0000091419false2026Q34/30http://fasb.org/us-gaap/2025#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2025#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2025#AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment http://fasb.org/us-gaap/2025#MachineryAndEquipmentGross http://fasb.org/us-gaap/2025#PropertyPlantAndEquipmentNethttp://fasb.org/us-gaap/2025#AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment http://fasb.org/us-gaap/2025#MachineryAndEquipmentGross http://fasb.org/us-gaap/2025#PropertyPlantAndEquipmentNethttp://fasb.org/us-gaap/2025#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2025#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2025#OtherLiabilitiesNoncurrenthttp://fasb.org/us-gaap/2025#OtherLiabilitiesNoncurrenthttp://fasb.org/us-gaap/2025#Liabilitieshttp://fasb.org/us-gaap/2025#Liabilitieshttp://fasb.org/us-gaap/2025#AccountsPayableCurrenthttp://fasb.org/us-gaap/2025#AccountsPayableCurrentxbrli:sharesiso4217:USDiso4217:USDxbrli:sharessjm:Positionsjm:Industrysjm:Segmentxbrli:puresjm:Bankiso4217:CAD00000914192025-05-012026-01-3100000914192026-02-1900000914192025-11-012026-01-3100000914192024-11-012025-01-3100000914192024-05-012025-01-3100000914192026-01-3100000914192025-04-3000000914192024-04-3000000914192025-01-310000091419us-gaap:CommonStockMember2025-04-300000091419us-gaap:AdditionalPaidInCapitalMember2025-04-300000091419us-gaap:RetainedEarningsMember2025-04-300000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-04-300000091419us-gaap:RetainedEarningsMember2025-05-012025-07-3100000914192025-05-012025-07-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-05-012025-07-310000091419us-gaap:CommonStockMember2025-05-012025-07-310000091419us-gaap:AdditionalPaidInCapitalMember2025-05-012025-07-310000091419us-gaap:CommonStockMember2025-07-310000091419us-gaap:AdditionalPaidInCapitalMember2025-07-310000091419us-gaap:RetainedEarningsMember2025-07-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-07-3100000914192025-07-310000091419us-gaap:RetainedEarningsMember2025-08-012025-10-3100000914192025-08-012025-10-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-08-012025-10-310000091419us-gaap:CommonStockMember2025-08-012025-10-310000091419us-gaap:AdditionalPaidInCapitalMember2025-08-012025-10-310000091419us-gaap:CommonStockMember2025-10-310000091419us-gaap:AdditionalPaidInCapitalMember2025-10-310000091419us-gaap:RetainedEarningsMember2025-10-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-10-3100000914192025-10-310000091419us-gaap:RetainedEarningsMember2025-11-012026-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-11-012026-01-310000091419us-gaap:CommonStockMember2025-11-012026-01-310000091419us-gaap:AdditionalPaidInCapitalMember2025-11-012026-01-310000091419us-gaap:CommonStockMember2026-01-310000091419us-gaap:AdditionalPaidInCapitalMember2026-01-310000091419us-gaap:RetainedEarningsMember2026-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2026-01-310000091419us-gaap:CommonStockMember2024-04-300000091419us-gaap:AdditionalPaidInCapitalMember2024-04-300000091419us-gaap:RetainedEarningsMember2024-04-300000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-04-300000091419us-gaap:RetainedEarningsMember2024-05-012024-07-3100000914192024-05-012024-07-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-05-012024-07-310000091419us-gaap:CommonStockMember2024-05-012024-07-310000091419us-gaap:AdditionalPaidInCapitalMember2024-05-012024-07-310000091419us-gaap:CommonStockMember2024-07-310000091419us-gaap:AdditionalPaidInCapitalMember2024-07-310000091419us-gaap:RetainedEarningsMember2024-07-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-07-3100000914192024-07-310000091419us-gaap:RetainedEarningsMember2024-08-012024-10-3100000914192024-08-012024-10-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-08-012024-10-310000091419us-gaap:CommonStockMember2024-08-012024-10-310000091419us-gaap:AdditionalPaidInCapitalMember2024-08-012024-10-310000091419us-gaap:CommonStockMember2024-10-310000091419us-gaap:AdditionalPaidInCapitalMember2024-10-310000091419us-gaap:RetainedEarningsMember2024-10-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-10-3100000914192024-10-310000091419us-gaap:RetainedEarningsMember2024-11-012025-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-11-012025-01-310000091419us-gaap:CommonStockMember2024-11-012025-01-310000091419us-gaap:AdditionalPaidInCapitalMember2024-11-012025-01-310000091419us-gaap:CommonStockMember2025-01-310000091419us-gaap:AdditionalPaidInCapitalMember2025-01-310000091419us-gaap:RetainedEarningsMember2025-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-01-310000091419sjm:SweetBakedSnacksValueBrandsMember2025-03-030000091419sjm:SweetBakedSnacksValueBrandsMembersjm:SweetBakedSnacksMember2024-05-012025-03-020000091419sjm:SweetBakedSnacksValueBrandsMember2024-05-012025-04-300000091419sjm:SweetBakedSnacksValueBrandsMember2024-11-012025-01-310000091419sjm:VoortmanMember2024-12-020000091419sjm:VoortmanMembersjm:SweetBakedSnacksMember2024-05-012024-12-010000091419sjm:VoortmanMember2024-05-012025-04-300000091419sjm:VoortmanMember2024-08-012024-10-310000091419sjm:SahaleSnacksAndCanadaCondimentDivestituresMember2026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2026-01-310000091419us-gaap:OtherRestructuringMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2025-05-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2025-11-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2024-11-012025-01-310000091419us-gaap:EmployeeSeveranceMembersjm:SahaleSnacksAndCanadaCondimentDivestituresMember2024-05-012025-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2026-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2023-04-282026-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2025-11-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2025-05-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2024-11-012025-01-310000091419us-gaap:OtherRestructuringMembersjm:PetFoodBrandsMember2024-05-012025-01-310000091419sjm:HostessBrandsMember2026-01-310000091419sjm:TransactionCostsMembersjm:HostessBrandsMember2025-11-012026-01-310000091419sjm:TransactionCostsMembersjm:HostessBrandsMember2024-11-012025-01-310000091419sjm:TransactionCostsMembersjm:HostessBrandsMember2025-05-012026-01-310000091419sjm:TransactionCostsMembersjm:HostessBrandsMember2024-05-012025-01-310000091419sjm:TransactionCostsMembersjm:HostessBrandsMember2026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2025-11-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2024-11-012025-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2025-05-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2024-05-012025-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2026-01-310000091419us-gaap:OtherRestructuringMembersjm:HostessBrandsMember2025-11-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:HostessBrandsMember2024-11-012025-01-310000091419us-gaap:OtherRestructuringMembersjm:HostessBrandsMember2025-05-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:HostessBrandsMember2024-05-012025-01-310000091419us-gaap:OtherRestructuringMembersjm:HostessBrandsMember2026-01-310000091419sjm:HostessBrandsMember2025-11-012026-01-310000091419sjm:HostessBrandsMember2024-11-012025-01-310000091419sjm:HostessBrandsMember2025-05-012026-01-310000091419sjm:HostessBrandsMember2024-05-012025-01-310000091419us-gaap:EmployeeSeveranceMembersjm:HostessBrandsMember2025-04-300000091419us-gaap:EmployeeSeveranceMembersjm:IndianapolisBakeryRestructuringMember2025-11-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:IndianapolisBakeryRestructuringMember2025-05-012026-01-310000091419us-gaap:EmployeeSeveranceMembersjm:IndianapolisBakeryRestructuringMember2026-01-310000091419us-gaap:OtherRestructuringMembersjm:IndianapolisBakeryRestructuringMember2025-11-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:IndianapolisBakeryRestructuringMember2025-05-012026-01-310000091419us-gaap:OtherRestructuringMembersjm:IndianapolisBakeryRestructuringMember2026-01-310000091419sjm:IndianapolisBakeryRestructuringMember2025-11-012026-01-310000091419sjm:IndianapolisBakeryRestructuringMember2025-05-012026-01-310000091419sjm:IndianapolisBakeryRestructuringMember2026-01-310000091419sjm:AcceleratedDepreciationNoncashChargesMembersjm:IndianapolisBakeryRestructuringMember2025-11-012026-01-310000091419sjm:AcceleratedDepreciationNoncashChargesMembersjm:IndianapolisBakeryRestructuringMember2025-05-012026-01-310000091419sjm:U.S.RetailCoffeeMember2025-11-012026-01-310000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419sjm:U.S.RetailPetFoodsMember2025-11-012026-01-310000091419sjm:SweetBakedSnacksMember2025-11-012026-01-310000091419us-gaap:AllOtherSegmentsMember2025-11-012026-01-310000091419sjm:U.S.RetailCoffeeMember2025-05-012026-01-310000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419sjm:U.S.RetailPetFoodsMember2025-05-012026-01-310000091419sjm:SweetBakedSnacksMember2025-05-012026-01-310000091419us-gaap:AllOtherSegmentsMember2025-05-012026-01-310000091419sjm:U.S.RetailCoffeeMember2024-11-012025-01-310000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419sjm:U.S.RetailPetFoodsMember2024-11-012025-01-310000091419sjm:SweetBakedSnacksMember2024-11-012025-01-310000091419us-gaap:AllOtherSegmentsMember2024-11-012025-01-310000091419sjm:U.S.RetailCoffeeMember2024-05-012025-01-310000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419sjm:U.S.RetailPetFoodsMember2024-05-012025-01-310000091419sjm:SweetBakedSnacksMember2024-05-012025-01-310000091419us-gaap:AllOtherSegmentsMember2024-05-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2025-04-300000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-04-300000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2025-04-300000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2026-01-310000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2025-04-300000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2026-01-310000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2025-04-300000091419us-gaap:CorporateNonSegmentMember2026-01-310000091419us-gaap:CorporateNonSegmentMember2025-04-300000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2025-11-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2024-11-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2025-05-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailCoffeeMember2024-05-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2025-11-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2024-11-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2025-05-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:U.S.RetailPetFoodsMember2024-05-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2025-11-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2024-11-012025-01-310000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2025-05-012026-01-310000091419us-gaap:OperatingSegmentsMembersjm:SweetBakedSnacksMember2024-05-012025-01-310000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2025-11-012026-01-310000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2024-11-012025-01-310000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2025-05-012026-01-310000091419us-gaap:OperatingSegmentsMemberus-gaap:AllOtherSegmentsMember2024-05-012025-01-310000091419us-gaap:CorporateNonSegmentMember2025-11-012026-01-310000091419us-gaap:CorporateNonSegmentMember2024-11-012025-01-310000091419us-gaap:CorporateNonSegmentMember2025-05-012026-01-310000091419us-gaap:CorporateNonSegmentMember2024-05-012025-01-310000091419country:US2025-11-012026-01-310000091419country:US2024-11-012025-01-310000091419country:US2025-05-012026-01-310000091419country:US2024-05-012025-01-310000091419country:CA2025-11-012026-01-310000091419country:CA2024-11-012025-01-310000091419country:CA2025-05-012026-01-310000091419country:CA2024-05-012025-01-310000091419sjm:AllOtherInternationalMember2025-11-012026-01-310000091419sjm:AllOtherInternationalMember2024-11-012025-01-310000091419sjm:AllOtherInternationalMember2025-05-012026-01-310000091419sjm:AllOtherInternationalMember2024-05-012025-01-310000091419sjm:InternationalMember2025-11-012026-01-310000091419sjm:InternationalMember2024-11-012025-01-310000091419sjm:InternationalMember2025-05-012026-01-310000091419sjm:InternationalMember2024-05-012025-01-310000091419sjm:CoffeeMembersjm:U.S.RetailCoffeeMember2025-11-012026-01-310000091419sjm:CoffeeMembersjm:U.S.RetailCoffeeMember2024-11-012025-01-310000091419sjm:CoffeeMembersjm:U.S.RetailCoffeeMember2025-05-012026-01-310000091419sjm:CoffeeMembersjm:U.S.RetailCoffeeMember2024-05-012025-01-310000091419sjm:HandheldFrozenSandwichesMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419sjm:HandheldFrozenSandwichesMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419sjm:HandheldFrozenSandwichesMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419sjm:HandheldFrozenSandwichesMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419sjm:SweetBakedGoodsMembersjm:SweetBakedSnacksMember2025-11-012026-01-310000091419sjm:SweetBakedGoodsMembersjm:SweetBakedSnacksMember2024-11-012025-01-310000091419sjm:SweetBakedGoodsMembersjm:SweetBakedSnacksMember2025-05-012026-01-310000091419sjm:SweetBakedGoodsMembersjm:SweetBakedSnacksMember2024-05-012025-01-310000091419sjm:PetSnacksMembersjm:U.S.RetailPetFoodsMember2025-11-012026-01-310000091419sjm:PetSnacksMembersjm:U.S.RetailPetFoodsMember2024-11-012025-01-310000091419sjm:PetSnacksMembersjm:U.S.RetailPetFoodsMember2025-05-012026-01-310000091419sjm:PetSnacksMembersjm:U.S.RetailPetFoodsMember2024-05-012025-01-310000091419sjm:PeanutButterMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419sjm:PeanutButterMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419sjm:PeanutButterMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419sjm:PeanutButterMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419sjm:CatFoodMembersjm:U.S.RetailPetFoodsMember2025-11-012026-01-310000091419sjm:CatFoodMembersjm:U.S.RetailPetFoodsMember2024-11-012025-01-310000091419sjm:CatFoodMembersjm:U.S.RetailPetFoodsMember2025-05-012026-01-310000091419sjm:CatFoodMembersjm:U.S.RetailPetFoodsMember2024-05-012025-01-310000091419sjm:FruitSpreadsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419sjm:FruitSpreadsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419sjm:FruitSpreadsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419sjm:FruitSpreadsMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419sjm:PortionControlMemberus-gaap:AllOtherSegmentsMember2025-11-012026-01-310000091419sjm:PortionControlMemberus-gaap:AllOtherSegmentsMember2024-11-012025-01-310000091419sjm:PortionControlMemberus-gaap:AllOtherSegmentsMember2025-05-012026-01-310000091419sjm:PortionControlMemberus-gaap:AllOtherSegmentsMember2024-05-012025-01-310000091419sjm:ToppingsAndSyrupMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-11-012026-01-310000091419sjm:ToppingsAndSyrupMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-11-012025-01-310000091419sjm:ToppingsAndSyrupMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-05-012026-01-310000091419sjm:ToppingsAndSyrupMembersjm:U.S.RetailFrozenHandheldAndSpreadsMember2024-05-012025-01-310000091419sjm:BakingMixesandIngredientsMemberus-gaap:AllOtherSegmentsMember2025-11-012026-01-310000091419sjm:BakingMixesandIngredientsMemberus-gaap:AllOtherSegmentsMember2024-11-012025-01-310000091419sjm:BakingMixesandIngredientsMemberus-gaap:AllOtherSegmentsMember2025-05-012026-01-310000091419sjm:BakingMixesandIngredientsMemberus-gaap:AllOtherSegmentsMember2024-05-012025-01-310000091419sjm:CookiesMembersjm:SweetBakedSnacksMember2025-11-012026-01-310000091419sjm:CookiesMembersjm:SweetBakedSnacksMember2024-11-012025-01-310000091419sjm:CookiesMembersjm:SweetBakedSnacksMember2025-05-012026-01-310000091419sjm:CookiesMembersjm:SweetBakedSnacksMember2024-05-012025-01-310000091419sjm:OtherProductMemberus-gaap:AllOtherSegmentsMember2025-11-012026-01-310000091419sjm:OtherProductMemberus-gaap:AllOtherSegmentsMember2024-11-012025-01-310000091419sjm:OtherProductMemberus-gaap:AllOtherSegmentsMember2025-05-012026-01-310000091419sjm:OtherProductMemberus-gaap:AllOtherSegmentsMember2024-05-012025-01-310000091419sjm:TwoClassMethodMember2025-11-012026-01-310000091419sjm:TwoClassMethodMember2024-11-012025-01-310000091419sjm:TwoClassMethodMember2025-05-012026-01-310000091419sjm:TwoClassMethodMember2024-05-012025-01-310000091419sjm:TreasuryStockMethodMember2025-11-012026-01-310000091419sjm:TreasuryStockMethodMember2024-11-012025-01-310000091419sjm:TreasuryStockMethodMember2025-05-012026-01-310000091419sjm:TreasuryStockMethodMember2024-05-012025-01-310000091419sjm:TreasuryStockMethodMemberus-gaap:EmployeeStockOptionMember2025-11-012026-01-310000091419sjm:TreasuryStockMethodMemberus-gaap:EmployeeStockOptionMember2024-11-012025-01-310000091419sjm:TreasuryStockMethodMemberus-gaap:EmployeeStockOptionMember2025-05-012026-01-310000091419sjm:TreasuryStockMethodMemberus-gaap:EmployeeStockOptionMember2024-05-012025-01-310000091419sjm:TreasuryStockMethodMembersjm:RestrictedSharesRestrictedStockUnitsAndPerformanceUnitsMember2025-11-012026-01-310000091419sjm:TreasuryStockMethodMembersjm:RestrictedSharesRestrictedStockUnitsAndPerformanceUnitsMember2024-11-012025-01-310000091419sjm:TreasuryStockMethodMembersjm:RestrictedSharesRestrictedStockUnitsAndPerformanceUnitsMember2025-05-012026-01-310000091419sjm:TreasuryStockMethodMembersjm:RestrictedSharesRestrictedStockUnitsAndPerformanceUnitsMember2024-05-012025-01-310000091419sjm:U.S.RetailCoffeeMember2025-04-300000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2025-04-300000091419sjm:U.S.RetailPetFoodsMember2025-04-300000091419sjm:SweetBakedSnacksMember2025-04-300000091419us-gaap:AllOtherSegmentsMember2025-04-300000091419sjm:U.S.RetailCoffeeMember2026-01-310000091419sjm:U.S.RetailFrozenHandheldAndSpreadsMember2026-01-310000091419sjm:U.S.RetailPetFoodsMember2026-01-310000091419sjm:SweetBakedSnacksMember2026-01-310000091419us-gaap:AllOtherSegmentsMember2026-01-310000091419us-gaap:CustomerContractsMember2026-01-310000091419us-gaap:CustomerContractsMember2025-04-300000091419us-gaap:PatentedTechnologyMember2026-01-310000091419us-gaap:PatentedTechnologyMember2025-04-300000091419us-gaap:TrademarksMember2026-01-310000091419us-gaap:TrademarksMember2025-04-300000091419us-gaap:TrademarksMember2026-01-310000091419us-gaap:TrademarksMember2025-04-300000091419us-gaap:TrademarksMembersjm:SweetBakedSnacksMember2026-01-310000091419sjm:SeniorNotesDuePeriodSixteenMember2026-01-310000091419sjm:SeniorNotesDuePeriodSixteenMember2025-04-300000091419sjm:SeniorNotesDueNovember2028Member2026-01-310000091419sjm:SeniorNotesDueNovember2028Member2025-04-300000091419sjm:SeniorNotesDueMarch2030Member2025-04-300000091419sjm:SeniorNotesDueMarch2030Member2026-01-310000091419sjm:SeniorNotesDueMarch2032Member2026-01-310000091419sjm:SeniorNotesDueMarch2032Member2025-04-300000091419sjm:SeniorNotesDueNovember2033Member2025-04-300000091419sjm:SeniorNotesDueNovember2033Member2026-01-310000091419sjm:SeniorNotesDuePeriodElevenMember2026-01-310000091419sjm:SeniorNotesDuePeriodElevenMember2025-04-300000091419sjm:SeniorNotesDueSeptember2041Member2026-01-310000091419sjm:SeniorNotesDueSeptember2041Member2025-04-300000091419sjm:SeniorNotesDueNovember2043Member2025-04-300000091419sjm:SeniorNotesDueNovember2043Member2026-01-310000091419sjm:SeniorNotesDuePeriodTwelveMember2025-04-300000091419sjm:SeniorNotesDuePeriodTwelveMember2026-01-310000091419sjm:SeniorNotesDueMarch2050Member2025-04-300000091419sjm:SeniorNotesDueMarch2050Member2026-01-310000091419sjm:SeniorNotesDueNovember2053Member2026-01-310000091419sjm:SeniorNotesDueNovember2053Member2025-04-300000091419sjm:TermLoanCreditAgreementDue2027Member2026-01-310000091419sjm:TermLoanCreditAgreementDue2027Member2025-04-300000091419sjm:TermLoanCreditAgreementDueMarch52027Member2026-01-310000091419sjm:SeniorNotesDuePeriodTenMember2026-01-310000091419sjm:TermLoanCreditAgreementDueMarch52027Member2025-11-012026-01-310000091419sjm:TermLoanCreditAgreementDueMarch52027Memberus-gaap:SubsequentEventMember2026-02-012026-02-250000091419sjm:SeniorNotesDueSeptember2041Member2024-05-012025-01-310000091419sjm:SeniorNotesDueMarch2050Member2024-05-012025-01-310000091419sjm:SeniorNotesDueMarch2032Member2024-05-012025-01-310000091419us-gaap:RevolvingCreditFacilityMember2026-01-310000091419us-gaap:RevolvingCreditFacilityMember2025-04-300000091419us-gaap:CommercialPaperMember2026-01-310000091419us-gaap:CommercialPaperMember2025-04-300000091419us-gaap:PensionPlansDefinedBenefitMember2025-11-012026-01-310000091419us-gaap:PensionPlansDefinedBenefitMember2024-11-012025-01-310000091419us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2025-11-012026-01-310000091419us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2024-11-012025-01-310000091419us-gaap:PensionPlansDefinedBenefitMember2025-05-012026-01-310000091419us-gaap:PensionPlansDefinedBenefitMember2024-05-012025-01-310000091419us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2025-05-012026-01-310000091419us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember2024-05-012025-01-310000091419country:USus-gaap:PensionPlansDefinedBenefitMember2026-01-310000091419us-gaap:CommodityContractMember2026-01-310000091419us-gaap:ForeignExchangeContractMember2026-01-310000091419us-gaap:CommodityContractMember2025-04-300000091419us-gaap:ForeignExchangeContractMember2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:OtherCurrentAssetsMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:OtherCurrentLiabilitiesMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:OtherNoncurrentAssetsMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherCurrentAssetsMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherCurrentLiabilitiesMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherNoncurrentAssetsMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:NondesignatedMember2026-01-310000091419us-gaap:OtherCurrentAssetsMember2026-01-310000091419us-gaap:OtherCurrentLiabilitiesMember2026-01-310000091419us-gaap:OtherNoncurrentAssetsMember2026-01-310000091419us-gaap:OtherNoncurrentLiabilitiesMember2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:OtherCurrentAssetsMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:OtherCurrentLiabilitiesMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:OtherNoncurrentAssetsMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherCurrentAssetsMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherCurrentLiabilitiesMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherNoncurrentAssetsMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:NondesignatedMember2025-04-300000091419us-gaap:OtherCurrentAssetsMember2025-04-300000091419us-gaap:OtherCurrentLiabilitiesMember2025-04-300000091419us-gaap:OtherNoncurrentAssetsMember2025-04-300000091419us-gaap:OtherNoncurrentLiabilitiesMember2025-04-300000091419us-gaap:CommodityContractMember2025-11-012026-01-310000091419us-gaap:CommodityContractMember2024-11-012025-01-310000091419us-gaap:CommodityContractMember2025-05-012026-01-310000091419us-gaap:CommodityContractMember2024-05-012025-01-310000091419us-gaap:ForeignExchangeContractMember2025-11-012026-01-310000091419us-gaap:ForeignExchangeContractMember2024-11-012025-01-310000091419us-gaap:ForeignExchangeContractMember2025-05-012026-01-310000091419us-gaap:ForeignExchangeContractMember2024-05-012025-01-310000091419us-gaap:CashFlowHedgingMember2025-11-012026-01-310000091419us-gaap:CashFlowHedgingMember2024-11-012025-01-310000091419us-gaap:CashFlowHedgingMember2025-05-012026-01-310000091419us-gaap:CashFlowHedgingMember2024-05-012025-01-310000091419us-gaap:CashFlowHedgingMemberus-gaap:InterestExpenseMember2025-11-012026-01-310000091419us-gaap:CashFlowHedgingMemberus-gaap:InterestExpenseMember2024-11-012025-01-310000091419us-gaap:CashFlowHedgingMemberus-gaap:InterestExpenseMember2025-05-012026-01-310000091419us-gaap:CashFlowHedgingMemberus-gaap:InterestExpenseMember2024-05-012025-01-310000091419us-gaap:CashFlowHedgingMembersjm:OtherDebtCostsMember2025-11-012026-01-310000091419us-gaap:CashFlowHedgingMembersjm:OtherDebtCostsMember2024-11-012025-01-310000091419us-gaap:CashFlowHedgingMembersjm:OtherDebtCostsMember2025-05-012026-01-310000091419us-gaap:CashFlowHedgingMembersjm:OtherDebtCostsMember2024-05-012025-01-310000091419us-gaap:InterestRateContractMember2026-01-310000091419us-gaap:InterestRateContractMember2025-04-300000091419us-gaap:InterestRateContractMember2025-05-012026-01-310000091419us-gaap:CarryingReportedAmountFairValueDisclosureMember2026-01-310000091419us-gaap:EstimateOfFairValueFairValueDisclosureMember2026-01-310000091419us-gaap:CarryingReportedAmountFairValueDisclosureMember2025-04-300000091419us-gaap:EstimateOfFairValueFairValueDisclosureMember2025-04-300000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2026-01-310000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2026-01-310000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2026-01-310000091419us-gaap:FairValueMeasurementsRecurringMember2026-01-310000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:EquityFundsMemberus-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:MunicipalBondsMemberus-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:OtherAggregatedInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:CommodityContractMemberus-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:ForeignExchangeContractMemberus-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2025-04-300000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2025-04-300000091419us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2025-04-300000091419us-gaap:FairValueMeasurementsRecurringMember2025-04-300000091419srt:MaximumMembersjm:DevelopmentAuthorityOfColumbusGAMember2026-01-310000091419us-gaap:AccumulatedTranslationAdjustmentMember2025-04-300000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-04-300000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2025-04-300000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-04-300000091419us-gaap:AccumulatedTranslationAdjustmentMember2025-05-012026-01-310000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-05-012026-01-310000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2025-05-012026-01-310000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-05-012026-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-05-012026-01-310000091419us-gaap:AccumulatedTranslationAdjustmentMember2026-01-310000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2026-01-310000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2026-01-310000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2026-01-310000091419us-gaap:AccumulatedTranslationAdjustmentMember2024-04-300000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2024-04-300000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2024-04-300000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2024-04-300000091419us-gaap:AccumulatedTranslationAdjustmentMember2024-05-012025-01-310000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2024-05-012025-01-310000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2024-05-012025-01-310000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2024-05-012025-01-310000091419us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-05-012025-01-310000091419us-gaap:AccumulatedTranslationAdjustmentMember2025-01-310000091419us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-01-310000091419us-gaap:AccumulatedDefinedBenefitPlansAdjustmentMember2025-01-310000091419us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-01-310000091419sjm:VoortmanContingencyMember2022-07-012022-09-300000091419sjm:VoortmanContingencyMember2022-11-032022-11-030000091419sjm:BoardAuthorizedRepurchasePlanMember2025-05-012026-01-310000091419sjm:BoardAuthorizedRepurchasePlanMember2024-05-012025-01-310000091419sjm:BoardAuthorizedRepurchasePlanMember2026-01-310000091419srt:MinimumMember2026-01-310000091419srt:MaximumMember2026-01-31


Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________________________________

FORM 10-Q

___________________________________________________


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

For the quarterly period ended: January 31, 2026


☐			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: 1-5111

___________________________________________________

The J. M. Smucker Company

(Exact name of registrant as specified in its charter)

___________________________________________________

Ohio

34-0538550

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

One Strawberry Lane

Orrville,

Ohio

44667-0280

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code:

(330)

682-3000

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

Trading symbol

Name of each exchange on which registered

Common shares, no par value

SJM

New York Stock Exchange

___________________________________________________

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 ý No o

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 ý No o

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. o

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

The Company had 106,648,319 common shares outstanding on February 19, 2026.

Table of Contents

TABLE OF CONTENTS


		Page No.
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements
	Condensed Statements of Consolidated Income (Loss)	2
	Condensed Statements of Consolidated Comprehensive Income (Loss)	2
	Condensed Consolidated Balance Sheets	3
	Condensed Statements of Consolidated Cash Flows	4
	Condensed Statements of Consolidated Shareholders’ Equity	5
	Notes to Unaudited Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36

Item 4.	Controls and Procedures	39

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	40

Item 1A.	Risk Factors	40

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	41

Item 5.	Other Information	41

Item 6.	Exhibits	41

SIGNATURES		42

INDEX OF EXHIBITS		43

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED INCOME (LOSS)

(Unaudited)


	Three Months Ended January 31,				Nine Months Ended January 31,
Dollars in millions, except per share data	2026		2025		2026		2025
Net sales	$	2,339.4	$	2,186.0	$	6,782.8	$	6,582.3
Cost of products sold (A)	1,511.6		1,307.9		4,610.4		4,020.9
Gross Profit	827.8		878.1		2,172.4		2,561.4
Selling, distribution, and administrative expenses	363.2		367.6		1,138.8		1,148.4
Amortization	50.3		53.9		150.7		165.7
Goodwill impairment charges	507.5		794.3		507.5		794.3
Other intangible assets impairment charges	454.2		208.2		454.2		208.2
Other special project costs (A)	5.0		10.1		16.6		27.9
Loss (gain) on divestitures – net	—		50.2		—		311.0
Other operating expense (income) – net	(4.0)		(12.2)		(11.1)		(19.3)
Operating Income (Loss)	(548.4)		(594.0)		(84.3)		(74.8)
Interest expense – net	(94.5)		(95.4)		(293.3)		(294.5)
Other debt gains (charges) – net	—		30.3		—		30.3
Other income (expense) – net (A)	(9.0)		(3.4)		(12.4)		(10.7)
Income (Loss) Before Income Taxes	(651.9)		(662.5)		(390.0)		(349.7)
Income tax expense (benefit)	72.3		(0.2)		136.8		152.1
Net Income (Loss)	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Earnings per common share:
Net Income (Loss)	$	(6.79)	$	(6.22)	$	(4.94)	$	(4.72)
Net Income (Loss) – Assuming Dilution	$	(6.79)	$	(6.22)	$	(4.94)	$	(4.72)

(A) Includes certain divestiture, acquisition, integration, and restructuring costs (“special project costs”). For more information, see Note 4: Special Project Costs and Note 5: Reportable Segments.

See notes to unaudited condensed consolidated financial statements.

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Three Months Ended January 31,				Nine Months Ended January 31,
Dollars in millions	2026		2025		2026		2025
Net income (loss)	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Other comprehensive income (loss):
Foreign currency translation adjustments	7.1		(3.6)		2.8		(14.3)
Cash flow hedging derivative activity, net of tax	2.4		45.8		7.2		51.0
Pension and other postretirement benefit plans activity, net of tax	5.2		0.3		5.8		1.0
Available-for-sale securities activity, net of tax	(0.2)		(0.8)		0.5		(0.4)
Total Other Comprehensive Income (Loss)	14.5		41.7		16.3		37.3
Comprehensive Income (Loss)	$	(709.7)	$	(620.6)	$	(510.5)	$	(464.5)

See notes to unaudited condensed consolidated financial statements.

Table of Contents

THE J. M. SMUCKER COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


Dollars in millions	January 31, 2026		April 30, 2025
ASSETS
Current Assets
Cash and cash equivalents	$	52.8	$	69.9
Trade receivables – net	645.7		619.0
Inventories:
Finished products	647.1		680.0
Raw materials	524.0		529.4
Total Inventory	1,171.1		1,209.4

Other current assets	119.0		248.3
Total Current Assets	1,988.6		2,146.6
Property, Plant, and Equipment
Land and land improvements	158.3		157.5
Buildings and fixtures	1,437.9		1,383.5
Machinery and equipment	3,447.1		3,257.1
Construction in progress	547.9		619.4
Gross Property, Plant, and Equipment	5,591.2		5,417.5
Accumulated depreciation	(2,586.9)		(2,337.9)
Total Property, Plant, and Equipment	3,004.3		3,079.6
Other Noncurrent Assets
Operating lease right-of-use assets	153.0		115.4
Goodwill	5,204.6		5,710.0
Other intangible assets – net	5,743.3		6,346.9

Other noncurrent assets	171.9		164.8
Total Other Noncurrent Assets	11,272.8		12,337.1
Total Assets	$	16,265.7	$	17,563.3

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	1,125.6	$	1,288.7
Accrued trade marketing and merchandising	198.6		188.8

Short-term borrowings	486.9		640.8

Other current liabilities	546.2		533.7
Total Current Liabilities	2,357.3		2,652.0
Noncurrent Liabilities
Long-term debt	6,841.3		7,036.8
Deferred income taxes	1,541.1		1,548.6
Noncurrent operating lease liabilities	126.1		84.1

Other noncurrent liabilities	163.8		159.2
Total Noncurrent Liabilities	8,672.3		8,828.7
Total Liabilities	11,029.6		11,480.7
Shareholders’ Equity
Common shares	26.7		26.6
Additional capital	5,750.4		5,738.7
Retained income (accumulated deficit)	(372.8)		501.8
Accumulated other comprehensive income (loss)	(168.2)		(184.5)
Total Shareholders’ Equity	5,236.1		6,082.6
Total Liabilities and Shareholders’ Equity	$	16,265.7	$	17,563.3

See notes to unaudited condensed consolidated financial statements.

Table of Contents

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS

(Unaudited)


	Nine Months Ended January 31,
Dollars in millions	2026		2025
Operating Activities
Net income (loss)	$	(526.8)	$	(501.8)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operations:
Depreciation	271.9		213.4
Amortization	150.7		165.7
Goodwill impairment charges	507.5		794.3
Other intangible assets impairment charges	454.2		208.2
Pension settlement loss (gain)	7.8		—

Share-based compensation expense	20.4		25.2
Loss (gain) on divestitures – net	—		311.0
Deferred income tax expense (benefit)	(11.8)		(63.2)

Other noncash adjustments – net	41.9		6.7



Changes in assets and liabilities, net of effect from acquisition and divestitures:
Trade receivables	(26.3)		80.5
Inventories	38.6		(59.2)
Other current assets	87.4		(27.7)
Accounts payable	(150.8)		(173.7)
Accrued liabilities	(84.8)		(117.0)
Income and other taxes	118.8		(33.5)
Other – net	(4.3)		(12.4)
Net Cash Provided by (Used for) Operating Activities	894.4		816.5
Investing Activities


Additions to property, plant, and equipment	(222.1)		(298.8)
Proceeds from divestitures – net	—		290.5
Proceeds from disposal of property, plant, and equipment	13.1		0.2
Collateral received (pledged) for derivative cash margin accounts	34.8		(10.4)
Other – net	0.3		—
Net Cash Provided by (Used for) Investing Activities	(173.9)		(18.5)
Financing Activities
Short-term borrowings (repayments) – net	(181.0)		(153.2)

Repayments of long-term debt	(200.0)		(300.0)

Quarterly dividends paid	(347.9)		(340.9)
Purchase of treasury shares	(5.2)		(3.1)


Other – net	(3.6)		(13.4)
Net Cash Provided by (Used for) Financing Activities	(737.7)		(810.6)
Effect of exchange rate changes on cash	0.1		(2.2)
Net increase (decrease) in cash and cash equivalents	(17.1)		(14.8)
Cash and cash equivalents at beginning of period	69.9		62.0
Cash and Cash Equivalents at End of Period	$	52.8	$	47.2

( ) Denotes use of cash

See notes to unaudited condensed consolidated financial statements.

Table of Contents

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED SHAREHOLDERS’ EQUITY

(Unaudited)


	Nine Months Ended January 31, 2026
Dollars in millions	Common Shares Outstanding	Common Shares		Additional Capital		Retained Income (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Total Shareholders’ Equity
Balance at May 1, 2025	106,425,081	$	26.6	$	5,738.7	$	501.8	$	(184.5)	$	6,082.6
Net income (loss)						(43.9)				(43.9)
Other comprehensive income (loss)								2.0		2.0
Comprehensive income (loss)										(41.9)
Purchase of treasury shares	(47,688)	—		(5.8)		1.2				(4.6)
Stock plans	309,721	0.1		5.3		1.1				6.5
Cash dividends declared, $1.10 per common share						(116.7)				(116.7)

Balance at July 31, 2025	106,687,114	$	26.7	$	5,738.2	$	343.5	$	(182.5)	$	5,925.9
Net income (loss)						241.3				241.3
Other comprehensive income (loss)								(0.2)		(0.2)
Comprehensive income (loss)										241.1
Purchase of treasury shares	(3,711)	—		(0.5)		0.1				(0.4)
Stock plans	11,766	—		10.3						10.3
Cash dividends declared, $1.10 per common share						(116.7)				(116.7)

Balance at October 31, 2025	106,695,169	$	26.7	$	5,748.0	$	468.2	$	(182.7)	$	6,060.2
Net income (loss)						(724.2)				(724.2)
Other comprehensive income (loss)								14.5		14.5
Comprehensive income (loss)										(709.7)
Purchase of treasury shares	(1,163)	—		(0.2)		—				(0.2)

Stock plans	4,177	—		2.6						2.6
Cash dividends declared, $1.10 per common share						(116.8)				(116.8)

Balance at January 31, 2026	106,698,183	$	26.7	$	5,750.4	$	(372.8)	$	(168.2)	$	5,236.1

Table of Contents


	Nine Months Ended January 31, 2025
Dollars in millions	Common Shares Outstanding	Common Shares		Additional Capital		Retained Income		Accumulated Other Comprehensive Income (Loss)		Total Shareholders’ Equity
Balance at May 1, 2024	106,194,281	$	26.5	$	5,713.9	$	2,188.1	$	(234.6)	$	7,693.9
Net income (loss)						185.0				185.0
Other comprehensive income (loss)								2.4		2.4
Comprehensive income (loss)										187.4
Purchase of treasury shares	(22,748)	—		(3.2)		0.6				(2.6)
Stock plans	236,997	0.1		4.5		0.8				5.4
Cash dividends declared, $1.08 per common share						(114.6)				(114.6)

Balance at July 31, 2024	106,408,530	$	26.6	$	5,715.2	$	2,259.9	$	(232.2)	$	7,769.5
Net income (loss)						(24.5)				(24.5)
Other comprehensive income (loss)								(6.8)		(6.8)
Comprehensive income (loss)										(31.3)
Purchase of treasury shares	(972)	—		0.3		—				0.3
Stock plans	8,972	—		8.2						8.2
Cash dividends declared, $1.08 per common share						(113.6)				(113.6)

Balance at October 31, 2024	106,416,530	$	26.6	$	5,723.7	$	2,121.8	$	(239.0)	$	7,633.1
Net income (loss)						(662.3)				(662.3)
Other comprehensive income (loss)								41.7		41.7
Comprehensive income (loss)										(620.6)
Purchase of treasury shares	(3,549)	—		(0.4)		—				(0.4)

Stock plans	5,015	—		9.6						9.6
Cash dividends declared, $1.08 per common share						(114.4)				(114.4)

Balance at January 31, 2025	106,417,996	$	26.6	$	5,732.9	$	1,345.1	$	(197.3)	$	6,907.3

See notes to unaudited condensed consolidated financial statements.

Table of Contents

THE J. M. SMUCKER COMPANY

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and shares in millions, unless otherwise noted, except per share data)

Note 1: Basis of Presentation

The unaudited interim condensed consolidated financial statements of The J. M. Smucker Company (“Company,” “we,” “us,” or “our”) have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included.

Operating results for the nine months ended January 31, 2026, are not necessarily indicative of the results that may be expected for the year ending April 30, 2026. For further information, reference is made to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended April 30, 2025.

Note 2: Recently Issued Accounting Standards

Recently Adopted Accounting Standard: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis. This ASU requires entities to provide significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), other segment expenses included in each reported measure of segment profitability, and disclosure of the title and position of the CODM. We adopted the interim disclosure requirements on a retrospective basis during the first quarter of 2026, which are presented in Note 5: Reportable Segments. The annual disclosure requirements were adopted during 2025. The adoption of this standard did not have a material impact on our consolidated financial statements.

Recently Issued Accounting Standards Not Yet Adopted: In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. ASU 2025-06 will modernize the accounting guidance for the costs to develop software for internal use by removing all references to software development project stages so that the guidance is neutral to different software development methods. The ASU requires entities to begin capitalizing software costs when management authorizes and commits to funding the software project and it is probable that the project will be completed and the software will be used for its intended purpose. It will be effective for our annual and interim periods beginning May 1, 2028, with the option to early adopt at any time prior to the effective date on either a prospective or retrospective basis. We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 will provide investors with more decision-useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this ASU will require public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. It will be effective for our annual period beginning May 1, 2027, and interim periods beginning May 1, 2028, with the option to early adopt at any time prior to the effective dates on either a prospective or retrospective basis. We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 will improve the transparency and decision usefulness of income tax disclosures to better assess how operations and related tax risks affect tax rates and future cash flows on an interim and annual basis. It is effective for our annual period beginning May 1, 2025, and can be adopted either on a prospective or retrospective basis. We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.

Table of Contents

Note 3: Divestitures

On March 3, 2025, we sold certain Sweet Baked Snacks value brands to JTM Foods, LLC (“JTM”). The transaction included certain trademarks and licenses, a manufacturing facility in Chicago, Illinois, and approximately 400 employees who supported the business. Under our ownership, these Sweet Baked Snacks value brands generated net sales of approximately $48.4 in 2025, which were included in the Sweet Baked Snacks segment. Net proceeds from the divestiture were $34.6, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $44.2 on this transaction, primarily during the third quarter of 2025.

On December 2, 2024, we sold the Voortman® business to Second Nature Brands (“Second Nature”). The transaction included products sold under the Voortman brand, inclusive of certain trademarks, a leased manufacturing facility in Burlington, Ontario, and approximately 300 employees who supported the business. Under our ownership, the Voortman business generated net sales of approximately $86.3 in 2025, which were included in the Sweet Baked Snacks segment. Net proceeds from the divestiture were $291.4, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $265.9 on this transaction, primarily during the second quarter of 2025.

Note 4: Special Project Costs

Special project costs consist primarily of employee-related costs and other transition and termination costs related to certain divestiture, acquisition, integration, and restructuring activities. Employee-related costs include severance, retention bonuses, and relocation costs. Severance costs are generally recognized when deemed probable and reasonably estimable, retention bonuses are recognized over the estimated future service period of the impacted employees, and relocation costs are expensed as incurred. Other transition and termination costs include fixed asset-related charges, contract and lease termination costs, professional fees, and other miscellaneous expenditures associated with divestiture, acquisition, integration, and restructuring activities. With the exception of accelerated depreciation, these costs are expensed as incurred. These special project costs are reported in cost of products sold, other special project costs, and other income (expense) – net in the Condensed Statements of Consolidated Income (Loss) and are not allocated to segment profit. The obligation related to employee separation costs is included in other current liabilities in the Condensed Consolidated Balance Sheets.

Divestiture Costs: Total divestiture costs incurred to date related to the Sahale Snacks® and Canada condiment businesses that were divested in 2024 were $6.4, which included $4.3 and $2.1 of employee-related and other transition and termination costs, respectively, all of which were cash charges. We did not incur any divestiture costs during the three and nine months ended January 31, 2026, and incurred divestiture costs of $1.3 and $1.7 during the three and nine months ended January 31, 2025, respectively, primarily consisting of employee-related costs. We do not anticipate any additional costs to be incurred related to these divestiture activities. The obligation related to severance and retention bonuses was fully satisfied as of April 30, 2025.

As a result of our recent divestitures, we identified opportunities to address certain distribution inefficiencies. We anticipate incurring approximately $12.0 of costs related to these efforts, consisting primarily of other transition and termination charges. The majority of these costs are expected to be cash charges and incurred by the end of 2026. We have recognized total cumulative costs of $8.9, of which $0.5 and $2.4 were recognized during the three and nine months ended January 31, 2026, respectively, and $2.1 and $3.0 during the three and nine months ended January 31, 2025, respectively, primarily consisting of other transition and termination costs.

Integration Costs: On November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands, Inc. (“Hostess Brands”), a manufacturer and marketer of sweet baked goods brands. Total integration costs related to the acquisition are anticipated to be approximately $190.0 and include transaction costs, employee-related costs, and other transition and termination charges.

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


	Three Months Ended January 31,				Nine Months Ended January 31,				Total Costs Incurred to Date at January 31, 2026
	2026		2025		2026		2025
Transaction costs	$	—	$	—	$	—	$	—	$	99.0
Employee-related costs	0.4		2.5		0.8		9.5		43.8
Other transition and termination costs	—		5.3		0.7		25.4		43.6
Total integration costs	$	0.4	$	7.8	$	1.5	$	34.9	$	186.4

Table of Contents

Cumulative noncash charges incurred through January 31, 2026, were $16.1 and primarily consisted of accelerated depreciation. We incurred noncash charges of $0.2 and $0.7 during the three and nine months ended January 31, 2026, and incurred $1.7 and $13.2 during the three and nine months ended January 31, 2025, respectively. Transaction costs primarily reflect equity compensation payouts, legal fees, and fees related to a 364-day senior unsecured Bridge Term Loan Credit Facility that provided committed financing for the acquisition of Hostess Brands. Other transition and termination costs primarily consist of contract termination charges, accelerated depreciation, and consulting fees. We anticipate the remaining integration costs will be incurred by the end of 2026 and are expected to be split between employee-related and other transition and termination costs. The obligation related to severance and retention bonuses was $1.1 and $6.2 at January 31, 2026, and April 30, 2025, respectively.

Restructuring Costs: During the first quarter of 2026, we announced plans to close our Indianapolis, Indiana manufacturing facility, which manufactures Hostess® branded products, and consolidated operations into other existing facilities during the third quarter of 2026 to further optimize operations within our Sweet Baked Snacks segment.

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


	Three Months Ended January 31,		Nine Months Ended January 31,			Total Costs Incurred to Date at January 31, 2026
	2026			2026
Employee-related costs	$	0.6		$	6.4		$	6.4
Other transition and termination costs	25.9			68.0			68.0
Total restructuring costs	$	26.5		$	74.4		$	74.4

Noncash charges were included in other transition and termination costs and consisted of accelerated depreciation. We incurred noncash charges of $23.7 and $62.6 during the three and nine months ended January 31, 2026, respectively. We anticipate any remaining charges to be minimal. The obligation related to severance and retention bonuses was $1.1 at January 31, 2026.

Note 5: Reportable Segments

We operate in one industry: the manufacturing and marketing of food and beverage products. We have four reportable segments: U.S. Retail Coffee, U.S. Retail Frozen Handheld and Spreads, U.S. Retail Pet Foods, and Sweet Baked Snacks. The presentation of International and Away From Home represents a combination of all other operating segments that are not individually reportable. Subsequent to the third quarter of 2026, we announced several senior leadership updates in support of continued advancement of our long-term growth strategy and enhancement of our profitability and earnings. As a result, we are evaluating the impact of these changes to the way in which we present our reportable segments during the fourth quarter of 2026.

The U.S. Retail Coffee segment primarily includes the domestic sales of Folgers®, Dunkin’®, and Café Bustelo® branded coffee; the U.S. Retail Frozen Handheld and Spreads segment primarily includes the domestic sales of Uncrustables®, Jif®, and Smucker’s® branded products; the U.S. Retail Pet Foods segment primarily includes the domestic sales of Meow Mix®, Milk-Bone®, Pup-Peroni®, and Canine Carry Outs® branded products; and the Sweet Baked Snacks segment primarily includes all domestic and foreign sales of Hostess branded products in all channels. With the exception of Sweet Baked Snacks products, International and Away From Home includes the sale of all products that are distributed in foreign countries through retail channels, as well as domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).

Reportable segments have been identified based on financial data utilized to manage our businesses by our CODMs. The CODMs use net sales and segment profit to evaluate segment performance and allocate resources, including consideration of plan-to-actual variances and prior year-to-actual variances on a monthly basis. Segment profit represents net sales, less direct and allocable operating expenses, and is consistent with the way in which the CODMs manage our segments. However, we do not represent that the segments, if operated independently, would report operating profit equal to the segment profit set forth below, as segment profit excludes certain expenses such as amortization expense and impairment charges related to intangible assets, gains and losses on divestitures, the net change in cumulative unallocated gains and losses on commodity and foreign currency exchange derivative activities (“change in net cumulative unallocated derivative gains and losses”), special project costs, as well as corporate administrative expenses.

Table of Contents

Commodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility. We would expect that any gain or loss in the estimated fair value of the derivatives would generally be offset by a change in the estimated fair value of the underlying exposures.

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


	Three Months Ended January 31, 2026
	U.S. Retail Coffee		U.S. Retail Frozen Handheld and Spreads		U.S. Retail Pet Foods		Sweet Baked Snacks		International and Away From Home		Total
Net sales	$	908.2	$	454.0	$	417.1	$	224.8	$	335.3	$	2,339.4
Segment cost of products sold (A)	629.8		290.3		231.3		170.9		226.3
Segment selling and distribution expenses (B)	79.3		60.3		67.2		42.5		36.8
Other segment items (C)	0.1		(0.2)		(3.3)		(0.8)		0.2
Segment profit	$	199.0	$	103.6	$	121.9	$	12.2	$	72.0	$	508.7
Reconciliation of segment profit:
Amortization											(50.3)
Goodwill impairment charges											(507.5)
Other intangible assets impairment charges											(454.2)

Interest expense – net											(94.5)
Change in net cumulative unallocated derivative gains and losses											59.3
Cost of products sold – special project costs (D)											(22.3)
Other special project costs (D)											(5.0)

Corporate administrative expenses											(77.1)
Other income (expense) – net (D)											(9.0)
Income before income taxes											$	(651.9)


	Nine Months Ended January 31, 2026
	U.S. Retail Coffee		U.S. Retail Frozen Handheld and Spreads		U.S. Retail Pet Foods		Sweet Baked Snacks		International and Away From Home		Total
Net sales	$	2,474.3	$	1,399.8	$	1,198.3	$	734.1	$	976.3	$	6,782.8
Segment cost of products sold (A)	1,730.8		876.0		660.6		538.0		653.5
Segment selling and distribution expenses (B)	255.4		203.0		201.8		126.9		110.7
Other segment items (C)	0.6		0.8		(11.7)		1.0		(1.8)
Segment profit	$	487.5	$	320.0	$	347.6	$	68.2	$	213.9	$	1,437.2
Reconciliation of segment profit:
Amortization											(150.7)
Goodwill impairment charges											(507.5)
Other intangible assets impairment charges											(454.2)

Interest expense – net											(293.3)
Change in net cumulative unallocated derivative gains and losses											(90.8)
Cost of products sold – special project costs (D)											(60.7)
Other special project costs (D)											(16.6)

Corporate administrative expenses											(241.0)
Other income (expense) – net (D)											(12.4)
Income before income taxes											$	(390.0)

Table of Contents


	Three Months Ended January 31, 2025
	U.S. Retail Coffee		U.S. Retail Frozen Handheld and Spreads		U.S. Retail Pet Foods		Sweet Baked Snacks		International and Away From Home		Total
Net sales	$	740.6	$	445.2	$	423.0	$	278.6	$	298.6	$	2,186.0
Segment cost of products sold (A)	464.5		282.2		237.8		182.9		199.4
Segment selling and distribution expenses (B)	74.7		62.0		73.3		42.2		38.2
Other segment items (C)	(7.2)		1.8		(4.9)		(1.3)		(0.6)
Segment profit	$	208.6	$	99.2	$	116.8	$	54.8	$	61.6	$	541.0
Reconciliation of segment profit:
Amortization											(53.9)
Goodwill impairment charges											(794.3)
Other intangible assets impairment charges											(208.2)
Gain (loss) on divestitures – net											(50.2)
Interest expense – net											(95.4)
Change in net cumulative unallocated derivative gains and losses											60.0
Cost of products sold – special project costs (D)											(1.1)
Other special project costs (D)											(10.1)
Other debt gains (charges) – net (E)											30.3
Corporate administrative expenses											(77.2)
Other income (expense) – net											(3.4)
Income (loss) before income taxes											$	(662.5)


	Nine Months Ended January 31, 2025
	U.S. Retail Coffee		U.S. Retail Frozen Handheld and Spreads		U.S. Retail Pet Foods		Sweet Baked Snacks		International and Away From Home		Total
Net sales	$	2,068.0	$	1,427.2	$	1,268.1	$	927.8	$	891.2	$	6,582.3
Segment cost of products sold (A)	1,260.2		885.7		714.4		593.9		596.7
Segment selling and distribution expenses (B)	230.5		204.5		211.0		135.6		119.4
Other segment items (C)	(6.6)		2.7		(10.8)		(1.5)		(3.1)
Segment profit	$	583.9	$	334.3	$	353.5	$	199.8	$	178.2	$	1,649.7
Reconciliation of segment profit:
Amortization											(165.7)
Goodwill impairment charges											(794.3)
Other intangible assets impairment charges											(208.2)
Gain (loss) on divestitures – net											(311.0)
Interest expense – net											(294.5)
Change in net cumulative unallocated derivative gains and losses											41.7
Cost of products sold – special project costs (D)											(11.7)
Other special project costs (D)											(27.9)
Other debt gains (charges) – net (E)											30.3
Corporate administrative expenses											(247.4)
Other income (expense) – net											(10.7)
Income before income taxes											$	(349.7)

(A) Segment cost of products sold excludes special project costs related to certain divestiture, acquisition, integration, and restructuring activities and the change in net cumulative unallocated derivative gains and losses. For more information, see Note 4: Special Project Costs and Note 10: Derivative Financial Instruments.

(B) Segment selling and distribution expenses excludes corporate administrative expenses and special project costs that are not allocated to the segments.

Table of Contents

(C) Other segment items primarily reflects the loss (gain) on disposal of assets, plant administrative expenses, equity method investment income, and royalty income. Further, favorable property taxes are included in the U.S. Retail Coffee segment for the three and nine months ended January 31, 2025.

(D) Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 4: Special Project Costs.

(E) Includes a net gain on extinguishment of debt as a result of tender offers completed during the third quarter of 2025. For more information, see Note 8: Debt and Financing Arrangements.

The following tables present total assets; total depreciation, amortization, and impairment charges; and total additions to property, plant, and equipment by segment.


					January 31, 2026		April 30, 2025
Assets:
U.S. Retail Coffee					$	4,731.3	$	4,927.8
U.S. Retail Frozen Handheld and Spreads					3,236.4		3,263.1
U.S. Retail Pet Foods					4,638.8		4,679.3
Sweet Baked Snacks					2,334.1		3,394.9
International and Away From Home					1,215.5		1,037.1
Unallocated (A)					109.6		261.1
Total assets					$	16,265.7	$	17,563.3

	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Depreciation, amortization, and impairment charges:
U.S. Retail Coffee	$	24.5	$	24.2	$	73.2	$	73.0
U.S. Retail Frozen Handheld and Spreads	24.7		23.4		74.7		64.5
U.S. Retail Pet Foods	31.2		30.1		92.1		89.9
Sweet Baked Snacks	984.5		1,028.4		1,028.8		1,087.3
International and Away From Home	10.1		9.2		30.3		27.0
Unallocated (B)	30.8		9.3		85.2		39.9
Total depreciation, amortization, and impairment charges	$	1,105.8	$	1,124.6	$	1,384.3	$	1,381.6
Additions to property, plant, and equipment:
U.S. Retail Coffee	$	8.3	$	13.4	$	27.1	$	44.0
U.S. Retail Frozen Handheld and Spreads	20.0		33.6		78.8		119.1
U.S. Retail Pet Foods	13.8		17.1		35.3		61.2
Sweet Baked Snacks	17.0		12.7		46.0		39.4
International and Away From Home	12.4		11.3		34.9		35.1
Total additions to property, plant, and equipment	$	71.5	$	88.1	$	222.1	$	298.8

(A)Primarily represents unallocated cash and cash equivalents and corporate-held investments.

(B)Primarily represents unallocated accelerated depreciation related to restructuring activities and corporate administrative expenses, mainly consisting of depreciation and software amortization.

The following table presents certain geographical information.


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Net sales:
United States	$	2,214.4	$	2,068.4	$	6,426.2	$	6,220.0
International:
Canada	$	90.1	$	89.8	$	255.3	$	271.9
All other international	34.9		27.8		101.3		90.4
Total international	$	125.0	$	117.6	$	356.6	$	362.3
Total net sales	$	2,339.4	$	2,186.0	$	6,782.8	$	6,582.3

Table of Contents

The following table presents product category information.


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025		Primary Reportable Segment (A)
Coffee	$	1,034.0	$	830.8	$	2,816.6	$	2,339.7	U.S. Retail Coffee
Frozen handheld	231.4		210.5		738.4		679.6		U.S. Retail Frozen Handheld and Spreads
Sweet baked goods	224.8		266.1		734.1		841.9		Sweet Baked Snacks
Pet snacks	227.9		237.4		663.3		719.4		U.S. Retail Pet Foods
Peanut butter	201.8		200.9		595.9		633.3		U.S. Retail Frozen Handheld and Spreads
Cat food	204.5		197.8		581.0		581.7		U.S. Retail Pet Foods
Fruit spreads	92.0		99.4		279.5		307.6		U.S. Retail Frozen Handheld and Spreads
Portion control	45.4		53.1		145.9		164.0		Other (B)
Toppings and syrups	25.6		20.7		81.8		69.3		U.S. Retail Frozen Handheld and Spreads
Baking mixes and ingredients	24.7		23.2		67.8		66.3		Other (B)

Cookies	—		12.9		—		86.3		Sweet Baked Snacks
Other	27.3		33.2		78.5		93.2		Other (B)
Total net sales	$	2,339.4	$	2,186.0	$	6,782.8	$	6,582.3

(A)The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.

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

Note 6: Earnings per Share

We computed net income (loss) per common share (“basic earnings per share”) under the two-class method for the three and nine months ended January 31, 2026 and 2025, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during these periods. Further, we computed net income (loss) per common share – assuming dilution (“diluted earnings per share”) under the two-class and treasury stock methods to determine the method that was most dilutive, in accordance with FASB Accounting Standards Codification 260, Earnings Per Share. For the three and nine months ended January 31, 2026 and 2025, we recognized a net loss and as a result, excluded the anti-dilutive effect of stock-based awards from the computation of diluted earnings per share.

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


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Net income (loss)	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Less: Net income (loss) allocated to participating securities	—		—		—		—
Net income (loss) allocated to common stockholders	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Weighted-average common shares outstanding	106.7		106.4		106.7		106.4
Add: Dilutive effect of stock options	—		—		—		—
Weighted-average common shares outstanding – assuming dilution	106.7		106.4		106.7		106.4
Net income (loss) per common share	$	(6.79)	$	(6.22)	$	(4.94)	$	(4.72)
Net income (loss) per common share – assuming dilution	$	(6.79)	$	(6.22)	$	(4.94)	$	(4.72)

Table of Contents

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


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Net income (loss)	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Weighted-average common shares outstanding – assuming dilution:
Weighted-average common shares outstanding	106.7		106.4		106.7		106.4
Add: Dilutive effect of stock options	—		—		—		—
Add: Dilutive effect of restricted shares, restricted stock units, and performance units	—		—		—		—
Weighted-average common shares outstanding – assuming dilution	106.7		106.4		106.7		106.4
Net income (loss) per common share – assuming dilution	$	(6.79)	$	(6.22)	$	(4.94)	$	(4.72)

Note 7: Goodwill and Other Intangible Assets

The following table summarizes the changes in our goodwill.


	U.S. Retail Coffee		U.S. Retail Frozen Handheld and Spreads		U.S. Retail Pet Foods		Sweet Baked Snacks		International and Away From Home		Total
Balance at April 30, 2025	$	2,090.9	$	1,139.9	$	1,580.2	$	507.5	$	391.5	$	5,710.0

Impairment charge (A)	—		—		—		(507.5)		—		(507.5)

Other (B)	—		—		—		—		2.1		2.1
Balance at January 31, 2026	$	2,090.9	$	1,139.9	$	1,580.2	$	—	$	393.6	$	5,204.6

(A)We have recognized accumulated goodwill impairment charges of $2,412.0 as of January 31, 2026.

(B)The amount classified as other in International and Away From Home represents foreign currency translation adjustments.

The following table summarizes our other intangible assets and related accumulated amortization and impairment charges including foreign currency exchange adjustments.


	January 31, 2026						April 30, 2025
	Acquisition Cost		Accumulated Amortization/Impairment Charges/Foreign Currency Exchange		Net		Acquisition Cost		Accumulated Amortization/Impairment Charges/Foreign Currency Exchange		Net
Finite-lived intangible assets subject to amortization:
Customer and contractual relationships	$	4,596.5	$	2,245.3	$	2,351.2	$	4,596.5	$	2,099.0	$	2,497.5
Patents and technology	163.0		161.2		1.8		163.0		161.0		2.0
Trademarks	1,687.9		894.7		793.2		136.4		116.5		19.9
Total intangible assets subject to amortization	$	6,447.4	$	3,301.2	$	3,146.2	$	4,895.9	$	2,376.5	$	2,519.4
Indefinite-lived intangible assets not subject to amortization:
Trademarks	$	2,820.5	$	223.4	$	2,597.1	$	4,372.0	$	544.5	$	3,827.5
Total other intangible assets	$	9,267.9	$	3,524.6	$	5,743.3	$	9,267.9	$	2,921.0	$	6,346.9

We review goodwill and other indefinite-lived intangible assets for impairment at least annually on February 1, and more often if indicators of impairment exist.

During the third quarter of 2026, both net sales and segment profit continued to underperform as compared to plan for the Sweet Baked Snacks segment, reflecting sustained challenges in the sweet baked goods category, ongoing executional and operating challenges, and the impact of a dynamic macroeconomic environment, inclusive of continued pressures on consumer discretionary spending and an evolving regulatory environment. Furthermore, we also completed our long-range planning process during the third quarter of 2026, which resulted in a decrease in projected net sales and segment profit for the Sweet

Table of Contents

Baked Snacks segment, as compared to the projected financial information used in the previous impairment test during the fourth quarter of 2025. The declines are reflective of both near-term underperformance and long-term expectations for both net sales and segment profit, driven by the sustained reduction in consumer discretionary income due to inflationary pressures and an overall shift in consumer sentiment related to sweet baked goods, contributing to a slower than anticipated recovery in the sweet baked goods category. In addition, the overall reduction in net sales and segment profit, in conjunction with the sustained underperformance of the sweet baked goods category, led to a further reduction of the projected long-term growth rate and royalty rate for the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively.

As a result of these declines and the narrow differences between estimated fair values and carrying values as of April 30, 2025, we performed an interim impairment analysis on the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark. We recognized total pre-tax impairment charges of $961.7 during the third quarter of 2026, of which $507.5 and $454.2 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively. The goodwill impairment charge represents the full remaining carrying value of the goodwill within the Sweet Baked Snacks reporting unit and the indefinite-lived trademark impairment charge represents the excess of the carrying value over the estimated fair value. These charges were included as noncash charges in our Condensed Statement of Consolidated Income and Condensed Statement of Consolidated Cash Flows. As a result of the goodwill impairment charge, we completed an impairment review of the remaining long-lived assets within the Sweet Baked Snacks reporting unit and did not recognize any additional impairment charges. Furthermore, we reassessed the long-term strategic expectations for the Hostess brand, inclusive of the impact of recent category trends, resulting in the reprioritization of our investments in growth brands outside of the reporting unit and the brand being reclassified as a finite-lived intangible asset as of January 31, 2026. The reclassification will result in annual amortization expense of $38.8. There were no other indicators of impairment during the third quarter of 2026, and as a result, we do not believe that any of our remaining reporting units or material indefinite-lived intangible assets are more likely than not impaired as of January 31, 2026.

During the third quarter of 2025, we recognized total pre-tax impairment charges of $1.0 billion, of which $794.3 and $208.2 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively, due to a decline in both actual and forecasted net sales, reflecting underperformance of the business, increased inflationary pressures, and diminished consumer discretionary income. These charges were included as noncash charges in our Condensed Statement of Consolidated Income and Condensed Statement of Consolidated Cash Flows.

Note 8: Debt and Financing Arrangements

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


	January 31, 2026				April 30, 2025
	Principal Outstanding		Carrying Amount (A)		Principal Outstanding		Carrying Amount (A)

3.38% Senior Notes due December 15, 2027	$	500.0	$	499.2	$	500.0	$	498.9
5.90% Senior Notes due November 15, 2028	750.0		746.6		750.0		745.7
2.38% Senior Notes due March 15, 2030	500.0		498.0		500.0		497.7
2.13% Senior Notes due March 15, 2032	364.5		361.7		364.5		361.3
6.20% Senior Notes due November 15, 2033	1,000.0		993.1		1,000.0		992.4
4.25% Senior Notes due March 15, 2035	650.0		646.3		650.0		645.9
2.75% Senior Notes due September 15, 2041	177.5		176.1		177.5		176.1
6.50% Senior Notes due November 15, 2043	750.0		737.7		750.0		737.2
4.38% Senior Notes due March 15, 2045	600.0		589.6		600.0		589.2
3.55% Senior Notes due March 15, 2050	161.2		159.3		161.2		159.3
6.50% Senior Notes due November 15, 2053	1,000.0		983.7		1,000.0		983.2
Term Loan Credit Agreement due March 5, 2027	450.0		450.0		650.0		649.9
Total long-term debt	$	6,903.2	$	6,841.3	$	7,103.2	$	7,036.8

(A) Represents the carrying amount included in the Condensed Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.

Table of Contents

In March 2025, we entered into a $650.0 senior unsecured delayed-draw Term Loan Credit Agreement (“Term Loan”). Borrowings under the Term Loan bear interest on the prevailing Secured Overnight Financing Rate (“SOFR”) and are payable at the end of the borrowing term. The Term Loan matures on March 5, 2027, and does not require scheduled amortization payments. Voluntary prepayments are permitted without premium or penalty. On March 14, 2025, the full amount was drawn on the Term Loan to partially finance the repayment of $1.0 billion in principal of our 3.50% Senior Notes due March 15, 2025. During the three months ended January 31, 2026, we prepaid $200.0. As of January 31, 2026, the interest rate on the Term Loan was 4.77 percent. Subsequent to the quarter, we prepaid an additional $100.0 on the Term Loan.

In December 2024, we commenced cash tender offers to purchase up to $300.0 aggregate purchase price, not including accrued and unpaid interest, of certain outstanding Senior Notes. As a result, an aggregate principal amount of $122.5 of our 2.750% Senior Notes due 2041 and $138.8 of our 3.550% Senior Notes due 2050 were tendered and accepted, and $194.1 of our 2.125% Senior Notes due 2032 were tendered, of which $135.5 was accepted. We recorded a net gain on the extinguishment of debt of $30.3 during the three and nine months ended January 31, 2025, included within other debt gains (charges) – net on the Condensed Statement of Consolidated Income. Components of the net gain include debt carrying value write-off of $335.9 (inclusive of terminated interest rate contract, debt issuance costs, and discounts), net of the reacquisition price of $300.0, debt tender fees of $1.1, and a loss on the associated reverse treasury locks of $4.5. For additional information, see Note 10: Derivative Financial Instruments.

We have available a $2.0 billion unsecured revolving credit facility with a group of ten banks that matures in March 2030. Borrowings under the revolving credit facility bear interest on the prevailing U.S. Prime Rate, SOFR, Euro Interbank Offered Rate, or Canadian Overnight Repo Rate Average, based on our election. Interest is payable either on a quarterly basis or at the end of the borrowing term. We did not have a balance outstanding under the revolving credit facility as of January 31, 2026, or April 30, 2025.

We participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $2.0 billion at any time. The commercial paper program is backed by our revolving credit facility and reduces what we can borrow under the revolving credit facility by the amount of commercial paper outstanding. Commercial paper is used as a continuing source of short-term financing for general corporate purposes. As of January 31, 2026, and April 30, 2025, we had $487.0 and $641.0 of short-term borrowings outstanding, respectively, which were issued under our commercial paper program at weighted-average interest rates of 3.85 and 4.73 percent, respectively.

Interest paid totaled $133.5 and $126.9 for the three months ended January 31, 2026 and 2025, respectively, and $332.2 and $341.8 for the nine months ended January 31, 2026 and 2025, respectively. This differs from interest expense due to the timing of interest payments, capitalized interest, the effect of interest rate contracts, amortization of debt issuance costs and discounts, and the payment of other debt fees.

Our debt instruments contain covenant restrictions, including an interest coverage ratio. As of January 31, 2026, we are in compliance with all covenants.

Table of Contents

Note 9: Pensions and Other Postretirement Benefits

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


	Three Months Ended January 31,
	Defined Benefit Pension Plans				Other Postretirement Benefits
	2026		2025		2026		2025
Service cost	$	0.2	$	0.1	$	0.2	$	0.2
Interest cost	3.8		4.5		0.6		0.7
Expected return on plan assets	(3.3)		(3.1)		—		—
Amortization of net actuarial loss (gain)	0.9		1.1		(0.5)		(0.5)
Amortization of prior service cost (credit)	—		—		(0.2)		(0.2)

Settlement loss (gain)	7.8		—		—		—
Net periodic benefit cost	$	9.4	$	2.6	$	0.1	$	0.2



	Nine Months Ended January 31,
	Defined Benefit Pension Plans				Other Postretirement Benefits
	2026		2025		2026		2025
Service cost	$	0.5	$	0.5	$	0.5	$	0.5
Interest cost	11.4		13.3		1.8		2.0
Expected return on plan assets	(10.0)		(9.3)		—		—
Amortization of net actuarial loss (gain)	2.9		3.3		(1.4)		(1.5)
Amortization of prior service cost (credit)	0.1		0.1		(0.5)		(0.5)

Settlement loss (gain)	7.8		—		—		—
Net periodic benefit cost	$	12.7	$	7.9	$	0.4	$	0.5

In October 2023, we approved an amendment to terminate one of our U.S. qualified defined benefit plans, effective as of December 31, 2023. We provided notice to participants of the intent to terminate the plan and applied for a determination letter from the Internal Revenue Service. Pension obligations will be distributed through a combination of lump sum payments to eligible plan participants and through the purchase of a group annuity contract. During the plan year ended December 31, 2023, the asset allocation for the plan’s assets was adjusted in anticipation of the plan termination. Upon settlement of the pension obligations, we will reclassify unrecognized actuarial gains or losses, currently recorded in accumulated other comprehensive income (loss), to the Statement of Consolidated Income (Loss) as a settlement gain or charge. As of January 31, 2026, we had unrecognized losses related to the plan of $35.9. We anticipate the termination process will be substantially complete by the end of 2026. As a result of significant lump sum payments during the third quarter of 2026, we recognized a noncash pre-tax settlement charge of $7.8 to accelerate the unrecognized losses within accumulated other comprehensive income (loss) that would have otherwise been recognized in subsequent periods. The settlement charge was included within other income (expense) - net in the Condensed Statement of Consolidated Income (Loss).

We made contributions of $0.7 and $1.0 to our U.S. qualified defined benefit pension plans for the nine months ended January 31, 2026 and 2025, respectively and direct benefit payments of $2.7 for both the nine months ended January 31, 2026 and 2025.

Note 10: Derivative Financial Instruments

We are exposed to market risks, such as changes in commodity prices, foreign currency exchange rates, and interest rates. To manage the volatility related to these exposures, we enter into various derivative transactions. We have policies in place that define acceptable instrument types we may enter into and establish controls to limit our market risk exposure. By policy, we do not enter into derivative transactions for speculative purposes.

Commodity Derivatives: We enter into commodity derivatives to manage the price volatility and reduce the variability of future cash flows related to anticipated inventory purchases of key raw materials, notably green coffee, wheat, soybean meal, corn, and edible oils. We also enter into commodity derivatives to manage price risk for energy input costs, including diesel fuel and natural gas. Our derivative instruments generally have maturities of less than one year.

Table of Contents

We do not qualify commodity derivatives for hedge accounting treatment, and as a result, the derivative gains and losses are immediately recognized in earnings. Although we do not perform the assessments required to achieve hedge accounting for derivative positions, we believe all of our commodity derivatives are economic hedges of our risk exposure.

The commodities hedged have a high inverse correlation to price changes of the derivative instrument. Thus, we would expect that over time any gain or loss in the estimated fair value of its derivatives would generally be offset by an increase or decrease in the estimated fair value of the underlying exposures.

Foreign Currency Exchange Derivatives: We utilize foreign currency derivatives to manage the effect of foreign currency exchange fluctuations on future cash payments primarily related to purchases of certain raw materials and finished goods. The contracts generally have maturities of less than one year. We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment and believe all of our foreign currency derivatives are economic hedges of our risk exposure.

Interest Rate Derivatives: From time to time, we utilize derivative instruments to manage interest rate risk associated with anticipated debt transactions, as well as to manage changes in the fair value of our long-term debt. At the inception of an interest rate contract, the instrument is evaluated and documented for qualifying hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses on the contract are deferred and included as a component of accumulated other comprehensive income (loss) and generally reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as a fair value hedge, the contract is recognized at fair value on the balance sheet, and changes in the fair value are recognized in interest expense. Generally, changes in the fair value of the contract are equal to changes in the fair value of the underlying debt and have no net impact on earnings.

In November 2024, we entered into reverse treasury locks to manage our exposure to interest rate fluctuations related to the tender offers. In December 2024, concurrent with the pricing of the tender offers, we settled the reverse treasury locks and realized a net loss of $4.5 during the three months ended January 31, 2025, recognized in earnings within other debt gains (charges) – net on the Condensed Statement of Consolidated Income, netting with the gain on extinguishment associated with the tender offers. For additional information, see Note 8: Debt and Financing Arrangements.

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


	January 31, 2026		April 30, 2025
Commodity contracts	$	403.1	$	1,698.1
Foreign currency exchange contracts	101.2		122.4

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


	January 31, 2026
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	10.4	$	4.8	$	—	$	—
Foreign currency exchange contracts	0.1		1.1		—		—

Total derivative instruments	$	10.5	$	5.9	$	—	$	—


	April 30, 2025
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	81.5	$	18.7	$	—	$	—
Foreign currency exchange contracts	0.8		1.5		—		—
Total derivative instruments	$	82.3	$	20.2	$	—	$	—

We have elected to not offset fair value amounts recognized for our exchange-traded derivative instruments and our cash margin accounts executed with the same counterparty that are generally subject to enforceable netting agreements. We are required to maintain cash margin accounts in connection with funding the settlement of our open positions. Our cash margin

Table of Contents

accounts represented collateral pledged of $2.7 and $37.5 at January 31, 2026, and April 30, 2025, respectively, and are included in other current assets in the Condensed Consolidated Balance Sheets. The change in the cash margin accounts is included within investing activities in the Condensed Statements of Consolidated Cash Flows. In the event of default and immediate net settlement of all of our open positions with individual counterparties, all of our derivative liabilities would be fully offset by either our derivative asset positions or margin accounts based on the net asset or liability position with our individual counterparties. Cash flows associated with the settlement of derivative instruments are classified in the same line item as the cash flows of the related hedged item, which is within operating activities in the Condensed Statements of Consolidated Cash Flows.

Economic Hedges

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


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Derivative gains (losses) on commodity contracts	$	25.1	$	60.1	$	(142.8)	$	50.7
Derivative gains (losses) on foreign currency exchange contracts	(1.7)		3.8		(0.1)		5.5
Total derivative gains (losses) recognized in cost of products sold	$	23.4	$	63.9	$	(142.9)	$	56.2

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


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Net derivative gains (losses) recognized and classified as unallocated	$	23.4	$	63.9	$	(142.9)	$	56.2
Less: Net derivative gains (losses) reclassified to segment operating profit	(35.9)		3.9		(52.1)		14.5
Change in net cumulative unallocated derivative gains and losses	$	59.3	$	60.0	$	(90.8)	$	41.7

As of January 31, 2026, the net cumulative unallocated derivative losses were $10.0, and at April 30, 2025, the net cumulative unallocated derivative gains were $80.8.

Cash Flow Hedges

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


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Gains (losses) recognized in other comprehensive income (loss)	$	—	$	—	$	—	$	—
Less: Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)	(3.1)		(3.0)		(9.4)		(9.8)
Less: Gains (losses) reclassified from accumulated other comprehensive income (loss) to other debt gains (charges) – net (B)	—		(56.9)		—		(56.9)
Change in accumulated other comprehensive income (loss)	$	3.1	$	59.9	$	9.4	$	66.7

(A)Interest expense – net, as presented in the Condensed Statements of Consolidated Income (Loss) was $94.5 and $95.4 for the three months ended January 31, 2026 and 2025, respectively and, $293.3 and $294.5 for the nine months ended January 31, 2026 and 2025. The reclassification includes terminated contracts which were designated as cash flow hedges.

(B)Other debt gains (charges) – net, as presented in the Condensed Statement of Consolidated Income was $30.3 for the three and nine months ended January 31, 2025. The reclassification is related to the debt extinguishment due to the tender offers, as discussed in Note 8: Debt and Financing Arrangements.

Table of Contents

Included as a component of accumulated other comprehensive income (loss) at January 31, 2026 and April 30, 2025, were deferred net pre-tax losses of $108.0 and $117.4, respectively, related to the terminated interest rate contracts associated with the Senior Notes due March 15, 2030 and March 15, 2050, which were terminated in 2020. The related net tax benefit recognized in accumulated other comprehensive income (loss) at January 31, 2026 and April 30, 2025, was $25.1 and $27.3, respectively. Approximately $12.5 of the net pre-tax loss will be recognized over the next 12 months related to the terminated interest rate contracts.

Note 11: Other Financial Instruments and Fair Value Measurements

Financial instruments, other than derivatives, that potentially subject us to significant concentrations of credit risk consist principally of cash investments, short-term borrowings, and trade receivables. The carrying value of these financial instruments approximates fair value. Our remaining financial instruments, with the exception of long-term debt, are recognized at estimated fair value in the Condensed Consolidated Balance Sheets.

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


	January 31, 2026				April 30, 2025
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Marketable securities and other investments	$	19.3	$	19.3	$	20.0	$	20.0
Derivative financial instruments – net	4.6		4.6		62.1		62.1

Total long-term debt	(6,841.3)		(6,845.7)		(7,036.8)		(7,242.0)

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. Valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions.

The following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements fall for our financial instruments.


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at January 31, 2026
Marketable securities and other investments: (A)
Equity mutual funds	$	4.3	$	—	$	—	$	4.3
Municipal obligations	—		14.1		—		14.1
Money market funds	0.9		—		—		0.9
Derivative financial instruments: (B)
Commodity contracts – net	5.7		(0.1)		—		5.6
Foreign currency exchange contracts – net	—		(1.0)		—		(1.0)


Total long-term debt (C)	(6,372.6)		(473.1)		—		(6,845.7)
Total financial instruments measured at fair value	$	(6,361.7)	$	(460.1)	$	—	$	(6,821.8)

Table of Contents


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at April 30, 2025
Marketable securities and other investments: (A)
Equity mutual funds	$	4.0	$	—	$	—	$	4.0
Municipal obligations	—		15.8		—		15.8
Money market funds	0.2		—		—		0.2
Derivative financial instruments: (B)
Commodity contracts – net	62.8		—		—		62.8
Foreign currency exchange contracts – net	—		(0.7)		—		(0.7)


Total long-term debt (C)	(6,532.5)		(709.5)		—		(7,242.0)
Total financial instruments measured at fair value	$	(6,465.5)	$	(694.4)	$	—	$	(7,159.9)

(A)Marketable securities and other investments consist of funds maintained for the payment of benefits associated with nonqualified retirement plans. The funds include equity securities listed in active markets, municipal obligations valued by a third-party using valuation techniques that utilize inputs that are derived principally from or corroborated by observable market data, and money market funds with maturities of three months or less. Based on the short-term nature of these money market funds, carrying value approximates fair value. As of January 31, 2026, our municipal obligations are scheduled to mature as follows: $0.1 in 2026, $3.9 in 2027, $0.4 in 2028, $2.0 in 2029, $0.6 in 2030, and the remaining $7.1 in 2031 and beyond.

(B)Level 1 commodity and foreign currency exchange derivatives are valued using quoted market prices for identical instruments in active markets. Level 2 commodity and foreign currency exchange derivatives are valued using quoted prices for similar assets or liabilities in active markets. For additional information, see Note 10: Derivative Financial Instruments.

(C)Long-term debt is composed of public Senior Notes classified as Level 1 and the Term Loan classified as Level 2. The public Senior Notes are traded in an active secondary market and valued using quoted prices. The fair value of the Term Loan is based on the net present value of each interest and principal payment calculated utilizing an interest rate derived from an estimated yield curve obtained from independent pricing sources for similar types of term loan borrowing arrangements. For additional information, see Note 8: Debt and Financing Arrangements.

During the third quarter of 2026, we recognized nonrecurring fair value adjustments of $961.7, of which $507.5 and $454.2 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively. These adjustments were included as noncash charges in our Condensed Statement of Consolidated Income. We utilized Level 3 inputs based on management’s best estimates and assumptions to estimate the fair values of the reporting unit and the indefinite-lived trademark. For additional information, see Note 7: Goodwill and Other Intangible Assets.

Note 12: Leases

We lease certain warehouses, manufacturing facilities, office space, equipment, and vehicles, primarily through operating lease agreements. We have elected to not recognize leases with a term of 12 months or less in the Condensed Consolidated Balance Sheets. Instead, we recognize the related lease expense on a straight-line basis over the lease term.

Although the majority of our right-of-use asset and lease liability balances consist of leases with renewal options, these optional periods do not typically impact the lease term as we are not reasonably certain to exercise them. Certain leases also include termination provisions or options to purchase the leased property. Since we are not reasonably certain to exercise these types of options, minimum lease payments do not include any amounts related to these termination or purchase options. Our lease agreements generally do not contain residual value guarantees or restrictive covenants that are material.

We determine if an agreement is or contains a lease at inception by evaluating whether an identified asset exists that we control over the term of the arrangement. A lease commences when the lessor makes the identified asset available for our use. We generally account for lease and non-lease components as a single lease component. Minimum lease payments do not include variable lease payments other than those that depend on an index or rate.

Because the interest rate implicit in the lease cannot be readily determined for the majority of our leases, we utilize our incremental borrowing rate to present value lease payments using information available at the lease commencement date. We consider our credit rating and the current economic environment in determining this collateralized rate.

Table of Contents

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


	January 31, 2026		April 30, 2025
Operating lease right-of-use assets	$	153.0	$	115.4
Operating lease liabilities:
Current operating lease liabilities	$	33.6	$	37.5
Noncurrent operating lease liabilities	126.1		84.1
Total operating lease liabilities	$	159.7	$	121.6

Finance lease right-of-use assets:
Machinery and equipment	$	22.9	$	25.4
Accumulated depreciation	(13.2)		(13.5)
Total property, plant, and equipment	$	9.7	$	11.9
Finance lease liabilities:
Other current liabilities	$	3.2	$	3.3
Other noncurrent liabilities	7.2		9.2
Total finance lease liabilities	$	10.4	$	12.5

The following table summarizes the components of lease expense.


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Operating lease cost	$	11.9	$	11.0	$	35.9	$	35.5
Finance lease cost:
Amortization of right-of-use assets	0.9		0.9		2.6		2.5
Interest on lease liabilities	0.1		0.2		0.4		0.5
Variable lease cost	5.4		3.9		16.8		16.2
Short-term lease cost	10.2		9.4		31.0		33.3
Total lease cost (A)	$	28.5	$	25.4	$	86.7	$	88.0

(A)Total lease cost does not include sublease income which is immaterial for all years presented.

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


	Nine Months Ended January 31,
	2026		2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	35.3	$	36.5
Operating cash flows from finance leases	0.4		0.4
Financing cash flows from finance leases	2.7		2.6
Right-of-use assets obtained in exchange for new lease liabilities:
Operating leases	68.0		8.7
Finance leases	0.4		2.6

Table of Contents

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


	January 31, 2026
	Operating Leases		Finance Leases
2026 (remainder of the year)	$	11.1	$	0.9
2027	35.7		3.6
2028	27.0		3.4
2029	25.4		2.0
2030	25.3		0.8
2031 and beyond	61.8		0.6
Total undiscounted minimum lease payments	$	186.3	$	11.3
Less: Imputed interest	26.6		0.9
Lease liabilities	$	159.7	$	10.4

We entered into a lease and financing agreement with the Development Authority of Columbus, Georgia (the “Development Authority”), effective December 1, 2025, in connection with a taxable revenue bond transaction between Hostess Brands, LLC and the Development Authority on December 30, 2025 (the “Bond Transaction”). The Bond Transaction required Hostess Brands, LLC to exchange its property to the taxing jurisdiction for one or more tax-exempt bonds issued in the name of Hostess Brands, LLC not to exceed $120.6. As both the owner of the bonds and the lessee of the project, we are not required to make lease payments as our obligation to pay rent is equal to the Development Authority’s obligation to pay debt service on the bonds. Further, in connection with the Bond Transaction, we received a letter agreement from the Columbus, Georgia Board of Tax Assessors granting tax abatement for certain real and personal property located at our Columbus, Georgia bakery through 2045, subject to certain commitments. We have elected to use the right of offset under Accounting Standards Codification 210-20 to net the asset and the liability.

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


	January 31, 2026		April 30, 2025
Weighted average remaining lease term (in years):
Operating leases	6.2		6.1
Finance leases	3.5		4.0

Weighted average discount rate:
Operating leases	4.8	%	4.6	%
Finance leases	5.1	%	5.0	%

Note 13: Income Taxes

Income tax expense (benefit) for the three months ended January 31, 2026 and 2025, was $72.3 and $(0.2), respectively. The effective income tax rate for the third quarter of 2026 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and an unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit. The effective income tax rate for the third quarter of 2025 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and an unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit, partially offset by the reversal of a deferred tax liability upon completion of the sale of the Voortman Cookies Limited entity, and a favorable noncash deferred tax benefit associated with the integration of Hostess Brands into our Company.

Income tax expense (benefit) for the nine months ended January 31, 2026 and 2025, was $136.8 and $152.1, respectively. The effective income tax rate for the first nine months of 2026 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and an unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit. The effective income tax rate for the first nine months of 2025 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and unfavorable permanent impacts associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit and the sale of the Voortman business, partially offset by the favorable noncash deferred tax benefit associated with the integration of Hostess Brands into our Company.

Table of Contents

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

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (the “Act”). The corporate tax changes included in the Act did not have a material impact on our effective income tax rate during the three and nine months ended January 31, 2026, and we do not anticipate a material impact on our effective income tax rate in future periods. The Act’s provisions for accelerated tax deductions will reduce our cash income tax requirements for the current year.

Note 14: Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), including the reclassification adjustments for items that are reclassified from accumulated other comprehensive income (loss) to net income (loss), are shown below.


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2025	$	(41.7)	$	(90.1)	$	(53.2)	$	0.5	$	(184.5)
Reclassification adjustments	—		9.4		8.9		—		18.3
Current period credit (charge)	2.8		—		(1.4)		0.7		2.1
Income tax benefit (expense)	—		(2.2)		(1.7)		(0.2)		(4.1)
Balance at January 31, 2026	$	(38.9)	$	(82.9)	$	(47.4)	$	1.0	$	(168.2)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2024	$	(39.2)	$	(143.1)	$	(53.4)	$	1.1	$	(234.6)
Reclassification adjustments	—		66.7		1.4		—		68.1
Current period credit (charge)	(14.3)		—		—		(0.5)		(14.8)
Income tax benefit (expense)	—		(15.7)		(0.4)		0.1		(16.0)
Balance at January 31, 2025	$	(53.5)	$	(92.1)	$	(52.4)	$	0.7	$	(197.3)

(A)The reclassification from accumulated other comprehensive income (loss) is primarily composed of deferred gains (losses) related to terminated interest rate contracts which were reclassified to interest expense – net. In addition, a portion of the reclassification in 2025 was reclassified to other debt gains (charges) – net resulting from the extinguishment of debt from the tender offers. For additional information, see Note 8: Debt and Financing Arrangements and Note 10: Derivative Financial Instruments.

(B)The reclassification from accumulated other comprehensive income (loss) to other income (expense) – net is composed of settlement charges and amortization of net losses and prior service costs. For additional information, see Note 9: Pensions and Other Postretirement Benefits.

Note 15: Contingencies

We, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings arising in the ordinary course of business. We are currently a defendant in a variety of such legal proceedings, and while we cannot predict with certainty the ultimate results of these proceedings or potential settlements associated with these or other matters, we have accrued losses for certain contingent liabilities that we have determined are probable and reasonably estimable at January 31, 2026. Based on the information known to date, with the exception of the matters discussed below, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position, results of operations, or cash flows.

Class Action Lawsuits: We are defendants in a series of putative class action lawsuits that were transferred to the U.S. District Court for the Western District of Missouri for coordinated pre-trial proceedings. The plaintiffs assert claims arising under various state laws for false advertising, consumer protection, deceptive and unfair trade practices, and similar statutes. Their claims are premised on allegations that we have misrepresented the number of servings that can be made from various canisters of Folgers coffee on the packaging for those products. The outcome and the financial impact of these cases, if any, cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of January 31, 2026, as the likelihood of loss is not considered probable or reasonably estimable. However, if we are required to pay significant damages,

Table of Contents

our business and financial results could be adversely impacted, and sales of those products could suffer not only in these locations but elsewhere.

Voortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the sellers (the “Sellers”) under the terms of a Share Purchase Agreement (the “Purchase Agreement”) pursuant to which Hostess Brands acquired Voortman Cookies Limited (“Voortman”). The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under the representation and warranty insurance policy (“RWI”) that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands $42.5 CAD (the RWI coverage limit) (the “Proceeds”) related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances.

On November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought claims in the Ontario (Canada) Superior Court of Justice (the “Claim”), related to the breaches against certain of the Sellers. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued. We retained rights to the Claim upon the divestiture of the Voortman business in 2025.

Note 16: Common Shares

The following table sets forth common share information.


	January 31, 2026	April 30, 2025
Common shares authorized	300.0	300.0
Common shares outstanding	106.7	106.4
Treasury shares	43.8	44.1

Repurchase Program: During the nine months ended January 31, 2026 and 2025, we did not repurchase any common shares under a repurchase plan authorized by the Board of Directors (the “Board”). The shares repurchased during the nine months ended January 31, 2026 and 2025, consisted of shares repurchased from stock plan recipients in lieu of cash payments. As of January 31, 2026, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations.

Note 17: Supplier Financing Program

As part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion. We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. However, our right to offset balances due from suppliers against our payment obligations is restricted by the agreement for those payment obligations that have been sold by our suppliers. The payment of these obligations is included in cash provided by operating activities in the Condensed Statements of Consolidated Cash Flows. Included in accounts payable in the Condensed Consolidated Balance Sheets as of January 31, 2026, and April 30, 2025, were $296.1 and $340.4 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers. During the first nine months of 2026 and 2025, we paid $938.2 and $1,211.9, respectively, to a financial institution for payment obligations that were settled through the supplier financing program.

Table of Contents

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

(Dollars and shares in millions, unless otherwise noted, except per share data)

This discussion and analysis deals with comparisons of material changes in the unaudited condensed consolidated financial statements for the three and nine months ended January 31, 2026 and 2025. All comparisons presented are to the corresponding period of the prior year, unless otherwise noted.

On March 3, 2025, we sold certain Sweet Baked Snacks value brands to JTM. The transaction included certain trademarks and licenses, a manufacturing facility in Chicago, Illinois, and approximately 400 employees who supported the business. Under our ownership, these Sweet Baked Snacks value brands generated net sales of approximately $48.4 in 2025, which were included in the Sweet Baked Snacks segment. Net proceeds from the divestiture were $34.6, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $44.2 on this transaction, primarily during the third quarter of 2025.

On December 2, 2024, we sold the Voortman business to Second Nature. The transaction included products sold under the Voortman brand, inclusive of certain trademarks, a leased manufacturing facility in Burlington, Ontario, and approximately 300 employees who supported the business. Under our ownership, the Voortman business generated net sales of approximately $86.3 in 2025, which were included in the Sweet Baked Snacks segment. Net proceeds from the divestiture were $291.4, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $265.9 on this transaction, primarily during the second quarter of 2025.

We are the owner of all trademarks referenced herein, except for the following, which are used under license: Dunkin’ is a trademark of DD IP Holder LLC used under three licenses (the “Dunkin’ Licenses”) for packaged coffee products, including K-Cup® pods, sold in retail channels, such as grocery stores, mass merchandisers, club stores, e-commerce, and drug stores, as well as in certain away from home channels. The Dunkin’ Licenses do not pertain to coffee or other products for sale in Dunkin’ restaurants. K-Cup® is a trademark of Keurig Green Mountain, Inc., used with permission.

Trends Affecting our Business

During the first nine months of 2026, we continued to experience input cost inflation and a dynamic macroeconomic environment, inclusive of tariffs, regulatory and policy changes, and changes in consumer behaviors, including health and wellness trends, which we anticipate will persist through the remainder of 2026. Further, the higher costs have required price increases across our business, and we anticipate that the price elasticity of demand could remain elevated during 2026 as consumers continue to experience broader inflationary pressures and are selective in their spending. In response to the inflationary pressures, we continue to focus on the delivery of our company-wide transformation initiative to deliberately translate our continuous improvement mindset into sustainable productivity initiatives in order to grow our profit margins and reinvest in the Company to enable future growth and cost savings.

In addition, it is possible significant disruptions in our supply chain could occur if certain geopolitical events continue to impact markets around the world, including the impact of potential shipping delays due to supply and demand imbalances, as well as labor shortages and tariffs. We also continue to work closely with our customers and external business partners, taking additional actions to ensure safety and business continuity and to maximize product availability. We have maintained production at all our facilities and availability of appointments at distribution centers.

Although we do not have any operations in Russia, Ukraine, Israel, Palestine, China, or Taiwan, we continue to monitor these environments, among others, for any significant escalation or expansion of economic or supply chain disruptions, including broader inflationary costs and the impact of tariffs, as well as regional or global economic recessions. Overall, broad-based supply chain disruptions and the impact of inflation remain uncertain. We will continue to evaluate the nature and extent to which supply chain disruptions and inflation will impact our business, supply chain, including labor availability and attrition, results of operations, financial condition, and liquidity.

Table of Contents

Results of Operations


	Three Months Ended January 31,								Nine Months Ended January 31,
	2026			2025			% Increase (Decrease)		2026			2025			% Increase (Decrease)
Net sales	$	2,339.4		$	2,186.0		7	%	$	6,782.8		$	6,582.3		3	%
Gross profit	$	827.8		$	878.1		(6)		$	2,172.4		$	2,561.4		(15)
% of net sales	35.4		%	40.2		%			32.0		%	38.9		%
Operating income (loss)	$	(548.4)		$	(594.0)		8		$	(84.3)		$	(74.8)		(13)
% of net sales	(23.4)		%	(27.2)		%			(1.2)		%	(1.1)		%
Net income (loss):
Net income (loss)	$	(724.2)		$	(662.3)		(9)		$	(526.8)		$	(501.8)		(5)
Net income (loss) per common share – assuming dilution	$	(6.79)		$	(6.22)		(9)		$	(4.94)		$	(4.72)		(5)
Adjusted gross profit (A)	$	790.8		$	819.2		(3)		$	2,323.9		$	2,531.4		(8)
% of net sales	33.8		%	37.5		%			34.3		%	38.5		%
Adjusted operating income (A)	$	431.6		$	463.8		(7)		$	1,196.2		$	1,402.3		(15)
% of net sales	18.4		%	21.2		%			17.6		%	21.3		%
Adjusted income: (A)
Income	$	254.5		$	278.3		(9)		$	682.2		$	832.0		(18)
Earnings per share – assuming dilution	$	2.38		$	2.61		(9)		$	6.38		$	7.80		(18)

(A)We use non-GAAP financial measures to evaluate our performance. Refer to “Non-GAAP Financial Measures” in this discussion and analysis for a reconciliation to the comparable GAAP financial measure.

Net Sales


	Three Months Ended January 31,								Nine Months Ended January 31,
	2026		2025		Increase (Decrease)		%		2026		2025		Increase (Decrease)		%
Net sales	$	2,339.4	$	2,186.0	$	153.4	7	%	$	6,782.8	$	6,582.3	$	200.5	3	%


Sweet Baked Snacks value brands divestiture	—		(13.4)		13.4		1		—		(43.3)		43.3		1
Voortman divestiture	—		(12.9)		12.9		1		—		(86.3)		86.3		1




Foreign currency exchange	(2.0)		—		(2.0)		—		(0.2)		—		(0.2)		—
Net sales excluding divestitures and foreign currency exchange (A)	$	2,337.4	$	2,159.7	$	177.7	8	%	$	6,782.6	$	6,452.7	$	329.9	5	%

Amounts may not add due to rounding.

(A) Net sales excluding divestitures and foreign currency exchange is a non-GAAP financial measure used to evaluate performance internally. This measure provides useful information to investors because it enables comparison of results on a year-over-year basis.

Net sales in the third quarter of 2026 increased $153.4, or 7 percent, which includes $26.3 of noncomparable net sales in the prior year related to divestitures. Net sales excluding divestitures and foreign currency exchange increased $177.7, or 8 percent. Net price realization contributed 10 percentage points to net sales, primarily driven by higher net pricing for coffee. Volume/mix decreased net sales by 2 percentage points, primarily driven by decreases for sweet baked goods and fruit spreads, and lapping contract manufacturing sales related to the divested pet food brands in the prior year, partially offset by an increase for Uncrustables sandwiches.

Net sales in the first nine months of 2026 increased $200.5, or 3 percent, which includes $129.6 of noncomparable net sales in the prior year related to divestitures. Net sales excluding divestitures and foreign currency exchange increased $329.9, or 5 percent. Net price realization contributed 9 percentage points to net sales, primarily driven by higher net pricing for coffee. Volume/mix decreased net sales by 4 percentage points, primarily driven by decreases for coffee, dog snacks, sweet baked goods, fruit spreads, and peanut butter, and lapping contract manufacturing sales related to the divested pet food brands in the prior year, partially offset by an increase for Uncrustables sandwiches.

Table of Contents

Operating Income (Loss)

The following table presents the components of operating income (loss) as a percentage of net sales.


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Gross profit	35.4	%	40.2	%	32.0	%	38.9	%
Selling, distribution, and administrative expenses:
Marketing	4.7	%	5.2	%	5.5	%	5.2	%
Selling	2.8		2.9		2.9		3.0
Distribution	3.1		3.4		3.1		3.3
General and administrative	5.0		5.4		5.3		5.9
Total selling, distribution, and administrative expenses	15.5	%	16.8	%	16.8	%	17.4	%
Amortization	2.2		2.5		2.2		2.5
Goodwill impairment charges	21.7		36.3		7.5		12.1
Other intangible assets impairment charges	19.4		9.5		6.7		3.2
Other special project costs	0.2		0.5		0.2		0.4
Loss (gain) on divestitures – net	—		2.3		—		4.7
Other operating expense (income) – net	(0.2)		(0.6)		(0.2)		(0.3)
Operating income (loss)	(23.4)	%	(27.2)	%	(1.2)	%	(1.1)	%

Amounts may not add due to rounding.

Gross profit decreased $50.3, or 6 percent, in the third quarter of 2026, primarily driven by higher costs, inclusive of commodity costs and tariffs, and unfavorable volume/mix, partially offset by higher net price realization.

Operating loss decreased $45.6, or 8 percent, in the third quarter of 2026, primarily driven by lapping a $50.2 net pre-tax loss on divestitures in the prior year and a $40.8 decrease in impairment charges related to the goodwill of the Sweet Baked Snacks reporting unit and Hostess brand indefinite-lived trademark, partially offset by the decrease in gross profit.

Our non-GAAP financial measures are adjusted to exclude amortization expense and impairment charges related to intangible assets, special project costs, gains and losses on divestitures, the change in net cumulative unallocated derivative gains and losses, and other infrequently occurring items that do not directly reflect ongoing operating results. Refer to “Non-GAAP Financial Measures” in this discussion and analysis for additional information. Gross profit excluding non-GAAP adjustments (“adjusted gross profit”) decreased $28.4, or 3 percent, as compared to the prior year third quarter, primarily reflecting the exclusion of the change in special project costs as compared to GAAP gross profit. Adjusted operating income decreased $32.2, or 7 percent, as compared to the prior year third quarter, further reflecting the exclusion of the net pre-tax loss on the divestitures in the prior year and the change in noncash impairment charges.

Gross profit decreased $389.0, or 15 percent, in the first nine months of 2026, primarily driven by higher commodity costs, a net unfavorable impact of derivative gains and losses, tariffs, unfavorable volume/mix, an increase in special project costs, and the noncomparable impact of divestitures, partially offset by higher net price realization.

Operating loss increased $9.5, or 13 percent, in the first nine months of 2026, primarily reflecting the decrease in gross profit, partially offset by lapping a $311.0 net pre-tax loss on divestitures in the prior year, a $40.8 decrease in impairment charges related to the goodwill of the Sweet Baked Snacks reporting unit and Hostess brand indefinite-lived trademark, lower amortization expense, and a decrease in other special project costs.

Adjusted gross profit decreased $207.5, or 8 percent, as compared to the prior year, reflecting the exclusion of the change in net cumulative unallocated derivative gains and losses and special project costs as compared to GAAP gross profit. Adjusted operating income decreased $206.1, or 15 percent, as compared to the prior year, further reflecting the exclusion of the net pre-tax loss on the divestitures in the prior year and the change in noncash impairment charges, amortization, and other special project costs.

Interest Expense

Net interest expense was comparable to the prior year for the three and nine months ended January 31, 2026. For additional information, refer to Note 8: Debt and Financing Arrangements.

Table of Contents

Income Taxes

Income tax expense (benefit) for the three months ended January 31, 2026 and 2025, was $72.3 and $(0.2), respectively. The effective income tax rate for the third quarter of 2026 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and an unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit. The effective income tax rate for the third quarter of 2025 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and an unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit, partially offset by the reversal of the deferred tax liability upon completion of the sale of the Voortman Cookies Limited entity, and a favorable noncash deferred tax benefit associated with the integration of Hostess Brands into our Company.

Income tax expense (benefit) for the nine months ended January 31, 2026 and 2025, was $136.8 and $152.1, respectively. The effective income tax rate for the first nine months of 2026 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and the unfavorable permanent impacts associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit. The effective income tax rate for the first nine months of 2025 varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes and the unfavorable permanent impacts associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit and the sale of the Voortman business, partially offset by the favorable noncash deferred tax benefit associated with the integration of Hostess Brands into our Company.

We anticipate a full-year effective income tax rate for 2026 to be approximately (32.5) percent. For additional information, refer to Note 7: Goodwill and Other Intangible Assets and Note 13: Income Taxes.

Special Project Costs

Divestiture Costs: Total divestiture costs incurred to date related to the Sahale Snacks and Canada condiment businesses that were divested in 2024 were $6.4, which included $4.3 and $2.1 of employee-related and other transition and termination costs, respectively, all of which were cash charges. We did not incur any divestiture costs during the three and nine months ended January 31, 2026, and incurred divestiture costs of $1.3 and $1.7 during the three and nine months ended January 31, 2025, respectively, primarily consisting of employee-related costs. We do not anticipate any additional costs to be incurred related to these divestiture activities.

Integration Costs: On November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands, a manufacturer and marketer of sweet baked goods brands. Total integration costs related to the acquisition are anticipated to be approximately $190.0 and include transaction costs, employee-related costs, and other transition and termination charges. We have recognized total cumulative integration costs of $186.4, of which $0.4 and $1.5 were recognized during the three and nine months ended January 31, 2026, respectively, and $7.8 and $34.9 were recognized during the three and nine months ended January 31, 2025, respectively. We anticipate the remaining integration costs will be incurred by the end of 2026 and are expected to be split between employee-related and other transition and termination costs.

Restructuring Costs: During the first quarter of 2026, we announced plans to close our Indianapolis, Indiana manufacturing facility, which manufactures Hostess branded products, and consolidated operations into other existing facilities during the third quarter of 2026 to further optimize operations within our Sweet Baked Snacks segment. We have recognized total cumulative costs of $74.4, which included $26.5 and $74.4 of employee-related and other transition and termination costs, during the three and nine months ended January 31, 2026, respectively. We anticipate any remaining charges to be minimal.

For further information on these costs, refer to Note 4: Special Project Costs.

Segment Results

We have four reportable segments: U.S. Retail Coffee, U.S. Retail Frozen Handheld and Spreads, U.S. Retail Pet Foods, and Sweet Baked Snacks. The presentation of International and Away From Home represents a combination of all other operating segments that are not individually reportable. Subsequent to the third quarter of 2026, we announced several senior leadership updates in support of continued advancement of our long-term growth strategy and enhancement of our profitability and earnings. As a result, we are evaluating the impact of these changes to the way in which we present our reportable segments during the fourth quarter of 2026.

Table of Contents

The U.S. Retail Coffee segment primarily includes the domestic sales of Folgers, Dunkin’, and Café Bustelo branded coffee; the U.S. Retail Frozen Handheld and Spreads segment primarily includes the domestic sales of Uncrustables, Jif, and Smucker’s branded products; the U.S. Retail Pet Foods segment primarily includes the domestic sales of Meow Mix, Milk-Bone, Pup-Peroni, and Canine Carry Outs branded products; and the Sweet Baked Snacks segment primarily includes all domestic and foreign sales of Hostess branded products in all channels. With the exception of Sweet Baked Snacks products, International and Away From Home includes the sale of all products that are distributed in foreign countries through retail channels, as well as domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).


	Three Months Ended January 31,								Nine Months Ended January 31,
	2026			2025			% Increase (Decrease)		2026			2025			% Increase (Decrease)
Net sales:
U.S. Retail Coffee	$	908.2		$	740.6		23	%	$	2,474.3		$	2,068.0		20	%
U.S. Retail Frozen Handheld and Spreads	454.0			445.2			2		1,399.8			1,427.2			(2)
U.S. Retail Pet Foods	417.1			423.0			(1)		1,198.3			1,268.1			(6)
Sweet Baked Snacks	224.8			278.6			(19)		734.1			927.8			(21)
International and Away From Home	335.3			298.6			12		976.3			891.2			10
Segment profit:
U.S. Retail Coffee	$	199.0		$	208.6		(5)	%	$	487.5		$	583.9		(17)	%
U.S. Retail Frozen Handheld and Spreads	103.6			99.2			4		320.0			334.3			(4)
U.S. Retail Pet Foods	121.9			116.8			4		347.6			353.5			(2)
Sweet Baked Snacks	12.2			54.8			(78)		68.2			199.8			(66)
International and Away From Home	72.0			61.6			17		213.9			178.2			20
Segment profit margin:
U.S. Retail Coffee	21.9		%	28.2		%			19.7		%	28.2		%
U.S. Retail Frozen Handheld and Spreads	22.8			22.3					22.9			23.4
U.S. Retail Pet Foods	29.2			27.6					29.0			27.9
Sweet Baked Snacks	5.4			19.7					9.3			21.5
International and Away From Home	21.5			20.6					21.9			20.0

U.S. Retail Coffee

The U.S. Retail Coffee segment net sales increased $167.6 in the third quarter of 2026. Net price realization increased net sales by 23 percentage points, reflecting higher net pricing across the portfolio. Volume/mix decreased net sales by 1 percentage point, reflecting decreases for the Dunkin’ and Folgers brands, partially offset by an increase for the Café Bustelo brand. Segment profit decreased $9.6, primarily reflecting higher commodity costs, tariffs, unfavorable volume/mix, and lapping favorable property taxes in the prior year, partially offset by higher net price realization.

The U.S. Retail Coffee segment net sales increased $406.3 in the first nine months of 2026. Net price realization increased net sales by 23 percentage points, reflecting higher net pricing across the portfolio. Volume/mix decreased net sales by 3 percentage points, reflecting decreases for the Dunkin’ and Folgers brands, partially offset by an increase for the Café Bustelo brand. Segment profit decreased $96.4, primarily reflecting higher commodity costs, tariffs, unfavorable volume/mix, and higher marketing spend, partially offset by higher net price realization.

U.S. Retail Frozen Handheld and Spreads

The U.S. Retail Frozen Handheld and Spreads segment net sales increased $8.8 in the third quarter of 2026. Net price realization contributed 2 percentage points to net sales, primarily reflecting higher net pricing for Uncrustables sandwiches, partially offset by higher trade spend for peanut butter. Volume/mix was neutral to net sales, as an increase for peanut butter was mostly offset by a decrease for fruit spreads. Segment profit increased $4.4, primarily driven by higher net price realization and lower pre-production expenses related to the new Uncrustables sandwiches manufacturing facility, partially offset by higher costs and unfavorable volume/mix.

The U.S. Retail Frozen Handheld and Spreads segment net sales decreased $27.4 in the first nine months of 2026. Volume/mix decreased net sales by 3 percentage points, primarily reflecting decreases for peanut butter and fruit spreads. Net price

Table of Contents

realization contributed 2 percentage points to net sales, reflecting higher net pricing for Uncrustables sandwiches, partially offset by higher trade spend for peanut butter. Segment profit decreased $14.3, primarily driven by unfavorable volume/mix, higher marketing spend, and higher costs, partially offset by higher net price realization and lower pre-production expenses related to the new Uncrustables sandwiches manufacturing facility.

U.S. Retail Pet Foods

The U.S. Retail Pet Foods segment net sales decreased $5.9 in the third quarter of 2026. Volume/mix decreased net sales by 2 percentage points, primarily driven by lapping contract manufacturing sales related to the divested pet food brands in the prior year and a decrease for dog snacks, partially offset by an increase for cat food. Net price realization was neutral to net sales, as higher net pricing for cat food was mostly offset by lower net pricing for dog snacks. Segment profit increased $5.1, primarily reflecting lower marketing spend.

The U.S. Retail Pet Foods segment net sales decreased $69.8 in the first nine months of 2026. Volume/mix decreased net sales by 6 percentage points, primarily reflecting a decrease for dog snacks and lapping contract manufacturing sales related to the divested pet food brands in the prior year, partially offset by an increase for cat food. Net price realization was neutral to net sales. Segment profit decreased $5.9, primarily reflecting unfavorable volume/mix, partially offset by lower marketing spend and higher net price realization.

Sweet Baked Snacks

The Sweet Baked Snacks segment net sales decreased $53.8 in the third quarter of 2026, inclusive of the impact of $26.3 of noncomparable net sales in the prior year related to the divested Voortman business and certain Sweet Baked Snacks value brands. Excluding the noncomparable impact of the divestitures, net sales decreased $27.5, or 11 percent. Volume/mix decreased net sales by 10 percentage points, primarily reflecting decreases for snack cakes, donuts, and breakfast. Net price realization was neutral to net sales. Segment profit decreased $42.6, primarily reflecting higher costs, unfavorable volume/mix, and higher marketing spend.

The Sweet Baked Snacks segment net sales decreased $193.7 in the first nine months of 2026, inclusive of the impact of $129.6 of noncomparable net sales in the prior year related to the divested Voortman business and certain Sweet Baked Snacks value brands. Excluding the noncomparable impact of the divestitures, net sales decreased $64.1, or 8 percent. Volume/mix decreased net sales by 7 percentage points, primarily reflecting decreases for snack cakes and private label products. Net price realization decreased net sales by 1 percentage point, primarily reflecting lower net pricing across the majority of the portfolio. Segment profit decreased $131.6, primarily reflecting higher costs, unfavorable volume/mix, the impact of noncomparable segment profit in the prior year related to the divested businesses, and higher marketing spend.

Subsequent to January 31, 2026, a fire occurred at our Emporia, Kansas manufacturing facility resulting in a temporary disruption of production. We expect the incident to result in reduced net sales in the fourth quarter of 2026. While we continue to evaluate the operational and financial effects of the incident, including potential insurance recoveries, we do not anticipate it to have a material impact on earnings.

International and Away From Home

International and Away From Home net sales increased $36.7 in the third quarter of 2026, including $2.0 of favorable foreign currency exchange. Excluding the noncomparable impact of foreign currency exchange, net sales increased $34.7, or 12 percent. Net price realization contributed 11 percentage points to net sales, primarily driven by higher net pricing for coffee. Volume/mix was neutral to net sales, as increases for Uncrustables sandwiches and coffee was mostly offset by decreases for fruit spreads, portion control products, cat food, and peanut butter. Segment profit increased $10.4, primarily driven by higher net price realization, partially offset by higher costs, tariffs, and unfavorable volume/mix.

International and Away From Home net sales increased $85.1 in the first nine months of 2026, including $0.2 of favorable foreign currency exchange. Excluding the noncomparable impact of foreign currency exchange, net sales increased $84.9, or 10 percent. Net price realization contributed 10 percentage points to net sales, primarily driven by higher net pricing for coffee. Volume/mix was neutral to net sales as decreases for coffee, fruit spreads, portion control products, and dog snacks were mostly offset by an increase for Uncrustables sandwiches. Segment profit increased $35.7, primarily driven by higher net price realization and lower selling, distribution, and administrative expenses, partially offset by higher costs and tariffs.

Table of Contents

LIQUIDITY AND CAPITAL RESOURCES

Liquidity

Our principal source of funds is cash generated from operations, supplemented by borrowings against our commercial paper program and revolving credit facility. Total cash and cash equivalents decreased to $52.8 at January 31, 2026, compared to $69.9 at April 30, 2025.

The following table presents selected cash flow information.


	Nine Months Ended January 31,
	2026		2025
Net cash provided by (used for) operating activities	$	894.4	$	816.5
Net cash provided by (used for) investing activities	(173.9)		(18.5)
Net cash provided by (used for) financing activities	(737.7)		(810.6)

Net cash provided by (used for) operating activities	$	894.4	$	816.5
Additions to property, plant, and equipment	(222.1)		(298.8)
Free cash flow (A)	$	672.3	$	517.7

(A)Free cash flow is a non-GAAP financial measure used by management to evaluate the amount of cash available for debt repayment, dividend distribution, acquisition opportunities, share repurchases, and other corporate purposes.

The $77.9 increase in cash provided by operating activities in the first nine months of 2026 was primarily driven by lower working capital requirements in 2026 and a decrease in cash used for income and other taxes, primarily reflecting lower taxable income and timing of income tax payments, partially offset by lower net income (loss) adjusted for noncash items in the current year. The cash required to fund working capital decreased compared to the prior year, primarily driven by lower inventories, reflecting moderation in input cost inflation during the current year, a reduction in payments related to transition services agreements entered into in connection with the divestitures, and the timing of settling our derivative instruments. These increases in cash were partially offset by a decrease in cash related to the change in trade receivables due to the timing of sales and payments.

Cash used for investing activities in the first nine months of 2026 consisted primarily of $222.1 in capital expenditures, primarily reflecting plant maintenance and improvement of our facilities, partially offset by a decrease of $34.8 in our derivative cash margin account balances. Cash used for investing activities in the first nine months of 2025 consisted primarily of $298.8 in capital expenditures, reflecting our investments in the new Uncrustables sandwiches manufacturing and distribution facilities in McCalla, Alabama, as well as plant maintenance across our facilities, and also included an increase of $10.4 in our derivative cash margin account balances. These uses of cash for 2025 were partially offset by net proceeds received of $290.5 from the divested Voortman business.

Cash used for financing activities in the first nine months of 2026 consisted primarily of dividend payments of $347.9, long-term debt repayments of 200.0, and a net decrease in short-term borrowings of $181.0. Cash used for financing activities in the first nine months of 2025 consisted primarily of dividend payments of $340.9, long-term debt repayments of $300.0, and a net decrease in short-term borrowings of $153.2.

Supplier Financing Program

As part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program, which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion. We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. As of January 31, 2026, and April 30, 2025, $296.1 and $340.4 of our outstanding payment obligations, respectively, were elected and sold to a financial institution by participating suppliers. During the first nine months of 2026 and 2025, we paid $938.2 and $1,211.9, respectively, to a financial institution for payment obligations that were settled through the supplier financing program.

Table of Contents

Contingencies

Voortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the Sellers under the terms of the Purchase Agreement pursuant to which Hostess Brands acquired Voortman. The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under RWI that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands the Proceeds related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances.

On November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought the Claim related to the breaches against certain of the Sellers. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued. We retained rights to the Claim upon the divestiture of the Voortman business in 2025.

Capital Resources

The following table presents our capital structure.


	January 31, 2026		April 30, 2025

Short-term borrowings	$	486.9	$	640.8
Long-term debt	6,841.3		7,036.8
Total debt	$	7,328.2	$	7,677.6
Shareholders’ equity	5,236.1		6,082.6
Total capital	$	12,564.3	$	13,760.2

We have available a $2.0 billion unsecured revolving credit facility with a group of ten banks that matures in March 2030. Additionally, we participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $2.0 billion at any time. The commercial paper program is backed by our revolving credit facility and reduces what we can borrow under the revolving credit facility by the amount of commercial paper outstanding. Commercial paper is used as a continuing source of short-term financing for general corporate purposes. As of January 31, 2026, we had $487.0 of short-term borrowings outstanding, which were issued under our commercial paper program at a weighted-average interest rate of 3.85 percent.

We are in compliance with all our debt covenants as of January 31, 2026, and expect to be for the next 12 months. For additional information on our long-term debt, sources of liquidity, and debt covenants, see Note 8: Debt and Financing Arrangements.

Table of Contents

Dividend payments were $347.9 and $340.9 in the first nine months of 2026 and 2025, respectively, and dividends declared per share were $3.30 and $3.24 in the first nine months of 2026 and 2025, respectively. The declaration of dividends is subject to the discretion of our Board and depends on various factors, such as our net income (loss), financial condition, cash requirements, future events, and other factors deemed relevant by the Board.

During the nine months ended January 31, 2026, we did not repurchase any common shares under a repurchase plan authorized by the Board. The shares repurchased during the nine months ended January 31, 2026 and 2025, consisted of shares repurchased from stock plan recipients in lieu of cash payments. As of January 31, 2026, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations. There is no guarantee as to the exact number of shares that may be repurchased or when such purchases may occur.

Absent any material acquisitions or other significant investments, we believe that cash on hand, combined with cash provided by operations, borrowings available under our revolving credit facility and commercial paper program, and access to capital markets, will be sufficient to meet our cash requirements for the next 12 months, including the payment of quarterly dividends, principal and interest payments on debt outstanding, and capital expenditures. However, as a result of the current macroeconomic environment, we may experience an increase in the cost or the difficulty to obtain debt or equity financing, or to refinance our debt in the future. We continue to evaluate these risks, which could affect our financial condition or our ability to fund operations or future investment opportunities.

As of January 31, 2026, total cash and cash equivalents of $45.2 was held by our foreign subsidiaries, primarily in Canada. During the third quarter of 2026, we returned $42.1 of foreign cash to the U.S. from Canada. The repatriation was subject to $2.1 of foreign withholding taxes, while U.S. federal and state income taxes were not significant. There was no other foreign cash repatriated to the U.S. during 2026.

Material Cash Requirements

We do not have material off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as variable interest entities. Transactions with related parties are in the ordinary course of business and are not material to our results of operations, financial condition, or cash flows.

As of January 31, 2026, there were no material changes to our material cash requirements as previously reported in our Annual Report on Form 10-K for the year ended April 30, 2025.

NON-GAAP FINANCIAL MEASURES

We use non-GAAP financial measures including: net sales excluding divestitures and foreign currency exchange, adjusted gross profit, adjusted operating income, adjusted income, adjusted earnings per share, and free cash flow, as key measures for purposes of evaluating performance internally. We believe that investors’ understanding of our performance is enhanced by disclosing these performance measures. Furthermore, these non-GAAP financial measures are used by management in preparation of the annual budget and for the monthly analyses of our operating results. The Board also utilizes certain non-GAAP financial measures as components for measuring performance for incentive compensation purposes.

Non-GAAP financial measures exclude certain items affecting comparability that can significantly affect the year-over-year assessment of operating results, which include amortization expense and impairment charges related to intangible assets, special project costs, gains and losses on divestitures, the change in net cumulative unallocated derivative gains and losses, and other infrequently occurring items that do not directly reflect ongoing operating results. Income taxes, as adjusted is calculated using an adjusted effective income tax rate that is applied to adjusted income before income taxes and reflects the exclusion of the previously discussed items, as well as any adjustments for one-time tax-related activities, when they occur. While this adjusted effective income tax rate does not generally differ materially from our GAAP effective income tax rate, certain exclusions from non-GAAP results, such as the unfavorable income tax impacts associated with the impairment charges for the Sweet Baked Snacks reporting unit, can significantly impact our adjusted effective income tax rate.

These non-GAAP financial measures are not intended to replace the presentation of financial results in accordance with U.S. GAAP. Rather, the presentation of these non-GAAP financial measures supplements other metrics we use to internally evaluate our business and facilitate the comparison of past and present operations and liquidity. These non-GAAP financial measures may not be comparable to similar measures used by other companies and may exclude certain nondiscretionary expenses and cash payments.

Table of Contents

The following table reconciles certain non-GAAP measures to the comparable GAAP financial measure. See page 27 for a reconciliation of net sales adjusted for certain noncomparable items to the comparable GAAP financial measure.


	Three Months Ended January 31,				Nine Months Ended January 31,
	2026		2025		2026		2025
Gross profit reconciliation:
Gross profit	$	827.8	$	878.1	$	2,172.4	$	2,561.4
Change in net cumulative unallocated derivative gains and losses	(59.3)		(60.0)		90.8		(41.7)
Cost of products sold – special project costs	22.3		1.1		60.7		11.7
Adjusted gross profit	$	790.8	$	819.2	$	2,323.9	$	2,531.4
Operating income (loss) reconciliation:
Operating income (loss)	$	(548.4)	$	(594.0)	$	(84.3)	$	(74.8)
Amortization	50.3		53.9		150.7		165.7
Goodwill impairment charges	507.5		794.3		507.5		794.3
Other intangible assets impairment charges	454.2		208.2		454.2		208.2
Loss (gain) on divestitures – net	—		50.2		—		311.0
Change in net cumulative unallocated derivative gains and losses	(59.3)		(60.0)		90.8		(41.7)
Cost of products sold – special project costs	22.3		1.1		60.7		11.7
Other special project costs	5.0		10.1		16.6		27.9
Adjusted operating income	$	431.6	$	463.8	$	1,196.2	$	1,402.3
Net income (loss) reconciliation:
Net income (loss)	$	(724.2)	$	(662.3)	$	(526.8)	$	(501.8)
Income tax expense (benefit)	72.3		(0.2)		136.8		152.1
Amortization	50.3		53.9		150.7		165.7
Goodwill impairment charges	507.5		794.3		507.5		794.3
Other intangible assets impairment charges	454.2		208.2		454.2		208.2
Loss (gain) on divestitures – net	—		50.2		—		311.0
Change in net cumulative unallocated derivative gains and losses	(59.3)		(60.0)		90.8		(41.7)
Cost of products sold – special project costs	22.3		1.1		60.7		11.7
Other special project costs	5.0		10.1		16.6		27.9
Other expense – special project costs	0.1		—		1.0		—
Other infrequently occurring items:
Other debt charges (gains) – net (A)	—		(30.3)		—		(30.3)

Pension plan termination settlement charge (B)	7.8		—		7.8		—

Adjusted income before income taxes	$	336.0	$	365.0	$	899.3	$	1,097.1
Income taxes, as adjusted	81.5		86.7		217.1		265.1
Adjusted income	254.5		278.3		682.2		$	832.0
Weighted-average shares – assuming dilution (C)	106.9		106.7

J M SMUCKER Co 10-Q