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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 29, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________ to __________________

Commission file number: 001-15321

SMITHFIELD FOODS, INC.

(Exact name of registrant as specified in its charter)



Virginia						52-0845861
(State or other jurisdiction of incorporation or organization)						(IRS Employer Identification No.)

200 Commerce Street

Smithfield, Virginia 23430

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (757) 365-3000

Securities registered pursuant to Section 12(b) of the Act

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, no par value

SFD

The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b‑2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b‑2 of the Exchange Act). Yes ☐ No ☒

As of August 11, 2025, the registrant had 393,112,711 shares of common stock, no par value, outstanding.

TABLE OF CONTENTS


		Page
Part I
Item 1	Financial Statements and Supplementary Data	1
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3	Quantitative and Qualitative Disclosures About Market Risk	59
Item 4	Controls and Procedures	60

Part II
Item 1	Legal Proceedings	60
Item 1A	Risk Factors	61
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	61
Item 3	Defaults Upon Senior Securities	61
Item 4	Mine Safety Disclosures	61
Item 5	Other Information	61
Item 6	Exhibits	61
Signatures		63

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except for share and per share data, and unaudited)


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
Sales	$	3,786	$	3,412	$	7,558	$	6,856
Cost of sales	3,288		2,885		6,549		5,967
Gross profit	499		527		1,008		889
Selling, general and administrative expenses	268		194		465		393
Operating gains	(30)		(2)		(39)		(3)


Operating profit	260		334		582		498
Interest expense, net	11		19		22		35
Non-operating (gains) losses	(4)		(2)		2		(6)
Income from continuing operations before income taxes	254		317		558		469
Income tax expense	62		58		134		96
Loss from equity method investments	3		—		8		1
Net income from continuing operations	188		259		415		372
Net income from continuing operations attributable to noncontrolling interests	—		3		4		2
Net income from continuing operations attributable to Smithfield	188		256		412		370

Income from discontinued operations before income taxes	—		84		—		138
Income tax expense from discontinued operations	—		37		—		49
Net income from discontinued operations	—		47		—		89
Net income from discontinued operations attributable to noncontrolling interests	—		1		—		1
Net income from discontinued operations attributable to Smithfield	—		45		—		87

Net income	188		306		415		460
Net income attributable to noncontrolling interests	—		4		4		3
Net income attributable to Smithfield	$	188	$	301	$	412	$	457

Net income per common share attributable to Smithfield:
Basic and diluted:
Continuing operations	$	0.48	$	0.67	$	1.05	$	0.97
Discontinued operations	—		0.12		—		0.23
Total	$	0.48	$	0.79	$	1.05	$	1.20






Weighted-average shares outstanding:
Basic	393,112,711		380,069,232		390,962,687		380,069,232
Diluted	393,751,294		380,069,232		391,410,859		380,069,232

See Notes to Condensed Consolidated Financial Statements

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions and unaudited)


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
Net income	$	188	$	306	$	415	$	460

Other comprehensive income (loss), net of tax:
Foreign currency translation	47		(81)		45		(87)



Pension accounting	4		3		7		7




Hedge accounting	(58)		62		(17)		19



Total other comprehensive income (loss)	(8)		(16)		35		(61)

Comprehensive income	181		290		451		399
Comprehensive income (loss) attributable to noncontrolling interests	16		(16)		19		(12)
Comprehensive income attributable to Smithfield	$	165	$	306	$	432	$	412

See Notes to Condensed Consolidated Financial Statements

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except share data, and unaudited)


	June 29, 2025		December 29, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	928	$	943
Accounts receivable, net	773		558

Inventories, net	2,288		2,412
Prepaid expenses and other current assets	302		290
Total current assets	4,292		4,202

Property, plant and equipment, net	3,175		3,176
Goodwill	1,619		1,613
Intangible assets, net	1,262		1,266
Operating lease assets	380		335
Equity method investments	203		202

Other assets	254		260
Total assets	$	11,186	$	11,054

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	444	$	777
Current portion of long-term debt and finance lease obligations	3		3
Current portion of operating lease obligations	68		56
Accrued expenses and other current liabilities	824		871
Total current liabilities	1,339		1,706

Long-term debt and finance lease obligations	2,001		1,999
Long-term operating lease obligations	318		286
Deferred income taxes, net	503		518
Net long-term pension obligation	271		279
Other liabilities	209		208

Redeemable noncontrolling interests	245		225

Commitments and contingencies (Note 21)

Equity:
Shareholders’ equity:
Preferred stock, no par value; 100,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock, no par value; 5,000,000,000 shares authorized; 393,112,711 shares issued and outstanding as of June 29, 2025 and 380,069,232 shares issued and outstanding as of December 29, 2024	—		—
Additional paid-in capital	3,335		3,102
Retained earnings	3,398		3,184
Accumulated other comprehensive loss	(432)		(452)
Total shareholders’ equity	6,301		5,834


Total liabilities and equity	$	11,186	$	11,054

See Notes to Condensed Consolidated Financial Statements

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions and unaudited)


	Six Months Ended
	June 29, 2025		June 30, 2024
Cash flows from operating activities:
Net income	$	415	$	460
Less: Net income from discontinued operations	—		(89)
Net income from continuing operations	$	415	$	372
Adjustments to reconcile net income from continuing operations to net cash flows from operating activities of continuing operations:
Depreciation and amortization	165		165











Changes in operating and other assets and liabilities, net	(446)		(591)
Other	(27)		46
Net cash flows from (used in) operating activities of continuing operations	108		(9)

Cash flows from investing activities:
Capital expenditures	(158)		(173)
Net expenditures from breeding stock transactions	(13)		(42)







Other	(1)		—
Net cash flows used in investing activities of continuing operations	(171)		(215)

Cash flows from financing activities:
Net proceeds from issuance of common stock	236		—
Repayments to Securitization Facility	—		(14)
Proceeds from Securitization Facility	—		14
Principal payments on long-term debt and finance lease obligations	(1)		(19)
Payment of dividends	(197)		(182)







Other	—		(1)
Net cash flows from (used in) financing activities of continuing operations	38		(202)

Effect of foreign exchange rate changes on cash from continuing operations	10		(6)

Cash flows from discontinued operations:
Net cash flows from operating activities of discontinued operations	—		171
Net cash flows used in investing activities of discontinued operations	—		(143)
Net cash flows used in financing activities of discontinued operations	—		(61)
Effect of foreign exchange rate changes on cash from discontinued operations	—		(1)
Net change in cash and cash equivalents of discontinued operations	—		(35)

Net change in cash, cash equivalents and restricted cash	(15)		(467)

Cash, cash equivalents and restricted cash at beginning of period (including discontinued operations)	943		751
Cash, cash equivalents and restricted cash at end of period (including discontinued operations)	928		284
Less: Cash, cash equivalents and restricted cash attributable to discontinued operations at end of period	—		(69)
Cash, cash equivalents and restricted cash at end of period	$	928	$	215

See Notes to Condensed Consolidated Financial Statements

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDER’S EQUITY

(in millions and unaudited)


	Three Months Ended June 29, 2025
	Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
Balance, March 30, 2025	$	3,325	$	3,308	$	(408)	$	6,225
Dividend	—		(99)		—		(99)
Adjustment to redeemable noncontrolling interests	14		—		—		14
Stock compensation expense	2		—		—		2



Other	(6)		—		—		(6)

Comprehensive income:
Net income attributable to Smithfield	—		188		—		188
Other comprehensive loss, net of tax	—		—		(23)		(23)
Balance, June 29, 2025	$	3,335	$	3,398	$	(432)	$	6,301


	Three Months Ended June 30, 2024
	Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss			Total Shareholders’ Equity
Balance, March 31, 2024	$	4,140	$	3,656	$	(550)		$	7,246
Dividend	—		(93)		—			(93)
Adjustment to redeemable noncontrolling interests	(23)		—		—			(23)





Comprehensive income:
Net income attributable to Smithfield	—		301		—			301
Other comprehensive income, net of tax	—		—		5			5

Balance, June 30, 2024	$	4,117	$	3,864	$	(545)	0	$	7,436


	Six Months Ended June 29, 2025
	Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
Balance, December 29, 2024	$	3,102	$	3,184	$	(452)	$	5,834
Dividend	—		(197)		—		(197)
Net proceeds from issuance of common stock	236		—		—		236
Stock compensation expense	4		—		—		4
Adjustment to redeemable noncontrolling interests	(1)		—		—		(1)



Other	(6)		—		—		(6)
Comprehensive income:
Net income attributable to Smithfield	—		412		—		412
Other comprehensive income, net of tax	—		—		20		20

Balance, June 29, 2025	$	3,335	$	3,398	$	(432)	$	6,301


	Six Months Ended June 30, 2024
	Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
Balance, December 31, 2023	$	4,152	$	3,588	$	(500)	$	7,241
Dividend	—		(182)		—		(182)
Adjustment to redeemable noncontrolling interests	(34)		—		—		(34)




Other	(1)		—		—		(1)
Comprehensive income:
Net income attributable to Smithfield	—		457		—		457
Other comprehensive loss, net of tax	—		—		(46)		(46)

Balance, June 30, 2024	$	4,117	$	3,864	$	(545)	$	7,436

See Notes to Condensed Consolidated Financial Statements

SMITHFIELD FOODS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

Smithfield Foods, Inc., together with its subsidiaries (“Smithfield,” “the Company,” “we,” “us” or “our”) produces a wide variety of fresh pork and packaged meats products primarily in the United States (“U.S.”) and markets them both domestically and internationally. We operate in a cyclical industry and our results are significantly affected by fluctuations in commodity prices for meat, livestock (primarily hogs) and grains. We are an indirect, majority-owned subsidiary of Hong Kong-based WH Group Limited (“WH Group”).

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”), which require us to make estimates and use assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. It is possible that actual results could differ materially from those estimates. The information reflects all normal recurring adjustments, which we believe are necessary to present fairly the financial position and results of operations for all periods included. Totals and percentages may be affected by rounding. Certain prior period amounts have been reclassified to conform to the current period presentation.

These statements and notes should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 29, 2024, which include a comprehensive description of our significant accounting policies and other information that is not included herein.

Our elected fiscal year is the 52-week or 53-week period which ends on the Sunday nearest to December 31. Unless otherwise noted, all references to the second quarter of 2025 and the three months ended June 29, 2025 are to the 13-week period ended June 29, 2025. All references to the second quarter of 2024 and the three months ended June 30, 2024 are to the 13-week period ended June 30, 2024. Each of the six months ended June 29, 2025 and June 30, 2024 consisted of 26-weeks.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of all wholly-owned subsidiaries, as well as majority-owned subsidiaries and other entities for which we have a controlling financial interest. We evaluate contractual, equity and other variable interests in entities that may be deemed variable interest entities (“VIE”). We consolidate a VIE if we determine that we are the VIE’s primary beneficiary. A VIE’s primary beneficiary has both (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. All intercompany transactions and accounts have been eliminated.

Stock-Based Compensation

In connection with our initial public offering (“IPO”), we adopted an incentive plan under which eligible individuals may be granted equity-based incentive awards including stock options and restricted stock units (“RSUs”), among others. We estimate the fair value of stock options on the grant date using the Black-Scholes option pricing model. RSUs are measured at fair value as if they were vested and issued on the grant date. We recognize stock-based compensation expense for stock options and RSUs granted to our employees using the straight-line method over the requisite service period. We recognize forfeitures as they occur. Stock-based compensation expense is included in selling, general and administrative expenses (“SG&A”) in the condensed consolidated statements of income.

Seasonality

Sales and profitability as well as cash flow generation and use are impacted on a quarterly basis by the seasonal nature of our business. Generally, our sales and profitability are higher in the fourth quarter due to the Thanksgiving and Christmas holidays. In addition, the timing of the Easter holiday can impact the comparability of our first and second quarters both on a quarter-to-quarter and year-over-year basis. Our cash use is highest in the first quarter due to working capital needs related to payments to certain suppliers that are typically deferred in the fourth quarter.

Recently Issued Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The standard requires enhanced rate reconciliation disclosures, including disclosure of specific categories and additional information for reconciling items that meet a quantitative threshold. The standard also requires companies to disaggregate income taxes paid by federal, state and foreign taxes. The update is effective for our annual report on Form 10-K for fiscal year 2025, with early adoption permitted. The standard will not impact our financial position, results of operations or cash flows.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The new guidance is intended to provide investors more disaggregated information about certain line items presented in the consolidated statement of income. The update is effective for our annual report on Form 10-K for fiscal year 2027, with early adoption permitted. The new disclosures are required to be applied prospectively with the option for retrospective application. The standard will not impact our financial position, results of operations or cash flows but may have an impact on the presentation of certain items.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, which aims to improve consistency in identifying the accounting acquirer in business combinations involving VIEs. The update is effective for our annual report on Form 10-K for fiscal year 2027, with early adoption permitted. Once adopted, this update will be applied prospectively to transactions in scope of the guidance when they occur.

NOTE 2: REPORTABLE SEGMENTS

Our reportable segments are determined on the basis of our organizational structure and information that is regularly reviewed by our Chief Operating Decision Maker (“CODM”) for the purpose of making operating and resource allocation decisions and assessing the performance of the operating segments of our business. Our CODM is our Chief Executive Officer. Our CODM reviews assets at a consolidated level; not by reportable segment. Therefore, we do not disclose assets by reportable segment.

The measure of segment profit reviewed by our CODM is operating profit. Our CODM uses operating profit to assess segment performance, compensate employees and allocate capital, personnel and other resources to each segment.

Following the carve-out and distribution of our European operations (see “Note 3: Discontinued Operations”), we conduct our operations through three reportable segments: Packaged Meats, Fresh Pork and Hog Production.

Packaged Meats

The Packaged Meats segment consists of our U.S. operations that process fresh meat into a wide variety of packaged meats products, including bacon, sausage, hot dogs, deli and lunch meats, dry sausage products (such as pepperoni and genoa salami), ham products, ready-to-eat products and prepared foods (such as pre-cooked entrees, bacon and sausage). Approximately 80% of the Packaged Meats segment’s raw materials are sourced from our Fresh Pork segment. We market our domestic packaged meats products under a strategic set of core brands, which include: Smithfield, Eckrich, Nathan’s Famous, Farmland, Armour, Farmer John, Kretschmar, Krakus, John Morrell, Cook’s, Gwaltney, Carando, Margherita, Curly’s and Smithfield Culinary. We also sell a sizeable portion of our packaged meats products as private label products. The majority of the Packaged Meats segment’s products are sold to retail and foodservice customers in the U.S.

Fresh Pork

The Fresh Pork segment consists of our U.S. operations that process live hogs into a wide variety of primal, sub-primal and offal products, such as bellies, butts, hams, loins, picnics and ribs. In the first half of 2025, the Fresh Pork segment sourced approximately 40% of its raw materials from our Hog Production segment, compared to approximately 50% in the first half of 2024, with the remainder from third-party farmers with whom we partner across the U.S. Approximately one-third of our fresh pork products, including the majority of hams, bellies and trimmings, is transferred to our Packaged Meats segment. Externally, we sell our fresh pork products to domestic retail, foodservice and industrial customers, as well as to export markets, including, among others, China, Mexico, Japan, South Korea and Canada.

Hog Production

The following tables provide certain financial information by reportable segment with a reconciliation to the consolidated totals.


	Three Months Ended June 29, 2025
	Packaged Meats		Fresh Pork		Hog Production		Other (1)		Corporate (2)		Unallocated (3)		Intersegment		Consolidated
	(in millions)
Sales	$	2,079	$	2,080	$	840	$	120	$	—	$	—	$	(1,334)	$	3,786
Cost of sales	1,690		2,005		808		107		—		11		(1,334)		3,288
Selling, general and administrative expenses	87		40		10		6		26		98		—		268
Operating gains	—		—		—		—		—		(30)		—		(30)
Operating profit (loss)	301		35		22		7		(26)		(80)		—		260
Interest expense, net											11				11
Non-operating gains											(4)				(4)
Income from continuing operations before income taxes															$	254
Other segment data:
Depreciation and amortization	$	33	$	28	$	14	$	7	$	—	$	1	$	—	$	82
Capital expenditures	38		23		13		2		2		—		—		78


	Three Months Ended June 30, 2024
	Packaged Meats		Fresh Pork		Hog Production		Other (1)		Corporate (2)		Unallocated (3)		Intersegment		Consolidated
	(in millions)
Sales	$	1,945	$	1,981	$	776	$	119	$	—	$	—	$	(1,408)	$	3,412
Cost of sales	1,518		1,878		766		107		—		24		(1,408)		2,885
Selling, general and administrative expenses	97		45		11		5		32		4		—		194
Operating gains	—		—		—		—		—		(2)		—		(2)
Operating profit (loss)	330		58		(2)		7		(32)		(27)		—		334
Interest expense, net											19				19
Non-operating gains											(2)				(2)
Income from continuing operations before income taxes															$	317
Other segment data:
Depreciation and amortization	$	30	$	29	$	15	$	8	$	—	$	—	$	—	$	83
Capital expenditures	37		26		7		6		5		—		—		80

________________

(1)Includes our Mexico and Bioscience operations. Our Mexico operations include the raising of hogs and production of pork products that are sold primarily to customers in Mexico. Our Bioscience operations use raw materials from hogs that we harvest to manufacture heparin products, including an active pharmaceutical ingredient that mitigates the risk of blood clots.

(2)Represents general corporate expenses for management and administration of the business.

(3)Represents certain items that we do not allocate to our segments.


	Six Months Ended June 29, 2025
	Packaged Meats		Fresh Pork		Hog Production		Other (1)		Corporate (2)		Unallocated (3)		Intersegment		Consolidated
	(in millions)
Sales	$	4,103	$	4,114	$	1,772	$	224	$	—	$	—	$	(2,656)	$	7,558
Cost of sales	3,356		3,911		1,727		191		—		20		(2,656)		6,549
Selling, general and administrative expenses	180		86		22		12		55		111		—		465
Operating gains	—		—		—		—		—		(39)		—		(39)
Operating profit (loss)	567		117		23		22		(55)		(92)		—		582
Interest expense, net											22				22
Non-operating losses											2				2
Income from continuing operations before income taxes															$	558
Other segment data:
Depreciation and amortization	$	66	$	55	$	28	$	13	$	1	$	3	$	—	$	165
Capital expenditures	78		47		24		4		5		—		—		158


	Six Months Ended June 30, 2024
	Packaged Meats		Fresh Pork		Hog Production		Other (1)		Corporate (2)		Unallocated (3)		Intersegment		Consolidated
	(in millions)
Sales	$	3,944	$	3,920	$	1,482	$	233	$	—	$	—	$	(2,722)	$	6,856
Cost of sales	3,139		3,660		1,634		223		—		34		(2,722)		5,967
Selling, general and administrative expenses	189		92		24		12		64		13		—		393
Operating gains	—		—		—		—		—		(3)		—		(3)
Operating profit (loss)	616		168		(176)		(2)		(64)		(44)		—		498
Interest expense, net											35				35
Non-operating gains											(6)				(6)
Income from continuing operations before income taxes															$	469
Other segment data:
Depreciation and amortization	$	59	$	57	$	31	$	17	$	1	$	1	$	—	$	165
Capital expenditures	77		56		19		9		13		—		—		173

________________

(2)Represents general corporate expenses for management and administration of the business.

(3)Represents certain items that we do not allocate to our segments.

The following tables disaggregate our sales to customers by reportable segment and by major distribution channel.


	Three Months Ended June 29, 2025
	Retail (1)		Foodservice (2)		Exports (3)		Industrial (4)		Other / Unallocated (5)		Total External Sales (6)		Intersegment		Consolidated
	(in millions)
Packaged Meats	$	1,278	$	677	$	12	$	105	$	7	$	2,079	$	—	$	2,079
Fresh Pork	534		72		397		266		1		1,270		810		2,080
Hog Production	—		—		—		—		317		317		524		840
Other (7)	—		—		—		—		120		120		—		120
Intersegment	—		—		—		—		—		—		(1,334)		(1,334)
Total	$	1,812	$	749	$	409	$	371	$	445	$	3,786	$	—	$	3,786

	Three Months Ended June 30, 2024
	Retail (1)		Foodservice (2)		Exports (3)		Industrial (4)		Other / Unallocated (5)		Total External Sales (6)		Intersegment		Consolidated
	(in millions)
Packaged Meats	$	1,196	$	618	$	20	$	107	$	4	$	1,945	$	—	$	1,945
Fresh Pork	514		63		407		252		1		1,237		744		1,981
Hog Production	—		—		—		—		112		112		664		776
Other (7)	—		—		—		—		119		119		—		119
Intersegment	—		—		—		—		—		—		(1,408)		(1,408)
Total	$	1,709	$	680	$	428	$	359	$	236	$	3,412	$	—	$	3,412

________________

(1)Includes national and regional retailers in the U.S. such as grocery supermarket chains, independent grocers and club stores.

(2)Includes foodservice distributors, fast food and other restaurant operators, hotel chains and other institutional customers in the U.S.

(3)Includes exports from the U.S. to international retailers and wholesale distributors primarily in North America, Asia, Latin America and other emerging markets.

(4)Includes sales to industrial customers who use our raw materials in their finished goods production, including prepared meals, pharmaceutical production and pet food.

(5)Includes sales of grain, oilseeds, feed, breeding stock and market hogs, among others, in addition to external sales from our Mexico and Bioscience operations.

(6)Includes external sales from our Mexico operations of $114 million and $105 million in the three months ended June 29, 2025 and June 30, 2024, respectively. All other external sales are sourced from our U.S. operations.

(7)Includes our Mexico and Bioscience operations.


	Six Months Ended June 29, 2025
	Retail (1)		Foodservice (2)		Exports (3)		Industrial (4)		Other / Unallocated (5)		Total External Sales (6)		Intersegment		Consolidated
	(in millions)
Packaged Meats	$	2,562	$	1,275	$	43	$	215	$	9	$	4,103	$	—	$	4,103
Fresh Pork	1,017		131		832		532		4		2,517		1,597		4,114
Hog Production	—		—		—		—		714		714		1,059		1,772
Other (7)	—		—		—		—		224		224		—		224
Intersegment	—		—		—		—		—		—		(2,656)		(2,656)
Total	$	3,579	$	1,406	$	875	$	747	$	950	$	7,558	$	—	$	7,558

	Six Months Ended June 30, 2024
	Retail (1)		Foodservice (2)		Exports (3)		Industrial (4)		Other / Unallocated (5)		Total External Sales (6)		Intersegment		Consolidated
	(in millions)
Packaged Meats	$	2,514	$	1,170	$	51	$	202	$	7	$	3,944	$	—	$	3,944
Fresh Pork	985		116		830		507		2		2,440		1,479		3,920
Hog Production	—		—		—		—		239		239		1,242		1,482
Other (7)	—		—		—		—		233		233		—		233
Intersegment	—		—		—		—		—		—		(2,722)		(2,722)
Total	$	3,499	$	1,286	$	881	$	709	$	481	$	6,856	$	—	$	6,856

________________

(1)Includes national and regional retailers in the U.S. such as grocery supermarket chains, independent grocers and club stores.

(2)Includes foodservice distributors, fast food and other restaurant operators, hotel chains and other institutional customers in the U.S.

(3)Includes exports from the U.S. to international retailers and wholesale distributors primarily in North America, Asia, Latin America and other emerging markets.

(4)Includes sales to industrial customers who use our raw materials in their finished goods production, including prepared meals, pharmaceutical production and pet food.

(5)Includes sales of grain, oilseeds, feed, breeding stock and market hogs, among others, in addition to external sales from our Mexico and Bioscience operations.

(6)Includes external sales from our Mexico operations of $212 million and $211 million in the six months ended June 29, 2025 and June 30, 2024, respectively. All other external sales are sourced from our U.S. operations.

(7)Includes our Mexico and Bioscience operations.

NOTE 3: DISCONTINUED OPERATIONS

On August 26, 2024, we completed a carve-out and distribution of our European operations to WH Group. The European carve-out represented a strategic shift in our geographical footprint. Accordingly, where applicable, the historical results of operations, assets and liabilities, and cash flows of the European operations have been condensed into separate line items and presented in the condensed consolidated statements of income, the condensed consolidated balance sheets and the condensed consolidated statements of cash flows as discontinued operations.

The following table presents the major components of net income from discontinued operations included in the condensed consolidated statements of income.


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
	(in millions)
Sales	$	—	$	926	$	—	$	1,735
Cost of sales	—		782		—		1,495
Gross profit	—		143		—		240
Selling, general and administrative expenses	—		55		—		105
Operating gains	—		(2)		—		(11)
Operating profit	—		90		—		146
Interest expense	—		2		—		2
Non-operating losses	—		5		—		6
Income from discontinued operations before income taxes	—		84		—		138
Income tax on discontinued operations	—		37		—		49
Net income from discontinued operations	$	—	$	47	$	—	$	89

Acquisition within our Discontinued Operations

Prior to the carve-out and distribution of our European operations, we completed the following acquisition, which is included in discontinued operations.

Argal

On March 28, 2024, our former European operations purchased a 50.1% stake in Argal Alimentacíon, S.A. (“Argal”), a Spanish producer of packaged meats products with approximately 1,480 employees, for €91 million ($98 million), subject to post-closing adjustments. The amount paid at closing was €82 million ($88 million) with the remaining balance due upon finalization of the purchase price. In August 2024, an additional €8 million ($9 million) was paid, which resulted in a final purchase price of €90 million ($97 million).

NOTE 4: ACQUISITION AND DISPOSITIONS

Acquisition

On July 30, 2024, we acquired a dry sausage production facility located in Nashville, Tennessee from Cargill Meat Solutions Corporation for $38 million. The acquisition is part of our strategy to grow our value-added packaged meats business and serve the growing demand for high-quality pepperoni, deli, charcuterie and other dry sausage products. The total cost of the asset acquisition was allocated based on the relative fair value of the assets acquired. The allocated fair values of the assets acquired are as follows: equipment valued at $17 million, buildings valued at $11 million, inventory valued at $5 million and land valued at $5 million.

Dispositions

On June 30, 2025, we closed our leased Elizabeth, New Jersey dry sausage production facility and consolidated production across our network. Costs associated with closing the plant primarily include equipment that we disposed of prior to the end of the asset’s useful life. The charges associated with the closing were not material. This facility was accounted for in the Packaged Meats segment.

On August 30, 2024, we closed our Altoona, Iowa ham boning facility and consolidated production volume into other locations to improve manufacturing efficiencies. Costs associated with closing the plant primarily include operating lease assets and equipment that we disposed of prior to the expiration of the lease term or end of the

asset’s useful life. The charges associated with the closing were not material. This facility was accounted for in the Fresh Pork segment.

NOTE 5: OPERATING GAINS AND NON-OPERATING (GAINS) LOSSES

The following table provides details of operating gains and non-operating (gains) losses.


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
	(in millions)
Operating gains:
Insurance recoveries (1)	$	(29)	$	(1)	$	(35)	$	(1)
Gain on disposal of assets	—		—		(2)		(1)







Other operating gains	(1)		(1)		(2)		(1)
Operating gains	$	(30)	$	(2)	$	(39)	$	(3)

Non-operating (gains) losses:
Gain on nonqualified retirement plan assets	$	(8)	$	(3)	$	(6)	(9)
Net pension and postretirement benefits cost (2)	4		2		8		3









Non-operating (gains) losses	$	(4)	$	(2)	$	2	$	(6)

________________

(1)Consists of a gain recognized in the second quarter of 2025 related to the settlement of a claim against an insurance carrier for losses incurred in connection with past litigation and a gain recognized in the first quarter of 2025 in connection with a 2021 fire at our Tar Heel, North Carolina rendering facility.

(2)Includes the components of net pension and postretirement benefits cost other than service cost, which is included in operating profit. These components consist of interest cost, expected return on plan assets, amortization of actuarial gains/losses and prior service costs/credits, and curtailment gains.

NOTE 6: RESTRUCTURING

Hog Production Reform

Beginning in 2023, we undertook a number of actions to optimize the size of our Hog Production segment’s operations and improve its cost structure, including ceasing certain farm operations, terminating certain agreements with underperforming contract farmers and reducing the size of our hog production business (“Hog Production Reform”).

In the fourth quarter of fiscal year 2024, we became a member of a North Carolina-based company, Murphy Family Farms LLC (“Murphy Family Farms”), by contributing $3 million in cash in exchange for a 25% minority interest. We additionally sold approximately 150,000 sows and related inventories located on Company-owned and contract farms in North Carolina to Murphy Family Farms. Subsequent to the end of fiscal year 2024, on December 30, 2024, we sold the commercial hog inventories associated with such sows to Murphy Family Farms. Murphy Family Farms is now a hog supplier to us and supplies approximately 3.2 million hogs annually. We supply animal feed and other supplies and provide certain support services to Murphy Family Farms.

On February 24, 2025, we became a member of a North Carolina-based company, VisionAg Hog Production, LLC (“VisionAg”), by contributing $450,000 in cash in exchange for a 9% minority interest. We additionally sold approximately 28,000 sows and the associated commercial hog inventories located on certain Company-owned and contract farms in North Carolina to VisionAg. VisionAg is now a hog supplier to us and supplies approximately 600,000 hogs annually. We supply animal feed and provide certain support services to VisionAg.

The following table details charges we recognized associated with Hog Production Reform in cost of sales in the condensed consolidated statements of income by major type of cost.


	Three Months Ended				Six Months Ended				Cumulative
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024		June 29, 2025
	(in millions)
Accelerated depreciation	$	—	$	—	$	1	$	—	$	172
Contract termination costs	—		—		—		8		57
Employee termination benefits	—		—		—		2		32
Loss on asset disposals	—		—		—		—		9
Other exit costs	—		—		—		—		110
Total	$	—	$	—	$	1	$	10	$	379

Workforce Reduction

In the first quarter of 2025, we implemented a reduction in workforce initiative to streamline our operations and reduce operating expenses. We eliminated certain corporate and plant positions and recognized employee termination benefit costs totaling $9 million in the condensed consolidated statement of income in the first quarter of 2025 with $6 million classified in SG&A and $2 million classified in cost of sales.

Office Closures

In the second quarter of 2025, we announced a plan to close our satellite offices in Lisle, Illinois and Kansas City, Missouri and move work performed at those locations to our headquarters in Smithfield, Virginia. As a result, we estimated and accrued $4 million of employee termination benefit costs in SG&A in the condensed consolidated statement of income in the second quarter of 2025 for personnel who are not expected to relocate.

NOTE 7: EMPLOYEE RETENTION TAX CREDITS

In 2020, the World Health Organization publicly characterized COVID-19 as a pandemic. The Company recognized a substantial amount of incremental costs during the pandemic, including costs to compensate employees who were not able to work due to facility closures, reduced work schedules or health related reasons.

The Coronavirus Aid, Relief, and Economic Security Act was signed into law in March 2020, which provided, among other things, an employee retention credit to eligible employers who paid qualified wages to employees during the pandemic. The employee retention credit represents a government grant. Our policy is to recognize government grants when they are reasonably assured of receipt. We recognized employee retention tax credits totaling $10 million and $87 million in the second quarters of 2025 and 2024, respectively, after concluding the recognition threshold had been met. All credits were classified in cost of sales in the condensed consolidated statements of income with the exception of $1 million in the second quarter of 2024, which was classified in SG&A.

NOTE 8: ACCOUNTS RECEIVABLE

Accounts receivable, net is comprised of both receivables from contracts with customers and other receivables. Our receivables from contracts with customers were $718 million and $494 million as of June 29, 2025 and December 29, 2024, respectively.

We monitor the credit risk associated with our accounts receivable and establish an allowance for credit losses expected to be incurred over the life of the receivable, which is recorded net of this allowance. We calculate this allowance based on our history of write-offs, future economic conditions, level of past due accounts, the financial health of our customers and historical experience. Our allowance for credit losses was not material for the periods presented.

NOTE 9: INVENTORIES

Inventories, net consist of the following:


	June 29, 2025		December 29, 2024
	(in millions)
Fresh and packaged meats	$	1,221	$	1,006
Livestock	710		949
Grains	100		208
Maintenance parts	119		115
Manufacturing supplies	116		115
Other	22		19
Inventories, net	$	2,288	$	2,412

NOTE 10: DERIVATIVE FINANCIAL INSTRUMENTS

Our pork production operations use various raw materials, primarily live hogs, corn, soybean meal and wheat, which are actively traded on commodity exchanges. We also use fuel and other energy commodities in our operations. We hedge these commodities when we determine conditions are appropriate to mitigate price risk. While this hedging may limit our ability to participate in gains from favorable commodity fluctuations, it also reduces the risk of loss from adverse changes in raw material prices. We attempt to closely match the commodity contract terms with the hedged item. We also periodically enter into interest rate swaps to hedge exposure to changes in interest rates on certain financial instruments and foreign exchange forward contracts to hedge certain exposures to fluctuating foreign currency rates.

Changes in commodity prices could have a significant impact on cash deposit requirements under our broker and counterparty agreements. Additionally, certain of our derivative contracts contain credit risk-related contingent features, which would require us to post additional cash collateral to cover net losses on open derivative instruments if our credit rating were sufficiently downgraded. As of June 29, 2025, the net liability position of our open derivative instruments subject to credit risk-related contingent features was $17 million. As of the end of the second quarter of 2025, we were not required to post any collateral to cover losses associated with this net liability position. If our credit rating were sufficiently downgraded, we would be required to post $11 million in collateral.

The size and mix of our derivative portfolio vary from time to time based upon our analysis of current and future market conditions. The following table presents the fair values of our open derivative financial instruments on a gross basis.


	Assets				Liabilities
	June 29, 2025		December 29, 2024		June 29, 2025		December 29, 2024
	(in millions)
Derivatives using the “hedge accounting” method:
Commodity contracts	$	12	$	13	$	74	$	37



Derivatives using the “mark-to-market” method:
Commodity contracts	1		2		16		7


Total fair value of derivative instruments	$	13	$	15	$	91	$	44

The following tables reconcile the gross amounts of derivative assets and liabilities to the net amounts presented in our condensed consolidated balance sheets and the related effects of cash collateral under netting arrangements that provide a legal right of offset of assets and liabilities.


	June 29, 2025
	Gross Amount of Derivative Assets/ Liabilities		Netting of Derivative Assets/ Liabilities		Net Derivative Assets/Liabilities		Netting of Derivative and Cash Collateral		Net Amount Presented in the Condensed Consolidated Balance Sheet (1)
	(in millions)
Assets:
Commodity contracts	$	13	$	(12)	$	1	$	43	$	44



Liabilities:
Commodity contracts	90		(12)		78		(59)		19

________________

(1)Net derivative assets are recorded in prepaid expenses and other current assets. Net derivative liabilities are recorded in accrued expenses and other current liabilities. These balances include $102 million in cash collateral paid to and held by our brokers, $43 million of which represents the initial margin and exceeded the related open derivative liability position.


	December 29, 2024
	Gross Amount of Derivative Assets/ Liabilities		Netting of Derivative Assets/ Liabilities		Net Derivative Assets/Liabilities		Netting of Derivative and Cash Collateral		Net Amount Presented in the Condensed Consolidated Balance Sheet (1)
	(in millions)
Assets:
Commodity contracts	$	15	$	(13)	$	2	$	37	$	39



Liabilities:
Commodity contracts	44		(13)		31		(23)		8

________________

(1)Net derivative assets are recorded in prepaid expenses and other current assets. Net derivative liabilities are recorded in accrued expenses and other current liabilities. These balances include $60 million of cash collateral paid to and held by one of our brokers, $37 million of which represents the initial margin and exceeded the related open derivative liability position.

Hedge Accounting Method

Cash Flow Hedges

We enter into derivative instruments, such as futures, swaps and options contracts, to manage our exposure to the variability in expected future cash flows attributable to commodity price risk associated with the forecasted sale of fresh pork and the forecasted purchase of grains, hogs, and energy. In addition, we enter into interest rate swaps to manage our exposure to changes in interest rates associated with our variable interest rate debt and the forecasted issuance of fixed rate debt. Lastly, we enter into foreign exchange contracts to manage our exposure to the variability in expected future cash flows attributable to changes in foreign exchange rates associated with the forecasted purchase or sale of assets denominated in foreign currencies. As of June 29, 2025, substantially all of our commodity-related cash flow hedges were for transactions forecasted through December 2025.

As of June 29, 2025, the notional volumes associated with open derivative instruments designated in cash flow hedging relationships were as follows:


	Volume	Metric
Lean hogs	646,905,000	Pounds
Corn	27,682,000	Bushels
Soybean meal	232,000	Tons
Natural Gas	3,500,000	Million BTU
Diesel	6,048,000	Gallons

The following table presents the effects on our condensed consolidated financial statements of pre-tax gains and losses on derivative instruments designated in cash flow hedging relationships for the periods indicated:


	Gains (Losses) Recognized in Other Comprehensive Income (Loss) on Derivative				Gains (Losses) Reclassified from Accumulated Other Comprehensive Loss into Earnings
	Three Months Ended				Three Months Ended
	June 29, 2025		June 30, 2024			June 29, 2025		June 30, 2024
	(in millions)
Commodity contracts	$	(82)	$	61		$	(3)	$	(23)


	Gains (Losses) Recognized in Other Comprehensive Income (Loss) on Derivative				Gains (Losses) Reclassified from Accumulated Other Comprehensive Loss into Earnings
	Six Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024			June 29, 2025		June 30, 2024
	(in millions)
Commodity contracts	$	(38)	$	—		$	(14)	$	(25)
Interest rate contracts	—		—			(1)		(1)
Foreign currency contracts	—		—			—		1
Total	$	(38)	$	—		$	(14)	$	(25)

The amounts associated with option contracts as of and for the three and six months ended June 29, 2025 were not material. In the three and six months ended June 30, 2024, we recognized $24 million and $39 million in expenses for option premiums, which are excluded from the assessment of hedge effectiveness. As of June 30, 2024, accumulated other comprehensive income included $26 million of net gains associated with options for which the underlying hedged transactions had not yet impacted earnings. This amount represents the difference between the change in the fair value of the options and the amount of option premiums amortized through earnings.

Deferred losses on closed derivative contracts included in accumulated other comprehensive loss as of June 29, 2025 were not material. We are unable to estimate the amount of deferred gains or losses related to open derivative contracts to be reclassified into earnings within the next twelve months as their values are subject to change.

Fair Value Hedges

We enter into derivative instruments (primarily futures contracts) that are designed to hedge changes in the fair value of firm commitments to buy grains and hogs. As of June 29, 2025, the notional volumes associated with open derivative instruments designated in fair value hedging relationships were as follows:


	Volume	Metric

Lean hogs	244,880,000	Pounds
Corn	4,865,000	Bushels
Soybeans	530,000	Bushels

The carrying value of hedged firm commitments designated in fair value hedge relationships as of June 29, 2025 was $10 million. The carrying value of hedged firm commitments designated in fair value hedge relationships as of December 29, 2024 was immaterial. When the underlying inventories are acquired, the hedge relationship is discontinued and the fair value hedge adjustment is reclassified to inventories. The amount of fair value hedge gains remaining in inventories for which hedge accounting has been discontinued were immaterial as of June 29, 2025 and December 29, 2024.

Mark-to-Market Method

As of June 29, 2025, the notional volumes associated with open derivative instruments using the “mark-to-market” method were as follows:


	Volume	Metric
Commodity contracts:
Lean hogs	41,742,000	Pounds
Corn	11,455,000	Bushels
Soybean meal	110,000	Tons
Soybeans	120,000	Bushels







Natural gas	140,000	Million BTU

Diesel	1,008,000	Gallons



Foreign currency contracts	27,138,589	U.S. Dollars

Derivative Impact on the Condensed Consolidated Statements of Income

The following table presents the effect of derivatives on the condensed consolidated statements of income for the periods indicated.


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
	(in millions)				(in millions)
Sales:
Cash flow hedging—commodity contracts	$	(6)	$	(14)	$	(14)	$	(12)
Mark-to-market—commodity contracts	(20)		9		(13)		(4)
Total derivative loss recognized in sales	(25)		(5)		(27)		(17)

Cost of sales:
Cash flow hedging—commodity contracts	2		(9)		1		(13)

Fair value hedging—commodity contracts:
Change in fair value of open derivatives	(15)		5		(14)		4
Change in fair value of related hedged items	15		(5)		13		(4)
Gain (loss) on closed derivatives (1)	(2)		2		—		6

Mark-to-market—commodity contracts	4		2		8		(3)
Total derivative gain (loss) recognized in cost of sales	4		(5)		8		(10)

Selling, general and administrative expenses:
Mark-to-market—foreign currency contracts	(1)		1		(1)		2

Interest expense:
Cash flow hedging—interest rate contracts	—		—		(1)		(1)







Total derivative loss	$	(23)	$	(9)	$	(22)	$	(25)

________________

(1)Represents the amount of fair value hedge adjustment applied to the carrying amount of hedged assets that is recognized in cost of sales as the underlying hedged assets are relieved from inventories and charged to cost of sales.

NOTE 11: EQUITY METHOD INVESTMENTS

Murphy Family Farms and VisionAg

On December 27, 2024, we became a member of a North Carolina-based company, Murphy Family Farms, by contributing $3 million in cash in exchange for a 25% minority interest. We account for Murphy Family Farms under the equity method of accounting.

On February 24, 2025, we became a member of a North Carolina-based company, VisionAg, by contributing $450,000 in cash in exchange for a 9% minority interest. We account for VisionAg under the equity method of accounting as we have the ability to exercise significant influence over operating and financial policies through our representation on its board of directors.

See “Note 6: Restructuring” for more information on Murphy Family Farms and VisionAg.

Monarch Sale Notice

On January 16, 2025, TPG Rise Climate (“TPG”), one of the other two equal joint venture partners in Monarch Bio Energy, LLC (“Monarch”), delivered a sale notice under the joint venture agreement, pursuant to which Monarch must pursue a sale of the joint venture. In the event that a sale of Monarch is not consummated before January 17, 2026, TPG may require that Monarch purchase TPG’s ownership interests in Monarch.

NOTE 12: DEBT

Senior Unsecured Revolving Credit Facility

In February 2025, we refinanced our $2,100 million senior unsecured revolving credit facility (“Senior Revolving Credit Facility”) extending the maturity date from May 21, 2027 to February 12, 2030, with the option to extend the maturity date for up to two one-year periods, subject to obtaining the lenders’ consent and satisfaction of certain other conditions. The Senior Revolving Credit Facility capacity remains at $2,100 million. As part of the new agreement, there are no longer any subsidiary guarantors under the Senior Revolving Credit Facility which also released the subsidiary guarantors from our Senior Unsecured Notes. The Senior Revolving Credit Facility bears interest at the Secured Overnight Financing Rate plus a margin ranging from 0.875% to 1.50% per annum, or, at our election, at a base rate plus a margin ranging from 0.00% to 0.50% per annum, in each case depending on our senior unsecured debt ratings. The Senior Revolving Credit Facility also contains financial maintenance covenants requiring us to maintain a maximum total consolidated leverage ratio (ratio of consolidated funded debt to consolidated capitalization, each as defined in the Senior Revolving Credit Facility) of 0.50 to 1.00 (which we may elect to increase to 0.55 to 1.00 with respect to any fiscal quarter in which a material acquisition is consummated and the immediately following three consecutive fiscal quarters, subject to certain restrictions) and a minimum interest coverage ratio (“ratio of earnings before interest, taxes, depreciation and amortization (“EBITDA”) to consolidated interest expense, each as defined in the Senior Revolving Credit Facility”) of 3.50 to 1.00.

Our Senior Revolving Credit Facility contains customary covenants, including, but not limited to, restrictions on our ability and that of our subsidiaries to merge and consolidate with other companies, incur indebtedness, grant liens or security interests on assets subject to their security interest, or enter into transactions with affiliates, each subject to certain exceptions as set forth therein. We are currently in compliance with the covenants under our Senior Revolving Credit Facility.

Accounts Receivable Securitization Facility

We maintain a $225 million accounts receivable securitization facility (“Securitization Facility”), which matures in November 2027. As part of the Securitization Facility, certain accounts receivable of our major domestic meat processing subsidiaries are sold to a wholly-owned “bankruptcy remote” special purpose vehicle (“SPV”). The SPV pledges all such accounts receivable not otherwise sold pursuant to the Monetization Facility (as defined below) as security for loans made, and letters of credit issued, by participating lenders under the Securitization Facility. The SPV is included in our condensed consolidated financial statements and therefore the accounts receivable owned by it are included in our condensed consolidated balance sheets. However, the accounts receivable owned by the SPV are separate and distinct from our other assets and are not available to our other creditors should we become insolvent. As of June 29, 2025, the SPV held $410 million of accounts receivable. We must maintain certain ratios related to the collection of our receivables as a condition of the Securitization Facility agreement. As of June 29, 2025, we had $28 million in letters of credit issued under the Securitization Facility. None of the letters of credit were drawn upon.

Monetization Facility

In addition to the Securitization Facility, until July 22, 2025, we maintained an uncommitted $250 million accounts receivable monetization facility (“Monetization Facility”). At Smithfield’s election and subject to the purchasing banks’ approval, certain accounts receivable were sold by the SPV to purchasing banks, so long as the uncollected outstanding amount of accounts receivable sold pursuant to the Monetization Facility did not exceed $250 million in the aggregate at any time, among other limitations. In the event of a sale, the purchasing banks assumed all credit risk related to the receivables while we maintained risk associated with customer disputes. We accounted for the sale

of receivables to a purchasing bank by derecognizing the receivables from our condensed consolidated balance sheet upon transfer of control to the purchasing bank, and recognized a discount on the sale in SG&A in the condensed consolidated statement of income. The proceeds from the sale of receivables are included in net cash flows from operating activities in the condensed consolidated statement of cash flows. On behalf of the purchasing banks, we serviced all receivables sold under the Monetization Facility. As of June 29, 2025, the uncollected balance of receivables that had been sold to purchasing banks was $232 million. We had no servicing asset or liability outstanding as of June 29, 2025.

In the first quarter of 2023, we sold $227 million of accounts receivable at a discount and received proceeds totaling $225 million. We reinvested $803 million and $774 million of cash collections from customers in the revolving sale of accounts receivable to purchasing banks in the three months ended June 29, 2025 and June 30, 2024, respectively and $1,829 million and $1,814 million in the six months ended June 29, 2025 and June 30, 2024, respectively. We recognized charges totaling $3 million and $4 million in the second quarters of 2025 and 2024, respectively, and $6 million and $7 million in the first six months of 2025 and 2024, respectively, attributable to the discount on the sale of accounts receivable in SG&A in the condensed consolidated statement of income.

On July 22, 2025, we terminated the Monetization Facility. The Monetization Facility originally was established to provide us with additional liquidity and working capital flexibility. In light of our liquidity position and internal capital resources as of July 22, 2025, we determined that the Monetization Facility was no longer cost-effective or necessary. There were no early termination penalties or other material exit costs incurred in connection with the termination of the Monetization Facility.

NOTE 13: LEASES

In the second quarter of 2025, we amended the term of approximately 700 contracts with independent farmers who raise our hogs. These contracts include a lease component for the use of the farmers’ facilities. The amended noncancellable term of the agreements is three years beginning in June 2025. The contracts may be terminated by either party with three-years advance notice. The incremental lease obligation associated with these agreements as of June 29, 2025 was $58 million, of which $13 million was recorded in current portion of operating lease obligations on the condensed consolidated balance sheet, with the remainder recorded in long-term operating lease obligations.

NOTE 14: GUARANTEES

In June 2025, Monarch refinanced its debt, repaying a debt facility of up to $61 million that Smithfield and certain other joint ventures partners in Monarch had jointly and severally guaranteed. Smithfield was released from the guaranty and no longer provides a guaranty of Monarch’s debt.

NOTE 15: INCOME TAXES

Our effective tax rate attributable to continuing operations increased to 24.6% for the second quarter of 2025, compared to 18.2% for the same period in 2024, and to 24.0% for the first six months of 2025, compared to 20.5% for the corresponding period in 2024. These increases were primarily driven by the combined impact of increased profitability in the current year, a settlement with state tax authorities and the disallowance of certain officers’ compensation.

One Big Beautiful Bill

On July 4, 2025, the Tax Relief for American Families and Workers Act of 2025 (commonly referred to as the “One Big Beautiful Bill,” or “OBBB”) was signed into law. This comprehensive legislation made several significant changes to federal tax law, including:

•Permanently reinstating 100% bonus depreciation and adding 100% bonus deprecation for real property placed in service after January 19, 2025 and used in production activity.

•Permanently reinstating the immediate expensing of research and development (“R&D”) in the U.S, which impacted years 2022 and beyond.

•Permanently restoring the EBITDA-based limitation for interest deduction under Section 163(j) of the IRS Tax Code.

We are in the process of evaluating the impact of the OBBB on our consolidated financial statements and will account for its effects in the third quarter of fiscal year 2025—the period in which the OBBB was enacted.

NOTE 16: PENSION AND OTHER RETIREMENT PLANS

The following table presents the components of the net periodic pension cost for the periods indicated.


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
	(in millions)
Interest cost	$	25	$	25	$	50	$	49
Amortization	5		5		11		9
Service cost	3		3		6		6
Expected return on plan assets	(26)		(28)		(53)		(55)

Net periodic pension cost	$	7	$	5	$	14	$	10

The components of net periodic pension cost other than service cost, which is included in operating profit, are included in non-operating (gains) losses in the condensed consolidated statements of income.

NOTE 17: REDEEMABLE NONCONTROLLING INTERESTS

Certain noncontrolling interest holders have the right to exercise a put option that would obligate us to redeem a portion or all of their interest. These noncontrolling interests are classified as redeemable noncontrolling interests outside of equity on our condensed consolidated balance sheets. At the end of each period we adjust the value of redeemable noncontrolling interests, if necessary, to the redemption value (as defined in the subsidiary’s operating agreement) through additional paid-in capital. The following table presents the changes in redeemable noncontrolling interests for our continuing operations for the periods presented.


	Three Months Ended				Six Months Ended
	June 29, 2025		June 30, 2024		June 29, 2025		June 30, 2024
	(in millions)
Beginning balance	$	243	$	260	$	225	$	246
Attribution of net income	—		3		4		2
Attribution of comprehensive income (loss)	16		(21)		15		(16)
Dividends	—		(1)		—		(1)
Adjustment to redemption value (1)	(14)		23		1		34
Ending balance	$	245	$	265	$	245	$	265

_______________

(1)See “Note 20: Fair Value Measurements” for a discussion of the assessment of redemption value.

NOTE 18: EQUITY

Stock Split

On January 17, 2025, the Company’s board of directors and shareholder approved a 380,069.232-for-one stock split of its issued and outstanding shares of common stock, resulting in issued and outstanding shares of common stock of 380,069,232, which was effected through filing of an amendment to the Company’s articles of incorporation on January 17, 2025. As part of the amendment, the number of authorized shares of common stock was revised to

5,000,000,000, the par value of which was not adjusted, and 100,000,000 shares of preferred stock were authorized. All share and per share amounts for all periods presented in the accompanying financial statements have been adjusted retroactively to reflect this stock split.

Initial Public Offering

On January 29, 2025, we completed our initial public offering (“IPO”) of 26,086,958 shares of common stock, which represents 7% of the total outstanding shares, at a price of $20.00 per share. We issued 13,043,479 shares of common stock bringing the total number of outstanding shares to 393,112,711. The remaining 13,043,479 shares of common stock were sold by our existing shareholder. Our existing shareholder granted the underwriters a 30-day option to purchase up to 3,913,042 additional shares of our common stock. On February 20, 2025, the underwriters partially exercised that option and purchased 2,506,936 additional shares of common stock from our existing shareholder. We received net proceeds from the IPO of $236 million after deducting underwriting discounts, commissions and fees.

Stock-Based Compensation

In connection with the IPO, we granted to certain of our directors and employees and certain directors and employees of WH Group: (1) options to purchase 9,822,467 shares with an exercise price equal to the IPO price of $20.00 per share option and (2) 1,527,000 RSUs. The options and substantially all RSUs vest over a five year period, with 20% vesting each year. We recognized compensation expense totaling $2 million and $4 million associated with these equity instruments during the three and six months ended June 29, 2025, respectively. Unrecognized compensation expense totaled $42 million as of June 29, 2025, which is expected to be recognized on a straight-line basis over the remaining vesting period of 4.6 years. No compensation expense was recognized for stock options and RSUs granted to directors and employees of WH Group. Such awards will be accounted for as a dividend upon issuance of the shares based on the grant-date fair value.

Accumulated Other Comprehensive Loss

The following tables present the beginning and ending balances of accumulated other comprehensive loss by component.


	Three Months Ended June 29, 2025
	Foreign Currency Translation		Pension Accounting		Hedge Accounting		Accumulated Other Comprehensive Loss
	(in millions)
Balance, March 30, 2025	$	(9)	$	(414)	$	15	$	(408)
Other comprehensive income (loss), net of tax	31		4		(58)		(23)

Balance, June 29, 2025	$	21	$	(410)	$	(43)	$	(432)


	Three Months Ended June 30, 2024
	Foreign Currency Translation		Pension Accounting		Hedge Accounting		Accumulated Other Comprehensive Loss
	(in millions)
Balance, March 31, 2024	$	(144)	$	(370)	$	(36)	$	(550)
Other comprehensive income (loss), net of tax	(60)		3		62		5

Balance, June 30, 2024	$	(205)	$	(367)	$	27	$	(545)


	Six Months Ended June 29, 2025
	Foreign Currency Translation		Pension Accounting		Hedge Accounting		Accumulated Other Comprehensive Loss
	(in millions)
Balance, December 30, 2024	$	(8)	$	(418)	$	(26)	$	(452)
Other comprehensive income (loss), net of tax	30		7		(17)		20

Balance, June 29, 2025	$	21	$	(410)	$	(43)	$	(432)


	Six Months Ended June 30, 2024
	Foreign Currency Translation		Pension Accounting		Hedge Accounting		Accumulated Other Comprehensive Loss
	(in millions)
Balance, December 31, 2023	$	(134)	$	(373)	$	8	$	(500)
Other comprehensive income (loss), net of tax	(71)		7		19		(46)

Balance, June 30, 2024	$	(205)	$	(367)	$	27	$	(545)

Other Comprehensive Income (Loss)

The following table presents the details of other comprehensive income (loss).


	Three Months Ended
	June 29, 2025						June 30, 2024
	Before Tax		Tax		After Tax		Before Tax			Tax			After Tax
	(in millions)
Continuing operations:
Foreign currency translation:
Translation gains (losses) (1)	$	47	$	—	$	47	$	(61)		$	—		$	(61)

Retirement benefits:



Amortization of actuarial losses and prior service credits reclassified to non-operating (gains) losses	5		(1)		4		4			(1)			3

Derivatives:
Gains (losses) arising during the period	(82)		21		(61)		61			(16)			46
Losses reclassified to sales	6		(1)		4		14			(4)			10
(Gains) losses reclassified to cost of sales	(2)		1		(2)		9			(2)			7



Total other comprehensive income (loss) from continuing operations	$	(27)	$	19	$	(8)	$	28		$	(23)		$	5

Discontinued operations:
Foreign currency translation:
Translation losses (1)	$	—	$	—	$	—	$	(20)		$	—		$	(20)





Total other comprehensive loss from discontinued operations	$	—	$	—	$	—	$	(21)	0	$	—	0	$	(21)

Total other comprehensive loss	$	(27)	$	19	$	(8)	$	7		$	(23)		$	(16)
Other comprehensive income (loss) attributable to noncontrolling interest	16		—		16		(21)			—			(21)
Other comprehensive income (loss) attributable to Smithfield	$	(42)	$	19	$	(23)	$	28		$	(23)		$	5

________________

(1)We consider the earnings in our non-U.S. subsidiaries to be indefinitely reinvested, and accordingly, record no deferred income taxes on such amounts. The three months ended June 29, 2025 and June 30, 2024 included $16 million of translation gains and $21 million of translation losses, respectively, attributable to noncontrolling interests, which are included in redeemable noncontrolling interests on the condensed consolidated balance sheet.


	Six Months Ended
	June 29, 2025						June 30, 2024
	Before Tax		Tax		After Tax		Before Tax			Tax		After Tax
	(in millions)
Continuing operations:
Foreign currency translation:
Translation gains (losses) (1)	$	45	$	—	$	45	$	(46)	0	$	—	$	(46)


Retirement benefits:



Amortization of actuarial losses, prior service credits and curtailment gains reclassified to non-operating (gains) losses	10		(2)		7		9			(2)		7

Derivatives:
Losses arising during the period	(38)		10		(28)		—			—		—
Losses reclassified to sales	14		(4)		11		12			(3)		9
(Gains) losses reclassified to cost of sales	(1)		—		(1)		13			(3)		10

Losses reclassified to interest expense	1		—		1		1			—		1

Total other comprehensive gain (loss) from continuing operations	$	32	$	4	$	35	$	(10)		$	(9)	$	(19)

Discontinued operations:
Foreign currency translation:
Translation losses (1)	$	—	$	—	$	—	$	(41)		$	—	$	(41)



Derivatives:

Gains reclassified to sales	—		—		—		(1)			—		(1)

Total other comprehensive loss from discontinued operations	$	—	$	—	$	—	$	(42)		$	—	$	(42)

Total other comprehensive income (loss)	$	32	$	4	$	35	$	(52)		$	(9)	$	(61)
Other comprehensive income (loss) attributable to noncontrolling interest	15		—		15		(16)			—		(16)
Other comprehensive income (loss) attributable to Smithfield	$	16	$	4	$	20	$	(37)		$	(9)	$	(46)

________________

(1)We consider the earnings in our non-U.S. subsidiaries to be indefinitely reinvested, and accordingly, record no deferred income taxes on such amounts. The six months ended June 29, 2025 and June 30, 2024 included $15 million of translation gains and $15 million of translation losses, respectively, attributable to noncontrolling interests, which are included in redeemable noncontrolling interests on the condensed consolidated balance sheet.

NOTE 19: EARNINGS PER SHARE

The computation of basic earnings per share (“EPS”) is based on the weighted-average shares of common stock outstanding during the period. Diluted EPS adjusts basic EPS for the dilutive effect of stock options and RSUs. The incremental shares from stock options and RSUs are computed using the treasury stock method. There were no adjustments to the numerator in the computations of earnings per share for the periods presented.

The following table provides the weighted-average shares used in the denominator for those computations.


	Three Months Ended		Six Months Ended
	June 29, 2025	June 30, 2024	June 29, 2025	June 30, 2024





Basic weighted-average shares outstanding	393,112,711	380,069,232	390,962,687	380,069,232
Add: Dilutive effect of stock options and RSUs	638,583	—	448,172	—
Diluted weighted-average shares outstanding (1)	393,751,294	380,069,232	391,410,859	380,069,232

__________________

(1)Approximately 7.7 million and 6.5 million stock options were excluded from the computation of diluted weighted-average shares outstanding for the three and six months ended June 29, 2025, respectively, because their effect would have been anti-dilutive.

NOTE 20: FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. We are required to consider and reflect the assumptions of market participants in fair value calculations. These factors include nonperformance risk (the risk that an obligation will not be fulfilled) and credit risk, both of the reporting entity (for liabilities) and of the counterparty (for assets).

We use, as appropriate, a market approach (generally, data from market transactions), an income approach (generally, present value techniques), and/or a cost approach (generally, replacement cost) to measure the fair value of an asset or liability. These valuation approaches incorporate inputs, such as observable, independent market data, that we believe are predicated on the assumptions market participants would use to price an asset or liability. These inputs may incorporate, as applicable, certain risks such as nonperformance risk, which includes credit risk.

The FASB has established a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The fair value hierarchy gives the highest priority to quoted market prices (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of inputs used to measure fair value are as follows:

•Level 1—Quoted prices in active markets for identical assets or liabilities accessible by the reporting entity.

•Level 2—Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

•Level 3—Unobservable for an asset or liability. Unobservable inputs should only be used to the extent observable inputs are not available.

We have classified assets and liabilities measured at fair value based on the lowest level of input that is significant to the fair value measurement. For the periods presented, we had no transfers of assets or liabilities between levels within the fair value hierarchy. The timing of any such transfers would be determined at the end of each reporting period.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following tables set forth, by level within the fair value hierarchy, our financial assets and liabilities, including assets held in a rabbi trust used to fund our non-qualified defined benefit plan, that were measured at fair value on a recurring basis.


	June 29, 2025									December 29, 2024
		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
		(in millions)
Assets:

Commodity derivative contracts		$	5	$	8	$	—	$	13	$	9	$	6	$	—	$	15

Mutual funds (1)		67		—		—		77		74		—		—		84
Insurance contracts		—		110		—		110		—		104		—		104
Total		$	72	$	118	$	—	$	200	$	83	$	110	$	—	$	202

Liabilities:

Commodity derivative contracts		$	64	$	26	$	—	$	90	$	32	$	12	$	—	$	44


Total		$	64	$	26	$	—	$	91	$	32	$	12	$	—	$	44

__________________

(1)Institutional funds that are not publicly traded are estimated at fair value using the net asset value (“NAV”) per share of the investment as a practical expedient and are not categorized in the fair value hierarchy. Therefore, the sum of the values categorized in the fair value hierarchy above do not agree to the total.

The following are descriptions of the valuation methodologies and key inputs used to measure financial assets and liabilities recorded at fair value on a recurring basis:

•Derivatives—Derivatives classified within Level 1 are valued using quoted market prices. In some cases where quoted market prices are not available, we value the derivatives using market-based pricing models that utilize the net present value of estimated future cash flows to calculate fair value, in which case the measurements are classified within Level 2. These valuation models make use of market-based observable inputs, including exchange traded prices and rates, yield curves, credit curves and measures of volatility. Level 3 derivatives are valued based on diesel fuel prices and use both observable and unobservable inputs. There is a lack of price transparency with respect to forward prices for diesel fuel. Such unobservable inputs are significant to the diesel fuel derivative contract valuation methodology.

•Mutual funds—Mutual funds consist of publicly traded funds and other institutional funds that are not publicly traded. Publicly traded mutual funds are measured at fair value using quoted market prices and are categorized in Level 1 within the fair value hierarchy.

•Insurance contracts—Insurance contracts are valued at their cash surrender value using the daily asset unit value which is based on the quoted market price of the underlying securities and classified within Level 2.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis after initial recognition; that is, the assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, for example, when there is evidence of impairment. For the three and six months ended June 29, 2025 and June 30, 2024, we had no significant assets or liabilities that were measured and recorded at fair value on a nonrecurring basis after initial recognition.

Redeemable Noncontrolling Interest

The redemption value for the noncontrolling interest in Granjas Carroll de Mexico, S. de R.L. de C.V., (“Altosano”) is fair value. We estimate the redemption value of Altosano using an income and a market approach. Under the income approach, fair value is determined by using the projected discounted cash flows. Under the market approach, the fair value is determined by reference to guideline companies that are reasonably comparable; the fair value is estimated based on the valuation multiples of EBITDA. The significant unobservable inputs used in the determination of the fair value have an inherent measurement uncertainty that if changed could result in higher or lower fair value measurements as of the reporting date. The following table provides the significant unobservable level 3 inputs used in the valuation.


Unobservable Inputs	June 29, 2025		December 29, 2024
Weighted-average cost of capital	10	%	9	%
Growth rate	3	%	3	%
EBITDA multiple	9.25x		10x
Control premium	25	%	25	%

Other Financial Instruments

We determine the fair value of fixed-rate debt using Level 2 inputs based on quoted market prices. The carrying amount of all other debt approximates fair value as those instruments are based on variable interest rates. The following table presents the fair value and carrying value of total debt.


	June 29, 2025				December 29, 2024
	Fair Value		Carrying Value		Fair Value		Carrying Value
	(in millions)
Debt	$	1,882	$	1,984	$	1,821	$	1,983

The carrying amounts of cash and cash equivalents, accounts receivable, notes payable and accounts payable approximate their fair values because of the relatively short-term maturity of these instruments.

Concentrations of Credit Risk

Our financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, accounts and notes receivable and derivatives. We may be exposed to losses in the event of nonperformance by our banks, customers, brokers or other counterparties.

We have significant concentrations of credit risk associated with our cash and cash equivalents. However, our cash and cash equivalents are held by numerous major financial institutions that maintain certain minimum investment grade credit ratings.

Concentrations of credit risk with respect to accounts and notes receivable are limited due to our large number of customers. We perform periodic credit evaluations of our customers’ financial condition and generally do not require collateral. As of June 29, 2025, we had accounts and notes receivable from Murphy Family Farms and VisionAg totaling $225 million and $42 million, respectively. A portion of these balances are secured by the breeding stock and inventories owned by Murphy Family Farms and VisionAg. We have an agreement to purchase 3.2 million and 600,000 market hogs annually from Murphy Family Farms and VisionAg, respectively, which further mitigates our exposure to potential credit risk.

Our derivative counterparties primarily consist of financial institutions that are investment grade. A portion of our financial instruments are exchange traded derivative contracts held with brokers and counterparties with whom we maintain margin accounts that are settled on a daily basis, thereby limiting our credit exposure to non-exchange traded derivatives. Determination of the credit quality of our counterparties is based upon a number of factors,

including credit ratings and our evaluation of their financial condition. As of June 29, 2025, we had gross credit exposure of $7 million on non-exchange traded derivative contracts. After taking into account the effect of netting arrangements, we had no credit exposure on non-exchange traded derivative contracts.

NOTE 21: REGULATION AND CONTINGENCIES

Like other participants in our industry, we are subject to various laws and regulations administered by federal, state and other government entities, including the U.S. Environmental Protection Agency and corresponding state agencies, as well as the U.S. Department of Agriculture, the Grain Inspection, Packers and Stockyard Administration, the U.S. Food and Drug Administration, the U.S. Occupational Safety and Health Administration, the Commodity and Futures Trading Commission and similar agencies in foreign countries.

We, from time-to-time, receive notices and inquiries from regulatory authorities and others asserting that we are not in compliance with such laws and regulations. In some instances, litigation ensues. In addition, individuals may initiate litigation against us.

As of June 29, 2025 and December 29, 2024, we had contingent liabilities totaling $194 million and $141 million, respectively, in accrued expenses and other current liabilities on the condensed consolidated balance sheets related to litigation matters, including those described below. We recorded charges of $80 million in the three and six months ended June 29, 2025 for litigation matters, including those described below, in SG&A in the condensed consolidated statements of income. We did not record any significant charges for litigation matters in the three and six months ended June 30, 2024. These matters will not affect our profits or losses in future periods unless our accruals prove to be insufficient or excessive. It is reasonably possible that a change in our estimates may occur in the near term and that our accruals could be insufficient. We are unable to estimate the amount of possible loss in excess of our accruals, which could be material. Additionally, legal expenses incurred in our and our subsidiaries’ defense of these claims and any payments made to plaintiffs through unfavorable verdicts or otherwise could negatively impact our cash flows and our liquidity position.

Antitrust Price-Fixing Litigation

The Company has been named as one of 16 defendants in a series of class actions filed in 2018 in the U.S. District Court for the District of Minnesota alleging antitrust violations in the pork industry. The class cases were filed by three different groups of plaintiffs. In all of these cases, the plaintiffs alleged that starting in 2009 and continuing through at least June of 2018, the defendant pork producers agreed to reduce the supply of hogs in the U.S. in order to raise the price of hogs and all pork products. The plaintiffs in all of these cases also challenged the defendant pork producers’ use of benchmarking reports from defendant Agri Stats, Inc., alleging that the reports allowed the pork producers to share proprietary information and monitor each producer’s compliance with the supposed agreement to reduce supply. Payments in the aggregate amount of $194 million were made by us to settle all class claims.

In addition to the class actions, the Company has been named as a defendant in similar antitrust lawsuits and related claims brought by a number of individual parties who opted out of the classes. The plaintiffs in the non-class cases assert the same or similar antitrust claims as the plaintiffs in the class actions. The Company has entered into negotiations with many of these claimants and has settled certain of these cases. Currently, 22 of these cases are pending against the Company.

The Attorneys General for the states of New Mexico and Alaska and the Commonwealth of Puerto Rico have filed similar complaints on behalf of their respective states, territories, agencies and citizens. The Company has settled all of these cases. In July 2025, the Company received a civil investigative demand from the Attorney General for the state of Washington seeking information related to this antitrust litigation. The Company intends to vigorously defend against the remaining claims.

Antitrust Wage-Fixing Litigation

On November 11, 2022, Smithfield Foods, Inc. and our wholly-owned subsidiary, Smithfield Packaged Meats Corp., were named as two of the numerous defendants in a purported class action complaint filed in the U.S. District Court for the District of Colorado alleging wage-fixing violations in the red meat industry. The plaintiffs allege that the

defendants, most of whom operate beef or pork processing plants, conspired to suppress wages paid to plant workers in the U.S. in violation of the antitrust laws. The plaintiffs sought damages on behalf of all employees of defendants and their subsidiaries from January 1, 2014, to the present. The plaintiffs also sought treble damages and attorneys’ fees. The defendants filed motions to dismiss the complaint, which were largely denied by the court on September 27, 2023. The plaintiffs subsequently amended their complaint adding additional defendants, including our wholly-owned subsidiary, Murphy-Brown of Missouri, LLC (which has been dismissed voluntarily), and expanding the class period back to 2000.

Since the case was filed, several defendants have settled. On April 5, 2024, the remaining defendants moved to dismiss the amended complaint. On March 26, 2025, the court granted in part defendants’ motion to dismiss the amended complaint and held that certain of plaintiffs’ new allegations are barred by the statute of limitations. We filed our answers to the amended complaint on May 9, 2025. The parties have commenced discovery. We intend to vigorously defend against these claims.

Maxwell Foods Litigation

On August 13, 2020, Maxwell Foods, LLC (“Maxwell”) filed a complaint against Smithfield Foods, Inc. in the General Court of Justice, Superior Court Division for Wayne County, North Carolina. The complaint alleged that Smithfield breached the Production Sales Agreement (“PSA”) between the parties (as well as the duty of good faith and fair dealing): (1) by failing to provide Maxwell with the same pricing as other major hog suppliers in violation of a purported “Most-Favored-Nation Provision” found in a December 6, 1994 letter to Maxwell, (2) by failing to comply with an implicit duty to negotiate the PSA to provide alternative pricing to Maxwell when the Iowa-Southern Minnesota market allegedly ceased to be viable; and (3) by failing to purchase Maxwell’s entire output of hogs since April 2020.

Smithfield filed a notice of removal to the U.S. District Court of the Eastern District of North Carolina. Smithfield also filed a motion to dismiss several of Maxwell’s claims. On February 22, 2021, the U.S. District Court granted Maxwell’s motion to remand the case to the Superior Court of Wayne County and left Smithfield’s partial motion to dismiss the complaint for consideration by the state court in Wayne County.

On March 1, 2021, Maxwell filed an amended complaint, which added a claim under the North Carolina Unfair and Deceptive Trade Practices Act (“UDTPA”). Smithfield filed a notice of designation seeking assignment of the case to the North Carolina Business Court. Maxwell objected to such designation, and on April 13, 2021 the Business Court overruled Maxwell’s objection.

The Business Court also dismissed two of Maxwell’s claims: the implied duty to negotiate claim and the UDTPA claim. Maxwell subsequently filed another amended complaint adding a fraudulent concealment claim and a new breach of contract claim, as well as a request for punitive damages. The court dismissed the fraudulent concealment claim and the request for punitive damages. The three remaining claims, all for breach of contract, are: (1) the claim under the “Most-Favored-Nation Provision,” (2) the claim that Smithfield failed to purchase Maxwell’s entire output of hogs since April 2020, and (3) the claim that from time to time, Smithfield would calculate Maxwell’s payment for a delivery of hogs using an average of the preceding week’s weight rather than the actual weights of the hogs being delivered.

The parties filed cross-motions for summary judgment, and on December 30, 2024, the Business Court entered an order and opinion on those motions. The Business Court held that: (1) Maxwell’s claim for breach of a “Most-Favored-Nation Provision” was dismissed except as it relates to pricing given to one particular supplier; (2) Smithfield is liable for breaching an output provision in the parties’ contract, with damages to be determined at trial; and (3) Maxwell’s claim that Smithfield breached the pricing term of the parties’ contract by using live-weight pricing shall proceed to trial based on the allegation that Smithfield did not pay the correct live- weight price for certain deliveries, but not based on the allegation that use of live-weight pricing itself breaches the contract. The Business Court set a trial date of June 9, 2025, which was subsequently canceled. On June 30, 2025, the parties filed a stipulation dismissing with prejudice all claims and counterclaims in the action, ending the litigation.

Insurance Claims

We maintain comprehensive general liability and property insurance, including business interruption insurance, with loss limits that we believe provide substantial and broad coverage for potential losses.

In the first quarter of 2025, we settled an insurance claim and received proceeds of $6 million in connection with a fire that occurred at our Tar Heel, North Carolina rendering facility in 2021. We classified $4 million of the proceeds in investing activities in the condensed consolidated statements of cash flows with the remainder in operating activities. The gain was recognized in operating gains in the condensed consolidated statements of income in the first quarter of 2025.

In the second quarter of 2025, we settled a claim against an insurance carrier and received $29 million in proceeds for the recovery of losses we incurred in connection with past litigation. As a result, we recognized a $29 million gain on the insurance recovery in the second quarter of 2025. The gain was recognized in operating gains in the condensed consolidated statement of income and we classified the proceeds in operating activities in the condensed consolidated statement of cash flows in the second quarter of 2025.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and accompanying notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the Annual Report on Form 10-K filed for the fiscal year ended December 29, 2024. The information reflects all normal recurring adjustments, which we believe are necessary to present fairly the financial position and results of operations for all periods included. Totals and percentages may be affected by rounding. Certain prior period amounts have been reclassified to conform to the current period presentation.

Overview

Smithfield Foods, Inc., together with its subsidiaries (“Smithfield,” “the Company,” “we,” “us” or “our”) is an American food company that employs approximately 32,000 people in the United States (“U.S”). and 2,500 people in Mexico. We boast a portfolio of high-quality, iconic brands, such as Smithfield®, Eckrich® and Nathan’s Famous®, among many others. We are an indirect, majority-owned subsidiary of Hong Kong-based WH Group Limited (“WH Group”).

We conduct our operations through three reportable segments: Packaged Meats, Fresh Pork, and Hog Production. We also conduct operations through two other operating segments, Mexico and Bioscience, which are aggregated and reported as “Other.”

Packaged Meats Segment

Fresh Pork Segment

The Fresh Pork segment consists of our U.S. operations that process live hogs into a wide variety of primal, sub-primal and offal products, such as bellies, butts, hams, loins, picnics and ribs. In fiscal year 2024, the Fresh Pork segment sourced approximately half of its raw materials from our Hog Production segment and half from third-party farmers with whom we partner across the U.S. In fiscal year 2025, we expect that approximately 40% of the hogs processed by the Fresh Pork segment will be sourced from the Hog Production segment as a result of our new partnerships in Murphy Family Farms and VisionAg, which are described under “Recent Developments—Hog Production Reform” below. Approximately one-third of our fresh pork products, including the majority of hams, bellies and trimmings, is transferred to our Packaged Meats segment. Externally, we sell our fresh pork products to domestic retail, foodservice and industrial customers, as well as to export markets, including, among others, China, Mexico, Japan, South Korea and Canada.

Hog Production Segment

The Hog Production segment consists of our hog production operations in the U.S., which produce and raise our hogs on numerous Company-owned farms and farms that are owned and operated by third-party contract farmers. Nearly all of the hogs produced by this segment are processed by our Fresh Pork segment. The Hog Production segment also sells grains and feed to external customers. In fiscal year 2024 and through the second quarter of 2025, approximately 60% of the Hog Production segment’s cost of goods sold was from animal feed, which is derived primarily from corn and soybean meal.

Growth Strategies

The strategic initiatives we are executing across our segments are complemented and enabled by our strong balance sheet and ongoing operational investments, positioning us for future growth. We have several strategic initiatives to grow our business, reduce costs and enhance our profitability and margins. These include:

•driving growth in our Packaged Meats segment;

•further enhancing the profitability of our Fresh Pork segment;

•continuing to invest in innovation;

•optimizing operational and supply chain efficiencies; and

•executing synergistic and complementary mergers and acquisitions.

Key Factors and Recent Developments Affecting Our Results of Operations and Financial Condition

The following are key factors and recent developments that have influenced our results of operations in the past and/or may influence our results in the future.

Sales Drivers

We are focused on driving profitable growth through our Packaged Meats segment. Within the Packaged Meats segment, the primary factors impacting sales of our brands are household penetration, consumption levels, price point and product offerings. As a result, we have pursued strategies that we believe best align our products with consumer trends and behavior. We have shifted our portfolio towards a higher mix of value-added and margin accretive products while leveraging the breadth of our offerings to further penetrate across dayparts. We look to increase brand awareness and encourage consumer adoption of our products through product and packaging innovation and effective and appealing marketing strategies while maintaining our promise to consumers to offer high-quality products for every budget. We have also expanded to new categories and grown distribution of under-indexed brands in under-penetrated locations. In addition, we seek to increase sales in packaged meats products by driving volumes of our private label and foodservice products, by expanding our customer relationships and by offering quality selections across the value chain.

The U.S. packaged meats market is supported by long-term secular tailwinds, including consumer demand for high-protein diets, high-quality nutrition, product versatility and convenience. We expect these tailwinds to continue to drive increases in overall meat consumption. Nevertheless, changes in market trends and consumer preferences could adversely affect our results of operations.

In our Fresh Pork segment, the primary drivers of external sales are the consistent level of global pork consumption, our ability to maximize the value of each hog and our ability to leverage our different end markets including retail, foodservice, industrial and export channels. Through ongoing product innovation, we seek to appeal to ever-changing consumer preferences, including demand for convenience and smaller portion sizes as well as expanded interests in new and varied flavors. We also seek to capitalize on export markets as an outlet for increasing the value of raw materials through whole-hog utilization and by appealing to differentiated, global tastes and preferences.

Cost Factors

Our cost as a percentage of sales varies based on fluctuations of raw materials prices, as well as manufacturing, distribution and marketing costs. Raw materials are the largest component of our total cost of goods sold, with feed

ingredients and hogs accounting for the majority share. The prices of feed ingredients, hogs and pork fluctuate based on market dynamics which can affect our margins. We enter into hedging transactions for these commodities when we determine conditions are appropriate to mitigate the inherent price risks. While this hedging may limit our ability to participate in gains from favorable commodity fluctuations, it also reduces the risk of loss from adverse changes in raw material prices.

We continue to optimize the size of our hog production operations and procure a greater mix of hogs from independent suppliers with market-based supply agreements in order to supply our Fresh Pork segment. We have reduced the size of our internal hog production from a peak of 17.6 million head in 2019 to 14.6 million head in 2024, and we continue to explore opportunities for reduced internal production. We expect to produce approximately 11.5 million head in 2025, which would represent approximately 40% of the hogs processed by our Fresh Pork segment.

We are pursuing best-in-class manufacturing principles in our plants by employing automation to redeploy labor to higher value tasks, increasing yields and driving efficiency by reducing complexity. In our logistics and distribution network, we have reduced transportation and warehousing costs by improving transportation carrier mix, maximizing utilization of our cold storage and trucking assets, improving supply and demand planning and optimizing inventory levels.

Our results of operations will continue to depend on our ability to (1) manage raw material cost movements through optimizing our hog production operations, hedging, forward purchasing, strategic sourcing negotiations and passing inflationary cost increases to customers, (2) operate our manufacturing and logistics footprint efficiently and competitively and (3) continue to attract and retain customers and consumers through effective sales and marketing spend.

Tariffs

We export our products to over 30 countries, including China. Those exports primarily consist of fresh pork products. For the first six months of 2025, our export sales into China accounted for approximately 2% of our total sales. As of June 29, 2025, products we export to China faced tariffs that ranged from 25% to 57%, with most products subject to 57% tariff rates.

Trade relations between the U.S. and China are fluid. China previously had proposed imposing tariff rates on our products ranging from 140% to 172%, but implementation of those increased rates was paused until November 10, 2025. It is impossible for us to predict whether tariff rates imposed on our products by China will increase, decrease or stay the same, or whether China will ban imports from the U.S. altogether, and we will adjust our sales strategy accordingly.

Litigation

Like other participants in our industry, we are subject to various laws and regulations administered by federal, state and other government entities, including the U.S. Environmental Protection Agency and corresponding state agencies, as well as the U.S. Department of Agriculture (“USDA”), the Grain Inspection, Packers and Stockyard Administration, the U.S. Food and Drug Administration, the U.S. Occupational Safety and Health Administration, the Commodity and Futures Trading Commission and similar agencies in foreign countries.

that a change in our estimates may occur in the near term and that our accruals could be insufficient. We are unable to estimate the amount of possible loss in excess of our accruals, which could be material.

Additionally, in the second quarter of 2025, we settled a claim against an insurance carrier and received $29 million in proceeds for the recovery of losses we incurred in connection with past litigation. As a result, we recognized a $29 million gain on the insurance recovery in the second quarter of 2025. The gain was recognized in operating gains in the condensed consolidated statement of income and we classified the proceeds in operating activities in the condensed consolidated statement of cash flows in the second quarter of 2025.

For further information related to our litigation matters, refer to “Note 21: Regulation and Contingencies” to the condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

One Big Beautiful Bill

•Permanently reinstating 100% bonus depreciation and adding 100% bonus deprecation for real property placed in service after January 19, 2025 and used in production activity.

•Permanently reinstating the immediate expensing of research and development (“R&D”) in the U.S for years 2022 and beyond.

•Permanently restoring certain earnings before interest, taxes, depreciation and amortization (“EBITDA”)-based limitations for interest deduction under the IRS Tax Code.

Employee Retention Tax Credits

In the second quarters of 2025 and 2024, we recognized $10 million and $87 million, respectively, of employee retention tax credits, substantially all in cost of sales in the condensed consolidated statements of income. For more information, see “Note 7: Employee Retention Tax Credits” to the condensed consolidated financial statements included in Part 1, Item 1 of this Quarterly Report on Form 10-Q.

Elizabeth, New Jersey Facility Closure

Office Closures

In the second quarter of 2025, we announced a plan to close our satellite offices in Lisle, Illinois and Kansas City, Missouri and move work performed at those locations to our headquarters in Smithfield, Virginia. As a result, we estimated and accrued $4 million of employee termination benefit costs in selling, general and administrative expenses (“SG&A”) in the condensed consolidated statement of income in the second quarter of 2025 for personnel who are not expected to relocate.

Workforce Reduction

termination benefit costs totaling $9 million in the condensed consolidated statement of income in the first quarter of 2025 with $6 million classified in SG&A and $2 million classified in cost of sales.

Initial Public Offering

On January 29, 2025, we completed our initial public offering (“IPO”) of 26,086,958 shares of common stock, which represents 7% of the total outstanding shares, at a price of $20.00 per share. We issued 13,043,479 shares of common stock bringing the total number of outstanding shares to 393,112,711. The remaining 13,043,479 shares of common stock were sold by our existing shareholder. Our existing shareholder granted the underwriters a 30-day option to purchase up to 3,913,042 additional shares of our common stock. On February 20, 2025, the underwriters partially exercised such option and purchased 2,506,936 additional shares of common stock from our existing shareholder. We received net proceeds from the IPO of $236 million after deducting underwriting discounts, commissions and fees. As a result of the IPO, our common stock is listed on the Nasdaq Global Select Market under the ticker “SFD.”

In connection with the IPO, we granted to our directors and certain of our employees and certain directors and employees of WH Group: (1) options to purchase 9,822,467 shares with an exercise price equal to the IPO price and an aggregate grant date fair value of $30 million and (2) 1,527,000 restricted stock units (“RSUs”) with an aggregate grant date fair value of $31 million. The options and substantially all RSUs vest over a five year period, with 20% vesting each year. We recognized compensation expense totaling $2 million and $4 million associated with these equity instruments during the three and six months ended June 29, 2025. Unrecognized compensation expense totaled $42 million as of June 29, 2025, which is expected to be recognized on a straight-line basis over the remaining vesting period of 4.6 years.

Altoona, Iowa Facility Closure

European Carve-Out

On August 26, 2024, we completed a carve-out and transfer of our European operations to WH Group. As a result, we derecognized the assets and liabilities of our former European operations through equity. No gain or loss was recognized on the transaction. The historical results of operations, assets and liabilities, and cash flows of the European operations have been condensed and reported as discontinued operations in the condensed consolidated financial statements for all periods presented.

Dry Sausage Facility Acquisition

Hog Production Reform

Beginning in 2023, we have taken a number of actions to optimize the size of our Hog Production segment’s operations and improve its cost structure, including ceasing certain farm operations, terminating certain agreements with underperforming contract farmers and reducing the size of our hog production business (“Hog Production Reform”).

farms in North Carolina to Murphy Family Farms. Subsequent to the end of fiscal year 2024, on December 30, 2024, we sold the commercial hog inventories associated with such sows to Murphy Family Farms. Murphy Family Farms is now a hog supplier to us and supplies approximately 3.2 million hogs annually. We supply animal feed and other supplies and provide certain support services to Murphy Family Farms.

On February 24, 2025, we became a member of a North Carolina-based company, VisionAg Hog Production, LLC (“VisionAg”), by contributing $450,000 in cash in exchange for a 9% minority interest. We additionally sold approximately 28,000 sows and the associated commercial hog inventories located on certain Company-owned and contract farms in North Carolina to VisionAg. VisionAg is now a hog supplier to us and supplies approximately 600,000 hogs annually. In addition, we supply animal feed and provide certain support services to VisionAg.

In the six months ended June 30, 2024, we recognized charges totaling $10 million associated with Hog Production Reform in cost of sales in the condensed consolidated statements of income. Amounts recognized for all other periods presented were not material.

Results of Operations

Consolidated Results of Continuing Operations

Three Months Ended

Six Months Ended

June 29,
2025

June 30,
2024

$ Change

SMITHFIELD FOODS INC 10-Q