which we operate.

We consistently look for ways to make a positive difference for our associates and customers and in the communities in which we operate.

By collaborating with stakeholders, including associates, consumers, business partners, suppliers, stockholders and customers, we are taking the necessary steps to become a more sustainable company.

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We believe the protection of our intellectual property, particularly our trademarks, trade dress, trade secrets, copyrights and domain names, is important to our success.

We aggressively protect our intellectual property rights by, among other methods, relying on a combination of watch services and enforcement under intellectual property laws and/or through the domain name dispute resolution system.

We aggressively protect our intellectual property rights by, among other methods, relying on a combination of watch services and enforcement under intellectual property laws and through the domain name dispute resolution system.

In addition, from time to time, we may be subject to legal proceedings and claims in the ordinary course of business.

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” Moreover, future litigation may be necessary to defend ourselves, our partners, and our customers by determining the scope, enforceability, and validity of third-party proprietary rights or to establish our proprietary rights.

We also license certain third-party brand names for use on our products, including the Grillo’s Pickles, and Mike's Hot Honey.

We also license certain third-party brand names for use on our products, including HeluvaGood, Grillo’s Pickles, Mike's Hot Honey, and others.

We use these trademarks in connection with production and distribution of snack products to be sold under the trademarked labels.

1 unchanged sentence

Sales under our trademark licensing agreements represent approximately 1% of our 2025 invoice sales.

In addition, we license certain of our owned brands, including Utz, for use by third parties in certain food categories (such as frozen foods), however these arrangements do not materially impact our results of operations or financial position.

Finally, we have historically engaged in certain cross-marketing and/or promotional activities with third parties, thereby increasing the visibility of our brands.

We have historically engaged in certain cross-marketing and/or promotional activities with third parties, thereby increasing the visibility of our brands.

Although the demand for our products is relatively stable throughout the year as compared to other consumer goods, we have experienced in the past, and expect to continue to experience, seasonal fluctuations in our retail sales as a result of consumer and customer spending patterns.

21 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