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What changed in Hormel Foods's 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of Hormel Foods's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+345 added311 removedSource: 10-K (2025-12-05) vs 10-K (2024-12-05)

Top changes in Hormel Foods's 2025 10-K

345 paragraphs added · 311 removed · 201 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeAs of October 27, 2024, approximately 50 percent of the Company’s team members had five or more years of service, and the 37-person officer team had an average of 23 years of service. Creating an Inclusive Environment The Company welcomes the diversity, unique skills, thoughts, and experiences of its team members, customers, and consumers.
Biggest changeThe Company considers the tenure of its team members to be an indicator of the success of its retention efforts and is proud of its tenure figures. As of October 26, 2025, approximately 50 percent of the Company’s team members had five or more years of service, and the 38-person officer team had an average of 22 years of service.
PEANUT, NATURAL CHOICE, NUT-RITION, OLD SMOKEHOUSE, OVEN READY, PILLOW PACK, PLANTERS, ROSA GRANDE, SADLER’S SMOKEHOUSE, SKIPPY, SPAM, SQUARE TABLE, SPECIAL RECIPE, VALLEY FRESH, and WHOLLY. The Company’s patents expire after a term that is typically 20 years from the date of filing, with earlier expiration possible based on the Company’s decision whether to pay required maintenance fees.
PEANUT, NATURAL CHOICE, NUT-RITION, OLD SMOKEHOUSE, OVEN READY, PILLOW PACK, PLANTERS, ROSA GRANDE, SADLER’S SMOKEHOUSE, SKIPPY, SPAM, SPECIAL RECIPE, SQUARE TABLE, VALLEY FRESH, and WHOLLY. The Company’s patents expire after a term that is typically 20 years from the date of filing, with earlier expiration possible based on the Company’s decision whether to pay required maintenance fees.
Through effective marketing, a dedicated network of direct and indirect sales personnel, and robust quality assurance programs, the Company’s strategy is to provide high quality products that possess strong brand recognition supported by reliable customer service, to support a higher value proposition for customers.
Through effective marketing, a dedicated network of direct and indirect sales personnel, and robust quality assurance programs, the Company’s strategy is to provide high quality products that possess strong brand recognition supported by reliable customer service, to support a higher value proposition for customers and consumers.
Some of the more significant owned or licensed trademarks used by the Company or its affiliates are: HORMEL, ALWAYS TENDER, APPLEGATE, AUSTIN BLUES, BACON 1, BLACK LABEL, BREAD READY, BURKE, CAFÉ H, CERATTI, CHI-CHI’S, COLUMBUS, COMPLEATS, CORN NUTS, CURE 81, DAN’S PRIZE, DI LUSSO, DINTY MOORE, DON MIGUEL, DOÑA MARIA, EMBASA, FAST ‘N EASY, FIRE BRAISED, FONTANINI, HERDEZ, HORMEL GATHERINGS, HOUSE OF TSANG, JENNIE-O, JUSTIN’S, LA VICTORIA, LAYOUT, LLOYD’S, MARY KITCHEN, MR.
Some of the more significant owned or licensed trademarks used by the Company or its affiliates are: HORMEL, ALWAYS TENDER, APPLEGATE, AUSTIN BLUES, BACON 1, BLACK LABEL, BREAD READY, BURKE, CAFÉ H, CERATTI, CHI-CHI’S, COLUMBUS, COMPLEATS, CORN NUTS, CURE 81, DAN’S PRIZE, DI LUSSO, DINTY MOORE, DON MIGUEL, DOÑA MARIA, EMBASA, FAST ‘N EASY, FIRE BRAISED, FLASH 180, FONTANINI, HERDEZ, HORMEL GATHERINGS, HOUSE OF TSANG, JENNIE-O, JUSTIN’S, LA VICTORIA, LAYOUT, LLOYD’S, MARY KITCHEN, MR.
The Company has a global presence within several major international markets, including Australia, Brazil, Canada, China, England, Indonesia, Japan, Mexico, the Philippines, Singapore, and South Korea. Distribution of export sales to customers is by third party carriers, while the China and Brazil operations also rely on company-owned and operated delivery systems.
The Company has a global presence within several major international markets, including Australia, Brazil, Canada, China, England, Indonesia, Japan, Mexico, the Philippines, Singapore, and South Korea. Distribution of export sales to customers is primarily done by third party carriers, while the China and Brazil operations also rely on company-owned and operated delivery systems.
Products and Distribution The Company develops, processes, and distributes a wide array of food products in a variety of markets and manufactures its products through various processing facilities and trusted co-manufacturers. The Company’s products primarily consist of meat, nuts, and other food products sold across multiple distribution channels, such as United States (U.S.) retail, U.S. foodservice, and internationally.
Products and Distribution The Company develops, processes, and distributes a wide array of food products in a variety of markets and manufactures its products through various processing facilities and trusted co-manufacturers. The Company’s products primarily consist of meat, nuts, and other food products sold across multiple distribution channels, such as U.S. retail, U.S. foodservice, and internationally.
The Company utilizes supply contracts and forward buying strategies in its effort to ensure an adequate supply and mitigate price fluctuations. Human Capital The Company’s employees are the driving force behind innovation, improvement, and success. As of October 27, 2024, the Company had approximately 20,000 active employees, with over 90 percent located within the U.S.
The Company utilizes supply contracts and forward buying strategies in its effort to ensure an adequate supply and mitigate price fluctuations. Human Capital The Company’s employees are the driving force behind innovation, improvement, and success. As of October 26, 2025, the Company had approximately 20,000 active employees, with over 90 percent located within the U.S.
As the Company has shifted its focus toward a more value-added portfolio, it has become increasingly dependent on these suppliers to meet its raw material needs. Certain raw materials, such as cashews, are sourced internationally, which may cause additional risks to pricing and availability.
The Company also purchases raw materials from various suppliers. As the Company has shifted its focus toward a more value-added portfolio, it has become increasingly dependent on these suppliers to meet its raw material needs. Certain raw materials, such as cashews, are sourced internationally, which may cause additional risks to pricing and availability.
The sales team is also responsible for the product portfolio of MegaMex Foods, LLC (MegaMex Foods), a U.S. based Mexican food company, of which the Company owns a minority interest. Additionally, the Company utilizes independent brokers and distributors. Products are primarily distributed by common carrier.
The Company's sales team is also responsible for the product portfolio of MegaMex Foods, a U.S. based Mexican food company, of which the Company owns a minority interest. Additionally, the Company utilizes independent brokers and distributors. Products are primarily distributed by common carriers.
The Company offers competitive compensation packages to its employees and provides a multitude of benefits, including medical, life and disability insurance, contributory and non-contributory retirement savings plans, free post-secondary tuition and tuition reimbursement programs, and two years of tuition-free community and technical college for U.S. employees’ dependent children.
The Company offers competitive compensation packages to its employees and provides a multitude of benefits, including medical, life and disability insurance, contributory and non-contributory retirement savings plans, paid parental leave, tuition reimbursement programs, and two years of tuition-free community and technical college for U.S. employees’ dependent children.
The Company believes it is in compliance with current laws and regulations and does not expect continued compliance to have a material impact on its capital expenditures, earnings, or 4 Table of Contents competitive position.
The Company believes it is in compliance with current laws and regulations and does not expect continued compliance to have a material impact on its capital expenditures, earnings, or competitive position.
In addition to the health care benefits package, the Company’s Inspired Health program aims to cultivate and maintain a culture of health and wellness that is focused on encouraging and empowering team members to make healthy lifestyle choices through awareness, prevention, and positive health behavior changes.
In addition to the health care benefits package, the Company’s wellness programs aim to cultivate and maintain a culture of health and wellness that is focused on encouraging and empowering team members to make healthy lifestyle choices through awareness, prevention, and positive health behavior changes.
Net sales to unaffiliated customers, segment profit, and certain other financial information by segment are reported in Note P - Segment Reporting of the Notes to the Consolidated Financial Statements and in Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Net sales, segment profit, and certain other financial information by segment are reported in Note Q - Segment Reporting of the Notes to the Consolidated Financial Statements and in Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Approximately 20 percent of employees are covered by collective bargaining agreements. Contracts at two of the Company's facilities, covering approximately 300 employees, expire in the next fiscal year. The Company believes it has good relations with its workforce.
At fiscal year end, approximately 20 percent of the Company's employees were covered by collective bargaining agreements. Contracts at two of the Company's facilities, covering approximately 700 employees, expire in the next fiscal year. The Company believes it has good relations with its workforce.
To grow and maintain its competitive position, the Company focuses on meeting consumer preferences, delivering product innovation, and maintaining long-term and lasting relationships with industry partners. Patents and Trademarks There are numerous patents and trademarks important to the Company’s business. As of October 27, 2024, the Company held 22 U.S. and eight foreign patents.
To grow and maintain its competitive position, the Company focuses on meeting customer and consumer preferences, delivering product innovation, and maintaining long-term and lasting relationships with industry partners. Patents and Trademarks There are numerous patents and trademarks important to the Company’s business. As of October 26, 2025, the Company has thirteen U.S.-granted and six foreign-granted patents.
Production costs from raising turkeys are subject to fluctuations in grain prices and fuel costs. To manage input cost risks, the Company uses futures, swaps, and options contracts to hedge a portion of its anticipated purchases. The Company also purchases raw materials from various suppliers.
The majority of the turkeys needed to meet raw material requirements are raised by the Company. Production costs from raising turkeys are subject to fluctuations in input costs, including grain prices and fuel costs. To manage input cost risks, the Company uses futures, swaps, and options contracts to hedge a portion of its anticipated purchases.
Governmental Regulation and Environmental Matters The Company’s operations are subject to regulation by various governmental agencies which oversee areas such as food safety, workforce mobility, environmental laws, animal welfare, financial and tax regulations, and the processing, packaging, storage, distribution, advertising, and labeling of the Company’s products.
These include tobacco cessation resources, confidential mental health support, family-building assistance, and opportunities for professional development. 4 Table of Contents Governmental Regulation and Environmental Matters The Company’s operations are subject to regulation by various governmental agencies which oversee areas such as food safety, workforce mobility, environmental laws, animal welfare, financial and tax regulations, and the processing, packaging, storage, distribution, advertising, and labeling of the Company’s products.
Item 1. BUSINESS General Development of Business Hormel Foods Corporation, a Delaware corporation (collectively, the "Company", "we," "us," and "our"), was founded by George A. Hormel in 1891 in Austin, Minnesota, as Geo. A. Hormel & Company.
Item 1. BUSINESS General Development of Business Hormel Foods Corporation, a Delaware corporation, was founded by George A. Hormel in 1891 in Austin, Minnesota, as Geo. A. Hormel & Company. The Company originated as a processor of meat and food products and continues in this line of business today.
Though the Company has attempted to list comprehensively these important cautionary risk factors, the Company cautions that other factors may in the future prove to be important in affecting the Company’s business or results of operations. The Company cautions readers not to place undue reliance on forward-looking statements, which represent current views as of the date made.
Though the Company has attempted to list comprehensively these important cautionary risk factors, the Company cautions that other factors may in the future prove to be important in affecting the Company’s business or results of operations.
As long as the Company continues to use its trademarks, they are renewed indefinitely.
As long as the Company continues to use its trademarks, they are renewed indefinitely. Available Information The Company's internet website is hormelfoods.com.
To meet its needs for pork raw materials, the Company purchases hogs for the Austin, Minnesota processing facility, enters into long-term supply agreements for pork, and supplements this with spot market purchases of pork. 3 Table of Contents The majority of the turkeys needed to meet raw material requirements are raised by the Company.
The principal raw materials used by the Company include pork, turkey, beef, chicken, and nuts. The Company takes a balanced approach to sourcing its raw materials. To meet its needs for pork raw materials, the Company purchases hogs for the Austin, Minnesota processing facility, enters into long-term supply agreements for pork, and supplements this with spot market purchases of pork.
Inspired Food.™ The Company has continually expanded its product portfolio through organic growth and acquisitions. Today, the Company is a global branded food company bringing some of the most trusted and iconic brands to tables across the globe with approximately $12 billion in annual revenue generated from more than 80 countries.
The Company has expanded its product portfolio through organic growth and acquisitions to become a global branded food company with more than $12 billion in annual revenue.
The Company has licensed companies to manufacture various products internationally on a royalty basis. The Company also has minority positions in food companies in the Philippines (The Purefoods-Hormel Company, Inc., 40 percent holding) and Indonesia (PT Garudafood Putra Putri Jaya Tbk (Garudafood), approximately 30 percent holding).
The Company also has minority interests in food companies in the Philippines (The Purefoods-Hormel Company, Inc., 40 percent holding) and Indonesia (PT Garudafood Putra Putri Jaya Tbk (Garudafood), approximately 30 percent holding). 3 Table of Contents Raw Materials The Company concentrates on the marketing and sale of branded, value-added food products.
Available Information The Company makes available its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 on its website at www.hormelfoods.com .
The Company's Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and amendments to such documents filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (Exchange Act), are available free of charge on the Investors section of the Company's website (investor.hormelfoods.com) as soon as reasonably practicable after the Company files such material with, or furnishes it to, the U.S.
The Company provides learning opportunities for employees through various training courses, including instructor-led internal and external programs and on-the-job training. The Company considers the tenure of its team members to be an important indicator of overall performance and is proud of its tenure figures.
The Company believes investing in the education, training, and development of employees contributes to the overall success of the business. The Company provides learning opportunities for employees through various training courses, including instructor-led internal and external programs and on-the-job training.
Competition The production and sale of meat and food products in the U.S. and internationally is highly competitive. The Company primarily competes with manufacturers of pork and turkey products as well as national and regional producers of other meat and protein sources, such as beef, chicken, fish, nuts, and plant-based proteins.
The Company primarily competes with manufacturers of pork and turkey products as well as national and regional producers of other meat and protein sources, such as beef, chicken, fish, nuts, and plant-based proteins. All operating segments compete on the basis of price, product quality and attributes, brand identification, breadth of product line, and customer service.
Foodservice The Foodservice segment consists primarily of the processing, marketing, and sale of food products for foodservice, convenience store, and commercial customers located in the United States. International The International segment processes, markets, and sells Company products internationally. This segment also includes the results from the Company’s international joint ventures, international equity method investments, and international royalty arrangements.
International The International segment processes, markets, and sells the Company's products through retail and foodservice channels internationally. This segment also includes the results from the Company’s international joint ventures, equity method investments, and royalty arrangements, as well as operations in China and Brazil.
The Company recognizes that team members perform best when they are healthy, and that optimal performance is necessary for the Company to achieve its key results.
The Company conducts safety training for all team members and, during fiscal 2025, completed approximately 1,200 safety assessments each month. The Company recognizes that team members perform best when they are healthy, and that optimal performance is necessary for the Company to succeed.
Walmart is a customer for the Company’s Retail and International segments. The Company’s top five customers collectively represented approximately 37 percent of consolidated gross sales less returns and allowances during fiscal 2024. The loss of one or more of the top customers in any of the reportable segments could have a material adverse effect upon such segment’s financial results.
Sales to the Company’s largest customer, Walmart Inc. and its subsidiaries (Walmart), accounted for 15.6 percent of consolidated gross sales less returns and allowances during fiscal 2025. Walmart is a customer for the Company’s Retail and International segments. The Company’s top five customers collectively represented approximately 38 percent of consolidated gross sales less returns and allowances during fiscal 2025.
Description of Business Segments The Company currently operates with the following three operating and reportable segments: Retail, Foodservice, and International. Retail The Retail segment consists primarily of the processing, marketing, and sale of food products sold predominantly in the retail market in the United States. This segment also includes the results from the Company’s MegaMex Foods, LLC joint venture.
Retail The Retail segment consists primarily of the processing, marketing, and sale of food products sold predominantly in retail channels, including grocery stores, mass merchandisers, club stores, natural food chains, drug, dollar and discount chains, and e-commerce providers in the United States (U.S.). This segment also includes the results from the Company’s MegaMex Foods, LLC (MegaMex Foods) joint venture.
By fostering an inclusive culture, the Company enables every member of the workforce to leverage unique talents and high-performance standards to drive innovation and success. The Company has twelve employee resource groups (ERGs) that support the Company’s mission to create a workplace where all people feel welcomed, respected, and valued.
The Company has nine employee resource groups (ERGs) that support the Company’s mission to create a workplace where all people feel welcomed, respected, and valued. These employee-driven groups play a critical role in the Company’s efforts to create an inclusive environment and provide professional development and mentorship opportunities.
These employee-driven groups play a critical role in the Company’s efforts to create an inclusive environment and provide professional development and mentorship opportunities. Safety, Health, and Wellness The Company’s dedicated corporate safety department develops and administers company-wide policies to ensure the safety of each employee and compliance with Occupational Safety and Health Administration standards and comparable global requirements internationally.
Safety, Health, and Wellness The Company develops and administers policies to ensure the safety of each employee and compliance with Occupational Safety and Health Administration standards in the U.S. and comparable international requirements. The Company also conducts regular audits of Company-owned production facilities to ensure compliance with safety policies.
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The Company started as a processor of meat and food products and continues in this line of business with emphasis on the manufacturing and distribution of branded, value-added consumer items. The Company builds on its founder’s legacy of innovation, quality, and integrity with focus on its purpose statement — Inspired People.
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The Company is built on a foundation of innovation and integrity and a commitment to delivering high-quality, trusted food products across a diverse portfolio of brands and product solutions including Planters ® , SPAM ® , Jennie-O ® , Skippy ® , Applegate ® , Wholly ® , Hormel ® Black Label ® , Fontanini ® , Bacon1 ® , Hormel ® pepperoni, and more than 30 other beloved brands.
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Raw Materials The Company concentrates on the marketing and sale of branded, value-added food products. The principal raw materials used by the Company include pork, turkey, beef, chicken, and nuts. The Company takes what it believes is a balanced approach to sourcing its raw materials.
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The Company is a member of the S&P 500 Index and the S&P 500 Dividend Aristocrats. When used in this report, the terms "we," "our," "us," and the "Company" mean Hormel Foods Corporation and its subsidiaries, collectively, unless the context otherwise requires or indicates.
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In fiscal 2024, the Company provided financial support for a new, third-party operated childcare center in Austin, Minnesota, providing a needed service for team members and the Austin community. The Company believes investing in the education, training, and development of employees contributes to the overall success of the business.
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Description of Business Segments The Company currently operates with the following three reportable segments: Retail, Foodservice, and International.
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As of October 27, 2024, the Company’s U.S. workforce for majority-owned operations was made up of approximately 40 percent female and approximately 60 percent underrepresented minorities. The Company’s U.S. salaried employees for majority-owned operations as of October 27, 2024 was made up of approximately 35 percent female and approximately 25 percent underrepresented minorities.
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Foodservice The Foodservice segment consists primarily of the processing, marketing, and sale of food products to distributors and operators across a wide range of providers of food away from home, including restaurants, hospitality, healthcare, K-12, college and universities, and convenience stores in the U.S.
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The corporate safety department also conducts regular audits of Company-owned production facilities to ensure compliance with Company safety policies. The Company conducts safety training for all team members and, during fiscal 2024, completed approximately 1,200 safety assessments each month.
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The Company has licensed other companies to manufacture various products internationally on a royalty basis.
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This program includes biometric screenings, on-site fitness centers and fitness center discounts, an online health university with robust information and resources, a tobacco cessation program, wellness challenges, and confidential health and wellness support.
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Creating an Inclusive Environment The Company welcomes the unique skills, thoughts, backgrounds, and experiences of its team members, customers, and consumers. By fostering an inclusive culture, the Company enables every member of the workforce to leverage unique talents and high-performance standards to drive innovation and success.
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In addition to compliance with environmental laws and regulations, the Company has set aspirational goals to further improve its sustainability efforts and reduce its environmental impact. These goals are outlined in the Company’s 20 by 30 Challenge and address topics such as renewable sourcing, reducing organic waste and greenhouse gas emissions, supporting regenerative agriculture, packaging sustainability, and reducing food waste.
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This program offers a comprehensive suite of wellness benefits designed to support every aspect of well-being - physical, financial, and professional.
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The Company’s greenhouse gas emissions reduction targets were validated by the Science Based Targets initiative. Significant Customers The Company serves many customers throughout the world across various sales channels. Sales to the Company’s largest customer, Walmart Inc. and its subsidiaries (Walmart), accounted for approximately 16 percent of consolidated gross sales less returns and allowances during fiscal 2024.
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In addition to compliance with environmental laws and regulations, the Company has established guiding principles to support the long-term health of its business and further improve its sustainability efforts and reduce its environmental impact. Significant Customers The Company serves many customers throughout the world across various sales channels.
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All operating segments compete on the basis of price, product quality and attributes, brand identification, breadth of product line, and customer service.
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The loss of one or more of the top customers in any of the reportable segments could have a material adverse effect upon such segment’s financial results. Competition The production and sale of meat and food products in the U.S. and internationally is highly competitive.
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These reports are accessible under the caption, “Investors – Financials – SEC Filings” on the Company’s website and are available as soon as reasonably practicable after such material is electronically filed with or furnished to the Securities and Exchange Commission (SEC). These filings are also available on the SEC’s website at www.sec.gov .
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Securities and Exchange Commission (SEC). In addition, the SEC maintains a website (sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.
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The documents are available in print, free of charge, to any shareholder who requests them. FORWARD-LOOKING STATEMENTS This report contains “forward-looking” information within the meaning of the federal securities laws.
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Investors should note that the Company currently announces material information to its investors and others using filings with the SEC, press releases, public conference calls, webcasts, or its website (hormelfoods.com). Information that the Company posts on its website could be deemed material to investors.
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The “forward-looking” information may include statements concerning the Company’s outlook for the future as well as other statements of beliefs, future plans, strategies, or anticipated events and similar expressions concerning matters that are not historical facts.
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The Company encourages investors, the media, and others interested in the Company to review the information it posts on these channels.
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The Private Securities Litigation Reform Act of 1995 (the Reform Act) provides a “safe harbor” for forward-looking statements to encourage companies to provide prospective information. The Company is filing this cautionary statement in connection with the Reform Act.
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The information on the Company's website is not, and shall not be deemed to be, a part hereof or incorporated into this or any of the Company's other filings with the SEC. 5 Table of Contents FORWARD-LOOKING STATEMENTS This report contains forward-looking statements, which are based on the Company's current assumptions and expectations.
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When used in the Company’s Annual Report to Stockholders, other filings by the Company with the SEC, the Company’s press releases, and oral statements made by the Company’s representatives, the words or phrases “should result,” “believe,” “intend,” “plan,” “are expected to,” “targeted,” “will continue,” “will approximate,” “is anticipated,” “estimate,” “project,” or 5 Table of Contents similar expressions are intended to identify forward-looking statements within the meaning of the Reform Act.
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These statements are typically accompanied by the words "aim," "anticipate," "believe," "could," “estimate,” "expect," “intend,” "may," "might," “plan,” “project,” "seek," “target,” "will," "would," or similar words or expressions.
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Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results and those anticipated or projected.
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The principal forward-looking statements in this report include statements regarding the Company's: future financial and operational performance, fiscal 2026 outlook, expectations regarding commodity markets and raw material costs, intentions regarding future dividends, expectations regarding the Company's strategic initiatives, including the Transform and Modernize initiative and the Company's recent corporate restructuring plan, expectations for the adequacy of and costs associated with the Company's sources of liquidity, expected compliance with debt covenants, expectations regarding its contractual obligations and liabilities, expectations regarding the impact of new accounting pronouncements, expected contributions and payments related to its pension plan, expectations regarding the return on plan assets, expectations regarding the timing and recognition of compensation expenses, and expectations regarding the outcome of, and adequacy of its reserves for, claims, litigation, and the resolution of tax matters.
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In connection with the “safe harbor” provisions of the Reform Act, the Company is identifying risk factors that could affect financial performance and cause the Company’s actual results to differ materially from opinions or statements expressed with respect to future periods.
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All such forward-looking statements are intended to enjoy the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. Although the Company believes there is a reasonable basis for the forward-looking statements, its actual results could be materially different.
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The following discussion of risk factors contains certain cautionary statements regarding the Company’s business, which should be considered by investors and others.
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The most important factors which could cause the Company's actual results to differ from its forward-looking statements are set forth in its description of risk factors included in Part I, Item 1A – Risk Factors to this Form 10-K, which should be read in conjunction with the forward-looking statements in this report.
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Such risk factors should be considered in conjunction with any discussions of operations or results by the Company or its representatives, including any forward-looking discussion, as well as comments contained in press releases, presentations to securities analysts or investors, or other communications by the Company.
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Forward-looking statements speak only as of the date they are made, and the Company does not undertake any obligation to update any forward-looking statement except as otherwise required by law.
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Forward-looking statements are inherently at risk to changes in the Company’s business as well as the national and worldwide economic environment.
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The risks and uncertainties that could cause actual results to differ from those anticipated or projected include, among other things, risks related to the deterioration of economic conditions; risks associated with acquisitions, joint ventures, equity investments, and divestitures; risks and uncertainties associated with intangible assets, including any future goodwill or intangible assets impairment charges; the risk of disruption of operations, including at owned facilities, co-manufacturers, suppliers, logistics providers, customers, or other third-party service providers; the risk that the Company may fail to realize anticipated cost savings or operating profit improvements associated with strategic initiatives, including the Transform and Modernize initiative; risk of loss of a significant contract or unfavorable changes in the Company’s relationships with significant customers; risk of the Company’s inability to protect information technology systems against, or effectively respond to, cyber attacks, security breaches or other IT interruptions, against or involving the Company’s IT systems or those of others with whom it does business; risk of the Company’s failure to timely replace legacy technologies; deterioration of labor relations or labor availability or increases to labor costs; general risks of the food industry, including those related to food safety, such as costs resulting from food contamination, product recalls, the remediation of food safety events at its facilities, including the production disruption at the Suffolk, Virginia, facility, or outbreaks of disease among livestock and poultry flocks; fluctuations in commodity prices and availability of raw materials and other inputs; fluctuations in market demand for the Company’s products, including due to private label products and lower-priced alternatives; risks related to the Company’s ability to respond to changing consumer preferences, diets and eating patterns, and the success of innovation and marketing investments; damage to the Company’s reputation or brand image; risks associated with climate change, or legal, regulatory, or market measures to address climate change; risks of litigation; potential sanctions and compliance costs arising from government regulation; compliance with stringent environmental regulations and potential environmental litigation; and risks arising from the Company’s foreign operations, including geopolitical risk, exchange rate risk, legal, tax, and regulatory risk, and risks associated with tariffs.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

48 edited+64 added31 removed18 unchanged
Biggest changeVolatility in financial markets and the deterioration of national and global economic conditions could impact the Company’s operations as follows: The financial stability of the Company’s customers and suppliers may be compromised, which could result in challenges in collecting accounts receivable or non-performance by suppliers. Unfavorable economic conditions may lead customers and consumers to delay or reduce purchases of the Company’s products. Customer demand for products may not materialize to levels required to achieve the Company’s anticipated financial results or may decline as distributors and retailers seek to reduce inventory positions if there is an economic downturn or economic uncertainty in key markets. The value of the Company’s investments in debt and equity securities may decline, including, most significantly, assets held in pension plans and the trading securities held as part of a rabbi trust to fund supplemental executive retirement plans and deferred compensation plans. 6 Table of Contents Future volatility or disruption in the capital and credit markets could impair the Company’s liquidity or increase costs of borrowing. The Company may be required to redirect cash flow provided by operations or explore alternative strategies, such as disposing of assets, to fulfill the payment of principal and interest on its indebtedness.
Biggest changeIn particular, recent U.S. tariffs imposed or threatened to be imposed on a variety of countries, and any retaliatory actions taken by such countries, could result in the Company incurring additional costs to procure key inputs. Fuel and transportation costs may become inflated and there may be supply chain shortages and delays, as has occurred in recent years. Customer demand for products may not materialize to levels required to achieve the Company’s anticipated financial results or may decline as distributors and retailers seek to reduce inventory positions if there is an economic downturn or economic uncertainty in key markets. The value of the Company’s investments in debt and equity securities may decline, including, most significantly, assets held in pension plans and the trading securities held as part of a rabbi trust to fund supplemental executive retirement plans and deferred compensation plans. Future volatility or disruption in the capital and credit markets could impair the Company’s liquidity or increase costs of borrowing. The Company may be required to redirect cash flow provided by operations or explore alternative strategies, such as disposing of assets, to fulfill the payment of principal and interest on its indebtedness. Volatile fluctuations in market conditions could cause the Company's hedging instruments for its exposure to commodity prices to become ineffective, which could require any gains or losses associated with these instruments to be reported in the Company’s earnings each period.
This may result, in the short-term, in higher or lower live hog costs compared to the cash spot market. Market-based pricing on certain product lines, and lead time required to implement pricing adjustments, may prevent all or part of these cost increases from being recovered, and these higher costs could adversely affect the Company’s short-term financial results.
However, this may result, in the short term, in higher or lower live hog costs compared to the cash spot market. Market-based pricing on certain product lines, and lead time required to implement pricing adjustments, may prevent all or part of these cost increases from being recovered, and these higher costs could adversely affect the Company’s short-term financial results.
The outbreak of such diseases could adversely affect the Company’s supply of raw materials, increase the cost of production, reduce utilization of the Company’s harvest facilities, and reduce earnings.
The outbreak of any such diseases could adversely affect the Company’s supply of raw materials, increase the cost of production, reduce utilization of the Company’s harvest facilities, and reduce earnings.
The Company has made several acquisitions, joint ventures, equity investments, and divestitures in recent years, including the purchase of a minority interest in Garudafood in fiscal 2023 and the divestiture of Hormel Health Labs, LLC in fiscal 2024.
The Company has made several acquisitions, joint ventures, equity investments, and divestitures in recent years, including the purchase of a minority interest in Garudafood in fiscal 2023 and the divestitures of Hormel Health Labs, LLC in fiscal 2024 and Mountain Prairie, LLC in fiscal 2025.
The impact of global climate change may increase these risks due to changes in weather or migratory patterns, which may result in certain types of diseases occurring more frequently or with more intense effects. Additionally, the outbreak of disease may hinder the Company’s ability to market and sell products both domestically and internationally.
The impact of a changing climate may also increase disease risks due to changes in weather or migratory patterns, which may result in certain types of diseases occurring more frequently or with more intense effects. Additionally, the outbreak of disease may hinder the Company’s ability to market and sell products both domestically and internationally.
Impairment testing requires judgment around estimates and assumptions and is impacted by factors such as revenue growth rates, operating margins, tax rates, royalty rates, and discount rates. An unfavorable change in these factors may lead to the impairment of goodwill and/or intangible assets.
Impairment testing requires significant judgment around estimates and assumptions and is impacted by various factors, including revenue growth rates, operating margins, tax rates, royalty rates, and discount rates. An unfavorable change in any of these factors may lead to the impairment of goodwill and/or intangible assets.
The Company’s level of indebtedness may increase to fund future acquisitions, joint ventures, or equity investments. Higher levels of debt may, among other things, impact the Company’s liquidity or credit rating and increase the Company’s exposure to negative fluctuations in interest rates. Any of these risks could impact the Company’s financial results and business reputation.
The Company’s level of indebtedness may increase to fund acquisitions, joint ventures, or equity investments in the future. Higher levels of debt may, among other things, impact the Company’s liquidity or credit rating and increase the Company’s exposure to fluctuations in interest rates. Any of these outcomes could adversely impact the Company's reputation, results of operations, and financial condition.
If an outbreak of ASF were to occur in the U.S., the Company’s supply of hogs and pork could be materially impacted. 9 Table of Contents HPAI was detected within the Company’s turkey supply chain during fiscal 2024 and the first quarter of fiscal 2025. HPAI could continue to be detected in the future.
If an outbreak of ASF were to occur in the U.S., the Company’s supply of hogs and pork could be significantly impacted. Furthermore, HPAI was detected within the Company’s turkey supply chain during fiscal 2024 and fiscal 2025. HPAI could continue to be detected in the future.
These implementations are a major undertaking from a financial, management, and personnel perspective and may prove to be more difficult, costly, or time consuming than expected, and there can be no assurance that these projects will be beneficial to the extent anticipated.
These implementations are a major undertaking from a financial, management, and personnel perspective and may prove to be more difficult, costly, or time consuming than expected, and there can be no assurance that these projects will be beneficial to the extent anticipated. Any of these outcomes could adversely affect the Company's results of operations and financial condition.
The occurrence of any of these events, the implementation of new laws and regulations or stricter interpretation of existing laws or regulations could adversely affect the Company’s financial results. The Company’s foreign operations pose additional risks to the Company’s business. The Company operates its business and markets its products internationally.
The occurrence of any of these events, the implementation of new laws and regulations, or stricter interpretation of existing laws or regulations could adversely affect the Company’s reputation, results of operations, and financial condition. The Company’s foreign operations pose additional risks to the Company’s business.
The Company’s operations are subject to the general risks associated with acquisitions, joint ventures, equity investments, and divestitures. The Company regularly reviews opportunities to support the Company’s strategic initiative of delivering long-term value to shareholders through acquisitions, joint ventures, and equity investments and to divest non-strategic assets.
The Company regularly reviews opportunities to support the Company’s strategic initiative of delivering long-term value to shareholders through acquisitions, joint ventures, and equity investments and to divest non-strategic assets.
The supplies of natural and organic proteins may impact the Company’s ability to ensure a continuing supply of these products. To mitigate this risk, the Company partners with multiple long-term suppliers. International trade barriers and other restrictions or disruptions could result in decreased foreign demand and increased domestic supply of proteins, thereby potentially lowering prices.
The supplies of natural and organic proteins may impact the Company’s ability to ensure a continuing supply of these products. 10 Table of Contents International trade barriers and other restrictions or disruptions could result in decreased foreign demand and increased domestic supply of proteins, thereby potentially lowering prices. The Company occasionally utilizes in-country production to limit this exposure.
The impact of HPAI has reduced and the Company believes it will continue to reduce production volume in the Company’s turkey facilities. The Company is continuing to monitor the situation and will take appropriate actions to protect the health of the turkeys across the supply chain.
Future impacts of HPAI could reduce the production volume in the Company’s turkey facilities. The Company continues to monitor the situation and will take appropriate actions to protect the health of the turkeys across the supply chain.
A significant disruption in the operation of the Company’s manufacturing, supply, or distribution capabilities, whether Company-owned or supported by third parties, could have a negative impact on the Company’s ability to operate its business.
A significant disruption in the operation of the Company’s manufacturing, supply, or distribution capabilities, whether Company-owned or supported by third parties, could have a negative impact on the Company’s ability to operate its business, particularly if such a disruption were to occur at a facility that supports a meaningful amount of the Company’s production, such as its Austin, Minnesota manufacturing facility.
Actions taken to mitigate the impact of any potential disruption, including increasing inventory in anticipation of a potential production or supply interruption, may adversely affect the Company’s financial results. Additionally, labor-related challenges have caused disruptions for many of these providers and may continue to impact the Company’s ability to receive inputs or distribute products.
Actions taken to mitigate the impact of any potential disruption, including investing in capital improvements, redundant supply, or increasing inventory in anticipation of a potential production or supply interruption, may adversely affect the Company’s results of operations. Additionally, labor-related challenges have caused disruptions for Company providers in the past.
Reliance on legacy technology for an extended period may also increase the Company’s IT maintenance expense and risk of system downtime, as well as slow the Company’s adoption of more innovative technologies or ability to benefit from more sophisticated data analytics. Deterioration of labor relations, labor availability or increases in labor costs could harm the Company’s business.
Reliance on legacy technology for an extended period may also increase the Company’s IT maintenance expense and risk of system downtime, as well as slow the Company’s adoption of more innovative technologies or ability to benefit from more sophisticated data analytics. In addition, problems and interruptions associated with implementing technology initiatives could adversely affect the Company's operational efficiency.
International sales are subject to risks related to general economic conditions, imposition of tariffs, quotas, trade barriers and other restrictions, enforcement of remedies in foreign jurisdictions and compliance with applicable foreign laws, and other economic and political uncertainties. All of these risks could result in increased costs or decreased revenues, which could adversely affect the Company’s financial results. Item 1B.
The Company's international sales are subject to risks related to general economic conditions, imposition of tariffs, quotas, trade barriers and other restrictions, enforcement of remedies in foreign jurisdictions and compliance with applicable foreign laws, and other economic and political uncertainties.
If the Company is unsuccessful in developing and introducing new products that resonate with consumers, the return on the Company’s investment in new product development will be less than anticipated and the Company’s efforts to grow sales through innovation will be less successful than expected. 10 Table of Contents Damage to the Company’s reputation or brand image can adversely affect its business.
If the Company is unsuccessful in developing and introducing new products that resonate with consumers, the return on the Company’s investment in new product development will be less than anticipated and the Company’s efforts to grow sales through innovation will be less successful than expected. Any of these outcomes could adversely affect the Company's results of operations and financial condition.
The Company’s business may be adversely affected by changes in national or global economic conditions, including inflation, interest rates, tax rates, availability of capital, energy availability and costs (including fuel surcharges), political developments, civil unrest, and the effects of governmental initiatives to manage economic conditions.
The Company’s business may be adversely affected by changes in national or global economic conditions, including inflation, interest rates, tax rates, availability of capital, energy availability and costs (including fuel surcharges), political developments, civil unrest, terrorist attacks, armed conflicts, public health crises, legal and regulatory actions, immigration policies and trends, and the effects of governmental initiatives to manage economic conditions, including through the imposition of tariffs, quotas, trade barriers, and other restrictions.
The Company relies on its customers to sell its products to ultimate consumers. Disruptions related to significant customers or sales channels could result in a reduction in sales or a change in the mix of products sold. The Company also relies on a variety of third-party service providers to support its operations.
Any disruption to a significant customer or sales channel could result in a reduction in sales or a change in the mix of products sold, which could adversely affect the Company's results of operations. The Company also relies on a variety of third-party service providers to support its operations.
Compliance with these laws and regulations, as well as any modifications, is material to the Company’s business. Some of the Company’s facilities have been in operation for many years and, over time, the Company and other prior operators of these facilities may have generated and disposed of wastes that 11 Table of Contents now may be considered hazardous.
Some of the Company’s facilities have been in operation for many years and, over time, the Company and other prior operators of these facilities may have generated and disposed of waste that now may be considered hazardous.
The Company’s operations, and those of its suppliers, are subject to extensive regulation in the U.S. and abroad, by the U.S. Department of Agriculture, the U.S. Food and Drug Administration, the U.S.
Government regulation, present and future, exposes the Company to potential sanctions and compliance costs that could adversely affect the Company’s business. The Company’s operations, and those of its suppliers, are subject to extensive regulation in the U.S. and abroad, by the U.S. Department of Agriculture, the U.S. Food and Drug Administration, the U.S.
If this initiative does not achieve the expected financial impact in the aggregate or on the expected timeline, the Company’s financial results and ability to meet its long-term growth expectations could be adversely impacted. In addition, the Company is in the midst of multi-year data and technology transformation projects to achieve better analytics, customer service, process efficiencies, and upgrade technologies.
If this initiative does not achieve the expected financial impact in the aggregate or on the expected timeline, the Company’s results of operations and ability to meet its long-term growth expectations could be adversely impacted.
The Company invests in consumer insights and research and development to deliver innovative products that resonate with consumers, appeal to customers, and support sales growth. Consumer preferences for food products are impacted by a variety of factors, including convenience, flavor variety and developments in options for weight management (e.g., the use of medications).
Consumer preferences for food products are impacted by a variety of factors, including convenience, flavor variety, and developments in options for weight management (e.g., the use of medications).
Industry Risks The Company’s operations are subject to the general risks of the food industry.
Industry Risks The Company’s operations are subject to food safety and other risks inherent to the food industry.
Fluctuations in commodity prices and availability of raw materials and other inputs could harm the Company’s earnings.
Any of these outcomes could adversely affect the Company's results of operations and financial condition. Fluctuations in commodity prices and availability of raw materials and other inputs could harm the Company’s results of operations.
These instruments may limit the Company’s ability to benefit from market gains if commodity prices become more favorable than those secured under the Company’s hedging programs.
These instruments may limit the Company’s ability to benefit from market gains if commodity prices become more favorable than those secured under the Company’s hedging programs. 6 Table of Contents The Company’s operations are subject to the risks associated with acquisitions, joint ventures, equity investments, and divestitures.
The Company’s failure to compete successfully on these factors could lead to, among other things, reduced demand for the Company’s brands and products, which could negatively impact the Company’s financial condition and results of operations. The Company faces risks related to its ability to respond to changing consumer preferences, diets and eating patterns, including through its innovation and marketing investments.
The Company’s failure to compete successfully on any of these or other factors could lead to, among other things, reduced demand for the Company’s brands and products, which could negatively impact the Company’s results of operations and financial condition.
Trends in litigation may include class actions involving employees, consumers, competitors, suppliers, shareholders, or others, and claims relating to product liability, contract disputes, antitrust regulations, intellectual property, advertising, labeling, wage and hour laws, employment practices or environmental matters.
These proceedings relate to a wide range of matters, including class actions involving employees, consumers, competitors, suppliers, shareholders, or others, commercial disputes, product liability, contract disputes, antitrust regulations, tax regulations, intellectual property, advertising, labeling, wage and hour laws, employment practices, environmental matters, shareholder actions, securities claims, and other matters relating to the Company's compliance with applicable laws and regulations.
The Company has developed business continuity plans for various disease scenarios and will continue to update these plans, as necessary. There can be no assurance given, however, that these plans will be effective in eliminating the negative effects of any such diseases on the Company’s operating results.
Although the Company has developed business continuity plans for various disease scenarios, there can be no assurance that these plans will be effective in reducing the negative effects of any such diseases on the Company’s results of operations. In recent years, outbreaks of ASF have impacted hog herds in China, Asia, Europe, and the Caribbean.
Sales to the Company's largest customer, Walmart, accounted for approximately 16 percent of consolidated gross sales less returns and allowances during fiscal 2024. Walmart is a customer for the Company’s Retail and International segments. The Company’s top five customers collectively represented approximately 37 percent of consolidated gross sales less returns and allowances during fiscal 2024.
The Company is subject to the risk of unfavorable changes in the Company’s relationships with significant customers, suppliers, distributors, and other third parties. Sales to the Company's largest customer, Walmart, accounted for approximately 16 percent of consolidated gross sales less returns and allowances during fiscal 2025. Walmart is a customer for the Company’s Retail and International segments.
The food products manufacturing industry is subject to the risks posed by a number of factors, including: food contamination caused by disease-producing organisms or pathogens, such as Listeria monocytogenes , Salmonella , and pathogenic E coli .; mislabeling, including with respect to food allergens; food spoilage; claims of false or deceptive advertising; nutritional and health-related concerns; federal, state, and local food processing controls; consumer product liability claims; product tampering; and the possible unavailability and/or expense of liability insurance.
The Company's development, production, and distribution of food products for human consumption subjects it to many risks, including: food contamination caused by disease-producing organisms or pathogens, such as Listeria monocytogenes , Salmonella , and pathogenic E coli ., including contamination caused by the introduction of pathogens as a result of improper handling by customers or consumers (over which the Company has no control); food contamination caused by operational errors by suppliers, co-manufacturers, or in Company-owned facilities; mislabeling, including with respect to food allergens; food spoilage; claims of false or deceptive advertising; 9 Table of Contents nutritional and health-related concerns; federal, state, and local food processing controls; consumer product liability claims; product tampering; and the possible unavailability and/or expense of liability insurance.
If line speeds are required to be slowed, harvest capacity and costs may be negatively impacted. The Company’s manufacturing facilities and products are also subject to ongoing inspection by federal, state, and local authorities. The loss of the availability of government inspectors due to a government furlough could cause disruption to the Company’s manufacturing facilities.
The Company’s manufacturing facilities and products are also subject to ongoing inspection by federal, state, and local authorities. The loss of the availability of government inspectors, including due to a government furlough or reduction in force, could cause disruption to the Company’s manufacturing facilities, which could adversely impact the Company's results of operations.
During the third quarter of fiscal 2024, the Company voluntarily recalled a limited number of Planters ® products due to the potential for contamination of the product with Listeria monocytogenes . Although to-date there have been no reports of illness related to the recalled products, the Company has experienced costs and business impacts associated with the event.
In addition, during the third quarter of fiscal 2024, the Company voluntarily recalled a limited number of Planters ® products due to the potential for contamination of the product with Listeria monocytogenes .
The Company’s ability, and the ability of the Company’s co‑manufacturers, suppliers, and logistics providers to manufacture, supply and distribute the Company’s products is critical to the Company’s success.
The Company is subject to the risk of disruption of operations, including at owned facilities, co-manufacturers, suppliers, logistics providers, customers, or other third-party service providers. The Company’s ability, and the ability of the Company’s co‑manufacturers, suppliers, and logistics providers to manufacture, supply, and distribute the Company’s products is critical to the Company’s success.
Maintaining and enhancing the perception of the reputation of the Company and its key brands is critical to business success.
Damage to the Company’s reputation or brand image could adversely affect its business. Maintaining and enhancing the reputation of the Company and its key brands is critical to the Company's business success. The Company's reputation is largely based on perceptions.
There is also the risk of post-acquisition impairment charges if purchase assumptions are not achieved. Due to the nature of joint ventures and equity investments, these arrangements involve further risks, including the possibility that the Company is unable to execute business strategies and manage operations given limitations of the Company’s control.
As a result, the Company recognized a $163.7 million impairment charge to reduce the investment's carrying amount to estimated fair value. Due to the nature of joint ventures and equity investments, these arrangements involve further risks, including the possibility that the Company is unable to execute business strategies and manage operations given limitations of the Company’s control.
The projects, including updating the Company’s order-to-cash process, are expected to improve the efficiency and effectiveness of certain financial and business transaction processes and the underlying systems environment. Multiple phases of these projects have already been implemented and additional phases are expected to be implemented in the upcoming years.
Multiple phases of these projects have already been implemented, and additional phases are expected to be implemented in the upcoming years.
A failure or delay in implementing the improvements associated with these strategic initiatives could adversely impact the Company’s results, ability to meet its long-term growth expectations, and ability to fund future initiatives. The Company began its Transform and Modernize initiative in the second half of fiscal 2023 with a goal of contributing meaningful operating profit growth through fiscal 2026.
The Company began its Transform and Modernize initiative in the second half of fiscal 2023 with a goal of contributing meaningful operating profit growth through fiscal 2026.
A significant increase in labor costs or a deterioration of labor relations at any of the Company’s owned facilities or co-manufacturing facilities resulting in work slowdowns or stoppages could harm the Company’s financial results. Labor and skilled labor availability challenges could continue to have an adverse effect on the Company’s business.
In addition, a significant increase in labor costs, a reduction of available labor, or a deterioration of labor relations at any of the Company’s owned facilities or co-manufacturing facilities could result in work slowdowns or stoppages, which could adversely affect the Company's reputation, results of operations, and financial condition.
If the Company fails to timely complete this work, the risk of an adverse cybersecurity incident may increase, if, for example, vendors fail to continue to provide security updates.
The Company has invested, and expects to continue investing, in updates to its IT and security infrastructure and capabilities. If the Company fails to effectively implement these updates, the risk of an adverse cybersecurity incident may increase, including for example if vendors fail to continue to provide security updates for legacy technologies.
In addition, these regulations could become more restrictive, which could lead to increased costs for the Company. For example, pork harvest facilities that the Company relies upon in its supply chain are subject to maximum production line speeds. The current maximum line speeds are under review by the government.
In addition, pork harvest facilities that the Company relies upon in its supply chain are currently relying on government-issued waivers to regulations that otherwise limit maximum production line speeds.
IT systems are an important part of the Company’s business operations. The Company also increasingly relies upon third-party service providers for a variety of business functions, including cloud-based services. Cyber incidents are occurring more frequently across U.S. industries and are being made by groups and individuals with a wide range of motives and expertise.
The Company may be adversely impacted if the Company is affected by cybersecurity attacks or other security breaches. IT systems are an important part of the Company’s business operations. The Company also increasingly relies upon third-party service providers for a variety of business functions, including cloud-based services.
Disruption in services from third-party service providers used to support business functions such as benefit plan administration, payroll processing, information technology (IT) and cloud computing services could have a negative impact on the Company’s business. The Company may not realize the anticipated cost savings or operating profit improvements associated with strategic initiatives, including its Transform and Modernize initiative.
Any disruption to services from third-party service providers used to support business functions such as benefit plan administration, payroll processing, 7 Table of Contents information technology (IT), and cloud computing services could adversely affect the Company's business, results of operations, and financial condition.
The Company has been evolving its IT infrastructure but continues to rely on a variety of legacy technologies across its business. The Company is investing significant funds to update its IT infrastructure.
Any damage or disruption to the Company's IT systems could severely interrupt the Company's business operations, including the Company's ability to develop, process, and distribute its products, which could adversely affect its reputation, results of operations, and financial condition. The Company has been evolving its IT infrastructure, but continues to rely on a variety of legacy technologies across its business.
Outbreaks of disease among livestock and poultry flocks could harm the Company’s revenues and operating margins.
If similar events occur in the future or if any other food safety or food industry risks materialize, the Company's reputation, results of operations, and financial condition could be adversely affected. Outbreaks of disease among livestock and poultry flocks could harm the Company’s revenues and operating margins.
The Company occasionally utilizes in-country production to limit this exposure. Market demand for the Company’s products may fluctuate, including due to private label products and lower-priced alternatives.
Any fluctuations in commodity prices or the availability of raw materials and other inputs necessary for the Company's business could adversely affect the Company's results of operations and financial condition. Market demand for the Company’s products may fluctuate, including due to private-label products and lower-priced alternatives.
The Company implements strategic initiatives to achieve a profitable cost structure, operate more profitably, better serve customers, and optimize cash flow. These initiatives may focus on opportunities to improve the procurement, manufacturing, and logistics within the Company’s supply chain as well as general and administrative processes.
These initiatives may focus on opportunities to improve the procurement, manufacturing, and logistics within the Company’s supply chain as well as general and administrative processes. A failure or delay in implementing the improvements associated with these strategic initiatives could adversely impact the Company’s results of operations, ability to meet its long-term growth expectations, and ability to fund future initiatives.
Removed
Decreases in consumer spending rates and shifts in consumer product preferences could also negatively impact the Company.
Added
Any of these or other changes in national and global economic conditions could adversely impact the Company’s results of operations and financial condition, including as follows: ▪ The financial stability of the Company’s customers and suppliers may be compromised, which could result in challenges in collecting accounts receivable or non-performance by suppliers. ▪ Unfavorable economic conditions may lead customers and consumers to delay or reduce purchases of the Company’s products. ▪ The imposition of tariffs, quotas, trade barriers, or other restrictions could increase the cost of key inputs or reduce their availability.
Removed
The Company has no manufacturing operations in Russia, Ukraine, or the Middle East, yet it has experienced inflated fuel costs and supply chain shortages and delays due to the impact of the military conflicts on the global economy.
Added
There is also the risk of post-acquisition impairment charges if purchase assumptions are not achieved, which could adversely affect the Company's results of operations and financial condition.
Removed
If these conflicts or others arise or escalate further, the Company could, among other things, face additional supply chain disruptions, rising prices for oil and other commodities, volatility in capital markets and foreign exchange rates, rising interest rates, or heightened cybersecurity risks, any of which may adversely affect the Company’s business.
Added
For example, based on an assessment in the fourth quarter of fiscal 2025 and in connection with the preparation of the Company's consolidated financial statements, the Company initiated an impairment review of its investment in Garudafood and concluded that the decline in fair value was no longer believed to be temporary.
Removed
The Company manages its exposure to commodity prices through hedging programs that utilize hedge accounting, where qualified, for financial reporting purposes. Volatile fluctuations in market conditions could cause these instruments to become ineffective, which could require any gains or losses associated with these instruments to be reported in the Company’s earnings each period.
Added
During the Company’s fiscal 2025 quantitative impairment testing, the International reporting unit with a goodwill balance of $258.9 million was identified as having modest fair value in excess of its carrying amount and is considered at heightened risk of impairment. Separately, impairments were recognized on the Planters ® and Chi-Chi's ® trade names for $59.1 million and $2.9 million, respectively.
Removed
If a highly pathogenic human disease outbreak developed, such as COVID-19, it may negatively impact the global economy, demand for Company products, the supply chain, the Company’s co-manufacturers, and/or the Company’s workforce availability including leadership, and the Company’s financial results could suffer.
Added
The Justin’s ® trade name was also identified as having heightened risk of impairment. As of October 26, 2025, the total carrying value of indefinite-lived intangible assets considered at heightened risk, including the trade names impaired, was $683.3 million.
Removed
The Company has developed contingency plans to address infectious disease scenarios and the potential impact on its operations and will continue to update these plans, as necessary. There can be no assurance given, however, that these plans will be effective in eliminating the negative effects of any such diseases on the Company’s operating results.
Added
If the Company continues to face unfavorable changes in any of the factors impacting its intangible assets, the Company may be required to record impairment charges in connection with such assets, which could adversely affect the Company's results of operations and financial condition.
Removed
During fiscal 2023, an impairment was indicated for the Justin’s ® trade name, resulting in an impairment charge of $28.4 million. In addition, during fiscal 2023, the Company recorded a $7.0 million impairment charge related to a corporate venturing investment to recognize a decline in fair value not believed to be temporary.
Added
For example, in the fourth quarter of fiscal 2025 a fire occurred at the Company’s Little Rock, Arkansas, peanut butter production facility, which negatively impacted production at the facility.
Removed
Fiscal 2024 net sales for Planters ® snack nuts were negatively impacted by production disruptions at the Suffolk, Virginia, facility. The Company believes these impacts are short term in nature (less than one year) and projects sales to recover to historical levels shortly after supply normalizes.
Added
If the Company’s owned facilities, or key co-manufacturers, suppliers, or logistics providers experience significant labor-related challenges in the future, it could impact the Company’s ability to receive inputs or distribute products. Any of these outcomes could adversely affect the Company's results of operations and financial condition. The Company relies on its customers to sell its products to ultimate consumers.
Removed
Should the impact last longer, or be more severe than currently anticipated, it is likely the Company would have to recognize an impairment charge on this trade name, which is currently valued at $675 million. 7 Table of Contents The Company is subject to the risk of disruption of operations, including at owned facilities, co-manufacturers, suppliers, logistics providers, customers, or other third-party service providers.
Added
The Company may not realize the anticipated cost savings or operating profit improvements associated with strategic initiatives, including its Transform and Modernize initiative. The Company implements strategic initiatives to achieve a profitable cost structure, operate more efficiently, better serve customers, and optimize cash flow.
Removed
The Company is subject to risk of the loss of a significant contract or unfavorable changes in the Company’s relationships with significant customers. The Company is a party to several supply, distribution, contract packaging and other significant contracts. The loss of a significant contract or failure to obtain new significant contracts could adversely affect the Company’s financial results.
Added
Furthermore, in the fourth quarter of fiscal 2025, the Company commenced a corporate restructuring plan, the focus of which is to reduce administrative expenses, improve efficiencies, and align the workforce to the Company’s future needs, while enabling continued investment in the Company’s growth.
Removed
The loss of one or more of the top customers in any of the reportable segments could have a material adverse effect upon such segment’s financial results. The Company may be adversely impacted if the Company is affected by cybersecurity attacks, security breaches, or other IT interruptions, involving its own systems or those with whom it does business.
Added
The program includes a voluntary early retirement program for certain groups of employees, the closing of certain open roles, involuntary role reductions, and making select changes to benefit programs.
Removed
In addition, high-profile data security incidents and IT interruptions at other companies, including companies with whom the Company does business, evidence an external environment that is becoming increasingly challenging.
Added
If the Company is unable to fully realize the anticipated benefits of this corporate restructuring plan, including the reduction of expenses and the enablement of continued investment in the Company's growth, the Company's results of operations could be adversely impacted.
Removed
From time to time, the Company has experienced, and may experience in the future, breaches of security measures due to human error, malfeasance, insider threats, system errors or vulnerabilities or other irregularities, none of which have been material to date.
Added
In addition, the Company is in the midst of multi-year data and technology transformation projects to achieve better analytics, customer service, and process efficiencies and to upgrade technologies. The projects, including updating the Company’s order-to-cash process, are expected to improve the efficiency and effectiveness of certain financial and business transaction processes and the underlying systems environment.
Removed
In addition, from time to time the Company has experienced disruptions to its operations due to IT interruptions at third parties with whom it does business. To date, none of these have been material.
Added
The Company’s top five customers collectively represented approximately 38 percent of consolidated gross sales less returns and allowances during fiscal 2025. The loss of one or more of the top customers in any of the reportable segments could adversely affect the Company's results of operations and financial condition.
Removed
Although the Company has programs in place related to business continuity, disaster recovery, and information security initiatives to maintain the confidentiality, integrity, and availability of systems, business applications, and customer information, the Company may not be able to anticipate or implement effective preventive measures against all potential IT interruptions or cybersecurity threats, especially because, in connection with cybersecurity threats the techniques used change frequently and 8 Table of Contents because attacks can originate from a wide variety of sources, both domestic and foreign.
Added
The Company relies on suppliers, distributors, and other third parties to source key inputs, deliver products to customers, and support its operations. Any termination of, or adverse change in, the Company's relationship with any of these companies could decrease the Company's sales, increase the Company's costs, and negatively impact the Company's results of operations.
Removed
Cybersecurity risk cannot be fully mitigated because of the rapidly evolving nature of the threats, targets, and consequences.
Added
The Company has programs in place to prevent, detect, contain, and respond to cyber incidents.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

7 edited+1 added0 removed11 unchanged
Biggest changeFrequent employee training topics include social engineering, phishing, password protection, confidential data protection, asset use, and mobile security. Training emphasizes the importance of reporting incidents promptly to the Company’s security operations team. The Company also conducts periodic phishing tests with employees and provides employees with easy-to-use tools to report potential phishing emails.
Biggest changeThe Company’s cybersecurity program also includes employee training and education. Frequent employee training topics include social engineering, phishing, password protection, confidential data protection, asset use, and mobile security. Training emphasizes the importance of reporting incidents promptly to the Company’s security operations team.
As a component of the cybersecurity incident response process, the Company conducts attack simulations and exercises and has used third parties to support this work. The Company also maintains business continuity and disaster recovery plans to prepare for potential technology disruptions and to better position the Company to recover from any cybersecurity incident.
As a component of the cybersecurity incident response process, the Company periodically conducts attack simulations and exercises and has used third parties to support this work. The Company also maintains business continuity and disaster recovery plans to prepare for potential technology disruptions and to better position the Company to recover from any cybersecurity incident.
The ERM Executive Committee, comprised of the Company’s senior leadership team, has the ultimate responsibility for overseeing the identification of the key risks facing the Company and meets regularly to discuss the Company’s approach to mitigating those risks. Through the ERM process, cybersecurity has been identified as an important risk facing the Company.
The ERM Executive Committee, comprised of the Company’s senior leadership team, has the ultimate responsibility for managing the identification of the key risks facing the Company and meets regularly to discuss the Company’s approach to mitigating those risks. Through the ERM process, cybersecurity has been identified as an important risk facing the Company.
Components of the program include the following: Investments in security technology, such as vulnerability management tools, malicious software protection, email security, and around-the-clock monitoring; Regular monitoring and updating of the Company’s IT infrastructure, to respond to the dynamic cybersecurity threat environment; Use of third parties to assess, test, validate, and strengthen the cybersecurity program, including penetration testing and the periodic use of a third party to assess the quality and maturity of the program against the NIST Cybersecurity Framework; and Assessing and managing cybersecurity risks associated with the Company’s relationships with third parties, including technology and service providers, through due diligence efforts and the imposition of contractual obligations. 12 Table of Contents The Company’s cybersecurity program also includes employee training and education.
Components of the program include the following: Investments in security technology, such as vulnerability management tools, malicious software protection, email security, and around-the-clock monitoring; Regular monitoring and updating of the Company’s IT infrastructure, to respond to the dynamic cybersecurity threat environment; Use of internal resources and third parties to assess, test, validate, and strengthen the cybersecurity program, and the periodic use of third parties to perform penetration testing and to assess the quality and maturity of the program against the NIST Cybersecurity Framework; and Assessing and managing cybersecurity risks associated with the Company’s relationships with third parties, including technology and service providers, through due diligence efforts and the imposition of contractual obligations.
The Company’s Disclosure Committee also includes a member of the ERM Executive Committee, helping to ensure timely analysis of disclosure obligations relating to cybersecurity events. Cybersecurity Program Components The Company’s cybersecurity program includes a focus on governance, processes, technology, and people.
The Company’s Disclosure Committee also includes members of the ERM Executive Committee, helping to ensure timely analysis of potential disclosure obligations relating to cybersecurity events. 13 Table of Contents Cybersecurity Program Components The Company’s cybersecurity program includes a focus on governance, processes, technology, and people.
Cybersecurity Governance and Oversight Management The Company’s management is responsible for identifying, assessing, and managing the Company’s exposure to cybersecurity risk. The Company has an internal team that is supported by security technologies, third-party experts, and threat intelligence resources in support of cybersecurity risk reduction.
The Company has an internal team that is supported by security technologies, third-party experts, and threat intelligence resources in support of cybersecurity risk reduction.
Risk Factors under the heading “The Company may be adversely impacted if the Company is affected by cybersecurity attacks, security breaches, or other IT interruptions, involving its own systems or those with whom it does business.”
Risk Factors under the heading “The Company may be adversely impacted if the Company is affected by cybersecurity attacks or other security breaches.”
Added
The Company also conducts periodic phishing tests with employees and provides employees with easy-to-use tools to report potential phishing emails. Cybersecurity Governance and Oversight Management The Company’s management is responsible for identifying, assessing, and managing the Company’s exposure to cybersecurity risk.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeTherefore, it is impracticable to disclose them by segment.
Biggest changeTherefore, it is impracticable to disclose them by segment. The facilities outside the U.S. serve the International segment.
The majority of the Company’s property is owned. Leased property is used as needed for production, distribution, and sales. The Company believes its operating facilities are well maintained and suitable for current use.
The majority of the Company’s properties are owned. Leased property is used as needed for production, distribution, and sales. The Company believes its operating facilities are well-maintained and suitable for current use.
Item 2. PROPERTIES The Company’s global headquarters is located in Austin, Minnesota. The Company has various processing plants, warehouses, and operational facilities, mainly located in the U.S. The Company maintains a national sales force through strategic placement of sales offices across the U.S. Properties are also maintained internationally to support global processing and sales.
Item 2. PROPERTIES The Company’s global headquarters is located in Austin, Minnesota. The Company has various processing plants, warehouses, and operational facilities, mainly located in the U.S. The Company maintains a national sales force through strategic placement of sales offices across the U.S. The Company also maintains properties internationally to support global processing and sales.
The Company regularly engages in construction and other capital improvement projects with a focus on value-added capacity projects and automation, as well as projects to support regulatory requirements, maintenance needs, and cost-reduction opportunities. Many of the Company’s domestic properties are utilized by more than one segment and utilization of these facilities can change over time.
The Company regularly engages in construction and other capital improvement projects with a focus on value-added capacity projects and automation, as well as projects to support regulatory requirements, maintenance needs, and cost-reduction opportunities. 14 Table of Contents Many of the Company’s domestic properties are utilized by more than one segment and utilization of these facilities can change over time.
Removed
The facilities outside the U.S. serve the International segment. 13 Table of Contents Area (1) Square feet, in thousands Production Facilities Warehouse/Distribution Centers Administration/Sales/Research Offices Total Leased Owned Arizona — — 2 2 2 — Arkansas 589 250 11 850 261 589 California 352 427 27 806 673 133 Colorado 829 — 10 839 4 835 Florida — — 5 5 5 — Georgia 259 — — 259 — 259 Illinois 738 — 22 760 22 738 Iowa 1,484 659 3 2,146 427 1,719 Kansas 312 — 3 315 3 312 Massachusetts — — 4 4 4 — Michigan — — 3 3 3 — Minnesota 3,692 289 581 4,562 127 4,435 Nebraska 845 — — 845 — 845 New Jersey — — 26 26 26 — North Carolina — — 3 3 3 — Ohio — 453 8 461 322 139 Pennsylvania — 348 9 357 357 — Texas 506 — 5 511 3 508 Utah — 209 — 209 209 — Virginia 625 — — 625 — 625 Washington — — 2 2 2 — Wisconsin 1,225 104 6 1,335 197 1,138 Total Domestic 11,456 2,739 730 14,925 2,650 12,275 Australia — — 2 2 2 — Brazil 440 — 3 443 440 3 China 695 52 88 835 2 833 Total International 1,135 52 93 1,280 444 836 Total Square Feet 12,591 2,791 823 16,205 3,094 13,111 (1) Turkey growout facilities are excluded.
Added
Area (1) Square feet, in thousands Owned Leased Total Minnesota 4,373 162 4,535 Iowa 1,718 427 2,145 Wisconsin 1,218 202 1,420 Arkansas 589 261 850 Nebraska 845 — 845 California 149 673 822 All Other States 2,518 1,249 3,767 Total Domestic 11,410 2,974 14,384 China 756 74 830 Brazil 3 440 443 Indonesia — 18 18 Australia — 2 2 Total International 759 534 1,293 Total Square Feet 12,169 3,508 15,677 (1) Turkey grow-out facilities are excluded.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest change(beverages and convenient foods) 03/2019 to 10/2020 Katherine M. Losness-Larson 59 Senior Vice President, Human Resources 10/2022 to Present Director of Human Resources 10/2018 to 10/2022 Pierre M. Lilly 53 Senior Vice President and Chief Compliance Officer 10/2020 to Present Director of Internal Audit 05/2016 to 10/2020 Kevin L.
Biggest changeLilly 54 Senior Vice President and Chief Compliance Officer 10/2020 to Present Katherine M. Losness-Larson 60 Senior Vice President, Human Resources 10/2022 to Present Director of Human Resources 10/2018 to 10/2022 Kevin L.
(consumer packaged foods) 09/2009 to 04/2022 Mary Katherine Clark 45 Senior Vice President and Chief Communications Officer 03/2024 to Present Vice President of Communications, Mattress Firm Holding Corp. (retailer of mattresses and related products) 10/2022 to 02/2024 Senior Director of Communications, Mattress Firm Holding Corp. 10/2020 to 10/2022 Director of Communications, PepsiCo, Inc.
(consumer packaged foods) 09/2009 to 04/2022 Mary Katherine Clark 46 Senior Vice President and Chief Communications Officer 03/2024 to Present Vice President of Communications, Mattress Firm Holding Corp. (mattresses and related products) 10/2022 to 02/2024 Senior Director of Communications, Mattress Firm Holding Corp. 10/2020 to 10/2022 Pierre M.
Ghingo 52 Executive Vice President, Retail 10/2024 to Present Group Vice President, Retail 09/2024 to 10/2024 Chief Executive Officer, Whisps Acquisition Corporation (cheese and snack foods) 01/2022 to 08/2024 President, Applegate Farms, LLC (subsidiary of registrant) 04/2018 to 01/2022 Mark J.
Ghingo 53 President 07/2025 to Present Executive Vice President, Retail 10/2024 to 07/2025 Group Vice President, Retail 09/2024 to 10/2024 Chief Executive Officer, Whisps Acquisition Corporation (cheese and snack foods) 01/2022 to 08/2024 President, Applegate Farms, LLC (subsidiary of registrant) 04/2018 to 01/2022 Paul R.
(subsidiary of registrant) 12/2017 to 03/2021 Colleen R. Batcheler 50 Senior Vice President, External Affairs, and General Counsel 06/2024 to Present Executive Vice President, General Counsel and Secretary, Hertz Global Holdings, Inc. (vehicle rental) 05/2022 to 04/2024 Executive Vice President, General Counsel and Corporate Secretary, Conagra Brands, Inc.
Batcheler 51 Senior Vice President, External Affairs, General Counsel & Corporate Secretary 05/2025 to Present Senior Vice President, External Affairs, and General Counsel 06/2024 to 05/2025 Executive Vice President, General Counsel and Secretary, Hertz Global Holdings, Inc. (vehicle rental) 05/2022 to 04/2024 Executive Vice President, General Counsel and Corporate Secretary, Conagra Brands, Inc.
Item 4. MINE SAFETY DISCLOSURES Not applicable. 14 Table of Contents Information About Executive Officers The following table provides information regarding the executive officers of the Company as of December 5, 2024: CURRENT OFFICE AND PREVIOUS NAME AGE FIVE YEARS EXPERIENCE DATES James P. Snee 57 Chairman of the Board, President and Chief Executive Officer 11/2017 to Present Jacinth C.
Item 4. MINE SAFETY DISCLOSURES Not applicable. 15 Table of Contents Information about our Executive Officers The following table provides information regarding the executive officers of the Company as of December 5, 2025: CURRENT OFFICE AND PREVIOUS NAME AGE FIVE YEARS EXPERIENCE DATES Jeffrey M.
Myers, Ph.D. 59 Senior Vice President, Research and Development and Quality Control 03/2015 to Present Paul R. Kuehneman 53 Vice President and Controller 02/2022 to Present Assistant Controller 01/2021 to 02/2022 Vice President and CFO, Jennie-O Turkey Store, Inc. (subsidiary of registrant) 05/2016 to 01/2021 No family relationship exists among the executive officers. PART II
Kuehneman 54 Interim Chief Financial Officer and Controller 10/2025 to Present Vice President and Controller 02/2022 to 10/2025 Assistant Controller 01/2021 to 02/2022 Vice President and CFO, Jennie-O Turkey Store, Inc. (subsidiary of registrant) 05/2016 to 01/2021 Colleen R.
Removed
Smiley 56 Executive Vice President and Chief Financial Officer 01/2022 to Present Group Vice President, Corporate Strategy 04/2021 to 12/2021 Vice President and Chief Accounting Officer, LyondellBasell Industries Holdings B.V. (chemicals) 04/2018 to 04/2021 John F.
Added
Ettinger 67 Interim Chief Executive Officer 07/2025 to Present Chair, The Hormel Foundation 07/2024 to 07/2025; 08/2018 to 06/2023 Interim President, the University of Minnesota (public land-grant university) 06/2023 to 06/2024 Board Member, Ecolab, Inc. (water, hygiene, and infection prevention solutions) 05/2015 to 05/2023 Board Member, The Toro Company (landscape equipment) 07/2010 to 05/2023 John F.
Removed
Ourada 59 Group Vice President, Foodservice 03/2018 to Present Swen Neufeldt 51 Group Vice President, Hormel Foods International Corporation 06/2020 to Present Vice President, Meat Products 10/2016 to 06/2020 Steve J. Lykken 54 Group Vice President, Supply Chain 02/2024 to Present Group Vice President, Jennie-O Turkey Store 03/2021 to 02/2024 Senior Vice President/President, Jennie-O Turkey Store, Inc.
Added
Myers, Ph.D. 60 Interim Group Vice President, Supply Chain 04/2025 to Present Senior Vice President, Research and Development and Quality Control 03/2015 to 04/2025 Swen Neufeldt 52 Group Vice President, Hormel Foods International Corporation 06/2020 to Present David F.
Added
Weber 56 Group Vice President, Foodservice 03/2025 to Present Vice President, Foodservice Sales 03/2018 to 03/2025 No family relationship exists among the executive officers and no arrangements or understandings between any executive officer and any other person pertaining to such executive officer's selection as such exist. PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeShareholder Return Performance Graph The following graph shows a comparison of cumulative total shareholder return, calculated on a dividend-reinvested basis, for the Company, the S&P 500 Index, and the S&P 500 Packaged Foods & Meats Index for the five years ended October 27, 2024.
Biggest changeThe Company is dedicated to returning cash to shareholders through dividend payments. Shareholder Return Performance Graph The following graph shows a comparison of cumulative total shareholder return, calculated on a dividend-reinvested basis, for the Company, the S&P 500 Index, and the S&P 500 Packaged Foods & Meats Index for the five years ended October 26, 2025.
The graph assumes $100 was invested in each as of the market close on October 28, 2019. Note that historic stock price performance is not necessarily indicative of future stock price performance. Item 6. RESERVED
The graph assumes $100 was invested in each as of the market close on October 26, 2020. Note that historic stock price performance is not necessarily indicative of future stock price performance. Item 6. RESERVED
As part of the stock split resolution, the number of shares remaining to be repurchased was adjusted proportionately. 15 Table of Contents The maximum number of shares that may yet be purchased under the repurchase plans or programs as of October 27, 2024 is 3,677,494. Dividends The Company has paid dividends for 385 consecutive quarters.
As part of the stock split resolution, the number of shares remaining to be repurchased was adjusted proportionately. As of October 26, 2025, the maximum number of shares that may yet be purchased under the repurchase plans or programs is 3,677,494. Dividends The Company has paid dividends for 389 consecutive quarters.
Holders As of November 27, 2024, there were approximately 9,000 record holders of the Company’s common stock and approximately 242,000 holders whose shares were held in street name by brokerage firms and financial institutions. Issuer Purchases of Equity Securities There were no issuer purchases of equity securities in the quarter ended October 27, 2024.
Holders As of November 24, 2025, there were approximately 8,500 record holders of the Company’s common stock and approximately 260,000 holders whose shares were held in street name by brokerage firms and financial institutions. 16 Table of Contents Issuer Purchases of Equity Securities There were no issuer purchases of equity securities in the quarter ended October 26, 2025.
Removed
On November 25, 2024, the Board of Directors authorized an increase to the annual dividend rate for fiscal 2025 to $1.16 per share, representing the 59th consecutive annual dividend increase. The Company is dedicated to returning cash to shareholders through dividend payments.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. Reserved 16 Item 7. M anagement s Discussion and Analysis of Financial Condition and Results of Operations 16 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 31 Item 8. F inancial Statements and Supplemental Data 32
Biggest changeItem 6. Reserved 17 Item 7. M anagement s Discussion and Analysis of Financial Condition and Results of Operations 17 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 32 Item 8. F inancial Statements and Supplemental Data 34 Item 9. C hanges in and Disagreements with Accountants on Accounting and Financial Disclosure 73 Item 9A.
Added
Controls and Procedures 74 Item 9B. Other Information 74

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

89 edited+53 added54 removed22 unchanged
Biggest changeFourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 27, 2024 October 29, 2023 October 27, 2024 October 29, 2023 Cost of Products Sold (GAAP) $ 2,616,861 $ 2,683,655 $ 9,898,659 $ 10,110,169 Transform and Modernize Initiative (1) (910) (944) (5,557) (944) Adjusted Cost of Products Sold (Non-GAAP) $ 2,615,950 $ 2,682,711 $ 9,893,102 $ 10,109,225 Gross Profit (GAAP) $ 521,230 $ 514,425 $ 2,022,138 $ 1,999,841 Transform and Modernize Initiative (1) 910 944 5,557 944 Adjusted Gross Profit (Non-GAAP) $ 522,140 $ 515,368 $ 2,027,695 $ 2,000,785 SG&A (GAAP) $ 238,587 $ 216,546 $ 1,005,294 $ 942,167 Transform and Modernize Initiative (2) (16,440) (8,397) (47,456) (8,397) Pork Antitrust Litigation Settlements (11,750) Red Meat Wages Antitrust Litigation Settlement (13,500) Poultry Wages Antitrust Litigation Settlement (3,500) Gain on Sale of Business 3,922 3,922 Arbitration Ruling 1,671 (68,329) Adjusted SG&A (Non-GAAP) $ 226,069 $ 209,820 $ 933,010 $ 865,441 Equity in Earnings of Affiliates (GAAP) $ 11,838 $ 541 $ 51,088 $ 42,754 Impairment Charges 6,985 6,985 Adjusted Equity in Earnings of Affiliates (Non-GAAP) $ 11,838 $ 7,526 $ 51,088 $ 49,739 Goodwill and Intangible Impairment (GAAP) $ $ 28,383 $ $ 28,383 Impairment Charges (28,383) (28,383) Adjusted Goodwill and Intangible Impairment (Non-GAAP) $ $ $ $ Operating Income (GAAP) $ 294,481 $ 270,037 $ 1,067,932 $ 1,072,046 Transform and Modernize Initiative (1)(2) 17,350 9,340 53,013 9,340 Pork Antitrust Litigation Settlements 11,750 Red Meat Wages Antitrust Litigation Settlement 13,500 Poultry Wages Antitrust Litigation Settlement 3,500 Gain on Sale of Business (3,922) (3,922) Arbitration Ruling (1,671) 68,329 Impairment Charges 35,368 35,368 Adjusted Operating Income (Non-GAAP) $ 307,909 $ 313,074 $ 1,145,773 $ 1,185,083 23 Table of Contents Fourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 27, 2024 October 29, 2023 October 27, 2024 October 29, 2023 Earnings Before Income Taxes (GAAP) $ 280,030 $ 245,805 $ 1,035,434 $ 1,013,472 Transform and Modernize Initiative (1)(2) 17,350 9,340 53,013 9,340 Pork Antitrust Litigation Settlements 11,750 Red Meat Wages Antitrust Litigation Settlement 13,500 Poultry Wages Antitrust Litigation Settlement 3,500 Gain on Sale of Business (3,922) (3,922) Arbitration Ruling (1,671) 68,329 Impairment Charges 35,368 35,368 Adjusted Earnings Before Income Taxes (Non-GAAP) $ 293,459 $ 288,843 $ 1,113,275 $ 1,126,509 Provision for Income Taxes (GAAP) $ 60,070 $ 50,322 $ 230,803 $ 220,552 Transform and Modernize Initiative (1)(2) 3,730 1,915 11,739 1,915 Pork Antitrust Litigation Settlements 2,644 Red Meat Wages Antitrust Litigation Settlement 2,930 Poultry Wages Antitrust Litigation Settlement 760 Gain on Sale of Business (843) (843) Arbitration Ruling (343) 14,847 Impairment Charges 7,250 7,250 Adjusted Provision for Income Taxes (Non-GAAP) $ 62,957 $ 59,145 $ 248,031 $ 244,565 Net Earnings Attributable to Hormel Foods Corporation (GAAP) $ 220,196 $ 195,935 $ 805,038 $ 793,572 Transform and Modernize Initiative (1)(2) 13,620 7,426 41,274 7,426 Pork Antitrust Litigation Settlements 9,106 Red Meat Wages Antitrust Litigation Settlement 10,571 Poultry Wages Antitrust Litigation Settlement 2,741 Gain on Sale of Business (3,078) (3,078) Arbitration Ruling (1,328) 53,482 Impairment Charges 28,118 28,118 Adjusted Net Earnings Attributable to Hormel Foods Corporation (Non-GAAP) $ 230,738 $ 230,150 $ 865,650 $ 882,597 Diluted Earnings Per Share (GAAP) $ 0.40 $ 0.36 $ 1.47 $ 1.45 Transform and Modernize Initiative (1)(2) 0.02 0.01 0.08 0.01 Pork Antitrust Litigation Settlements 0.02 Red Meat Wages Antitrust Litigation Settlement 0.02 Poultry Wages Antitrust Litigation Settlement Gain on Sale of Business (0.01) (0.01) Arbitration Ruling 0.10 Impairment Charges 0.05 0.05 Adjusted Diluted Earnings Per Share (Non-GAAP) $ 0.42 $ 0.42 $ 1.58 $ 1.61 Fourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 27, 2024 October 29, 2023 October 27, 2024 October 29, 2023 SG&A as a Percent of Net Sales (GAAP) 7.6 % 6.8 % 8.4 % 7.8 % Transform and Modernize Initiative (2) (0.5) (0.3) (0.4) (0.1) Pork Antitrust Litigation Settlements (0.1) Red Meat Wages Antitrust Litigation Settlement (0.1) Poultry Wages Antitrust Litigation Settlement Gain on Sale of Business 0.1 Arbitration Ruling 0.1 (0.6) Adjusted SG&A as a Percent of Net Sales (Non-GAAP) 7.2 % 6.6 % 7.8 % 7.1 % (1) Comprised primarily of asset write-offs related to portfolio optimization.
Biggest changeFourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024 Cost of Products Sold (GAAP) $ 2,740,820 $ 2,616,861 $ 10,214,344 $ 9,898,659 Transform and Modernize Initiative (1) (5,406) (910) (9,380) (5,557) Adjusted Cost of Products Sold (Non-GAAP) $ 2,735,413 $ 2,615,950 $ 10,204,964 $ 9,893,102 Gross Profit (GAAP) $ 444,842 $ 521,230 $ 1,891,816 $ 2,022,138 Transform and Modernize Initiative (1) 5,406 910 9,380 5,557 Adjusted Gross Profit (Non-GAAP) $ 450,248 $ 522,140 $ 1,901,196 $ 2,027,695 SG&A (GAAP) $ 223,466 $ 238,587 $ 996,624 $ 1,005,294 Transform and Modernize Initiative (2) (13,697) (16,440) (54,926) (47,456) Gain (Loss) on Sale of Business 3,922 (11,324) 3,922 Corporate Restructuring Plan (594) (594) Litigation Settlements 11,000 10,760 (28,750) Adjusted SG&A (Non-GAAP) $ 220,175 $ 226,069 $ 940,540 $ 933,010 Equity in Earnings of Affiliates (GAAP) $ (148,453) $ 11,838 $ (105,839) $ 51,088 Impairment Charges 163,711 163,711 Adjusted Equity in Earnings of Affiliates (Non-GAAP) $ 15,259 $ 11,838 $ 57,873 $ 51,088 Goodwill and Intangible Impairment (GAAP) $ 70,751 $ $ 70,751 $ Impairment Charges (70,751) (70,751) Adjusted Goodwill and Intangible Impairment (Non-GAAP) $ $ $ $ Operating Income (GAAP) $ 2,172 $ 294,481 $ 718,603 $ 1,067,932 Impairment Charges 234,462 234,462 Transform and Modernize Initiative (1)(2) 19,104 17,350 64,305 53,013 (Gain) Loss on Sale of Business (3,922) 11,324 (3,922) Corporate Restructuring Plan 594 594 Litigation Settlements (11,000) (10,760) 28,750 Adjusted Operating Income (Non-GAAP) $ 245,332 $ 307,909 $ 1,018,528 $ 1,145,773 Other Income (Expense), Net (GAAP) $ (9,831) $ (1,531) $ (1,344) $ 8,224 Corporate Restructuring Plan 12,696 12,696 Adjusted Other Income (Expense), Net (Non-GAAP) $ 2,865 $ (1,531) $ 11,352 $ 8,224 Earnings (Loss) Before Income Taxes (GAAP) $ (21,627) $ 280,030 $ 663,449 $ 1,035,434 Impairment Charges 234,462 234,462 Transform and Modernize Initiative (1)(2) 19,104 17,350 64,305 53,013 Corporate Restructuring Plan 13,290 13,290 (Gain) Loss on Sale of Business (3,922) 11,324 (3,922) Litigation Settlements (11,000) (10,760) 28,750 Adjusted Earnings (Loss) Before Income Taxes (Non-GAAP) $ 234,229 $ 293,459 $ 976,071 $ 1,113,275 24 Table of Contents Fourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024 Provision for Income Taxes (GAAP) $ 34,577 $ 60,070 $ 185,684 $ 230,803 Impairment Charges 17,332 17,332 Transform and Modernize Initiative (1)(2) 5,833 3,730 15,792 11,739 Corporate Restructuring Plan 3,256 3,256 (Gain) Loss on Sale of Business (843) 2,469 (843) Litigation Settlements (2,688) (2,636) 6,333 Adjusted Provision for Income Taxes (Non-GAAP) $ 58,310 $ 62,957 $ 221,898 $ 248,031 Net Earnings (Loss) Attributable to Hormel Foods Corporation (GAAP) $ (56,137) $ 220,196 $ 478,197 $ 805,038 Impairment Charges 217,130 217,130 Transform and Modernize Initiative (1)(2) 13,271 13,620 48,513 41,274 Corporate Restructuring Plan 10,035 10,035 (Gain) Loss on Sale of Business (3,078) 8,855 (3,078) Litigation Settlements (8,312) (8,124) 22,417 Adjusted Net Earnings (Loss) Attributable to Hormel Foods Corporation (Non-GAAP) $ 175,987 $ 230,738 $ 754,606 $ 865,650 Diluted Earnings (Loss) Per Share (GAAP) $ (0.10) $ 0.40 $ 0.87 $ 1.47 Impairment Charges 0.39 0.39 Transform and Modernize Initiative (1)(2) 0.02 0.02 0.09 0.08 Corporate Restructuring Plan 0.02 0.02 (Gain) Loss on Sale of Business (0.01) 0.02 (0.01) Litigation Settlements (0.02) (0.01) 0.04 Adjusted Diluted Earnings (Loss) Per Share (Non-GAAP) $ 0.32 $ 0.42 $ 1.37 $ 1.58 Fourth Quarter Ended Fiscal Year Ended in thousands, except per share amounts October 26, 2025 October 27, 2024 October 26, 2025 October 27, 2024 SG&A as a Percent of Net Sales (GAAP) 7.0 % 7.6 % 8.2 % 8.4 % Transform and Modernize Initiative (2) (0.4) (0.5) (0.5) (0.4) Corporate Restructuring Plan Gain (Loss) on Sale of Business 0.1 (0.1) Litigation Settlements 0.3 0.1 (0.2) Adjusted SG&A as a Percent of Net Sales (Non-GAAP) 6.9 % 7.2 % 7.8 % 7.8 % (1) Comprised primarily of asset write-offs, equipment relocation expenses, and severance related to supply chain and portfolio optimization.
These debt covenants limit the ability of the Company to, among other things, incur debt for borrowed money secured by certain liens, or engage in certain sale and leaseback transactions, and the covenants require the Company to maintain certain consolidated leverage ratios.
These debt covenants limit the ability of the Company to, among other things, incur debt for borrowed money secured by certain liens, or engage in certain sale and leaseback transactions, and the covenants require the Company to maintain certain consolidated financial ratios.
See Note L - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information. 27 Table of Contents Borrowing Capacity As a source of short-term financing, the Company maintains a $750 million unsecured revolving credit facility.
See Note M - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information. 28 Table of Contents Borrowing Capacity As a source of short-term financing, the Company maintains a $750 million unsecured revolving credit facility.
The Company is required by certain covenants in its debt agreements to maintain specified levels of financial ratios and financial position. See Note L - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information. (3) Represents pension and other post-retirement benefit payments related to the Company’s unfunded defined benefit plans.
The Company is required by certain covenants in its debt agreements to maintain specified levels of financial ratios and financial position. See Note M - Long-term Debt and Other Borrowing Arrangements of the Notes to the Consolidated Financial Statements for additional information. (3) Represents pension and other postretirement benefit payments related to the Company’s unfunded defined benefit plans.
Debt As of October 27, 2024, the Company’s outstanding debt included $2.9 billion of fixed rate unsecured senior notes due in fiscal 2027, 2028, 2030, and 2051 with interest payable semi-annually. During fiscal 2024, the Company made $69 million of interest payments and the Company expects to make $73 million of interest payments in fiscal 2025 on these notes.
Debt As of October 26, 2025, the Company’s outstanding debt included $2.9 billion of fixed rate unsecured senior notes due in fiscal 2027, 2028, 2030, and 2051 with interest payable semi-annually. During fiscal 2025, the Company made $73 million of interest payments, and the Company expects to make $73 million of interest payments in fiscal 2026 on these notes.
As of October 27, 2024, the Company had $20.1 million of unrecognized tax benefits, including estimated interest and penalties, recorded in Other Long-term Liabilities. Goodwill and Other Indefinite-Lived Intangibles Description: Other indefinite-lived intangible assets primarily include trade names obtained through business acquisitions which are originally recorded at their estimated fair values at the date of acquisition.
As of October 26, 2025, the Company had $20.2 million of unrecognized tax benefits, including estimated interest and penalties, recorded in Other Long-term Liabilities. Goodwill and Other Indefinite-Lived Intangibles Description: Other indefinite-lived intangible assets primarily include trade names obtained through business acquisitions which are originally recorded at their estimated fair values at the date of acquisition.
Pension and Other Post-Retirement Benefits Description: The Company sponsors several defined benefit pension and post-retirement health care benefit plans and recognizes the associated expenses, assets, and liabilities.
Pension and Other Postretirement Benefits Description: The Company sponsors several defined benefit pension and postretirement health care benefit plans and recognizes the associated expenses, assets, and liabilities.
The Company repaid a portion of long-term debt by using existing cash on hand and the proceeds from new debt issued in fiscal 2024. Cash provided by operating activities has been sufficient to cover dividend payments and capital expenditures during fiscal 2024.
Cash provided by operating activities along with existing cash on hand was sufficient to cover dividend payments and capital expenditures during fiscal 2025. The Company repaid a portion of long-term debt by using existing cash on hand and the proceeds from new long-term debt issued in fiscal 2024.
These non-GAAP measures are not calculated in accordance with GAAP and may be different from non-GAAP measures used by other companies. Transform and Modernize (T&M) Initiative In the fourth quarter of fiscal 2023, the Company announced a multi-year T&M initiative.
Non-GAAP measures are not intended to be a substitute for GAAP measures in analyzing financial performance. These non-GAAP measures are not calculated in accordance with GAAP and may be different from non-GAAP measures used by other companies. Transform and Modernize (T&M) Initiative In the fourth quarter of fiscal 2023, the Company announced a multi-year T&M initiative.
Benefit payments reflect expectations for the next ten years as estimates are not readily available beyond that point. See Note G - Pension and Other Post-Retirement Benefits of the Notes to the Consolidated Financial Statements for additional information. (4) See Note K - Leases of the Notes to the Consolidated Financial Statements for additional detail.
Benefit payments reflect expectations for the next ten years as estimates are not readily available beyond that point. See Note H - Pension and Other Postretirement Benefits of the Notes to the Consolidated Financial Statements for additional information. (4) See Note L - Leases of the Notes to the Consolidated Financial Statements for additional detail.
Fiscal 2025 Outlook (2) : The Company continues to navigate through a dynamic consumer and operating environment.
Fiscal 2026 Outlook: The Company continues to navigate through a dynamic consumer and operating environment.
See Note F - Derivatives and Hedging and Note J - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information. (2) As of October 27, 2024, the Company’s outstanding debt included unsecured senior notes due in fiscal 2027, 2028, 2030, and 2051.
See Note G - Derivatives and Hedging and Note K - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information. (2) As of October 26, 2025, the Company’s outstanding debt included unsecured senior notes due in fiscal 2027, 2028, 2030, and 2051.
SEGMENT RESULTS Net sales and segment profit for each of the Company’s reportable segments are set forth below. The Company does not allocate deferred compensation, non-recurring expenses associated with the T&M initiative, investment income, interest expense, or interest income to its segments when measuring performance. The Company also retains various other income and expenses at the corporate level.
SEGMENT RESULTS Net sales and segment profit for each of the Company’s reportable segments are set forth below. The Company does not allocate deferred compensation, non-recurring expenses associated with the T&M initiative, corporate restructuring plan costs, and interest and other income and expense to its segments when measuring performance.
The lending commitments under the facility are scheduled to expire on May 6, 2026, at which time the Company will be required to pay in full all obligations then outstanding. As of October 27, 2024, the Company had no outstanding borrowings from this facility. Debt Covenants The Company’s debt agreements contain customary terms and conditions including representations, warranties, and covenants.
The lending commitments under the facility are scheduled to expire on March 25, 2030, at which time the Company will be required to pay in full all obligations then outstanding. As of October 26, 2025, the Company had no outstanding borrowings under this facility. Debt Covenants The Company’s debt agreements contain customary terms and conditions including representations, warranties, and covenants.
A one-percentage-point change in these rates would have the following effects: One-Percentage-Point Benefit Cost Benefit Obligation In millions Increase Decrease Increase Decrease Pension Benefits Discount Rate $ (13.2) $ 15.8 $ (133.5) $ 162.4 Expected Long-term Rate of Return on Plan Assets (12.9) 12.9 Rate of Future Compensation Increase 3.1 (2.7) 4.3 (3.7) Interest Crediting Rate 5.6 (4.7) 16.8 (14.2) Post-retirement Benefits Discount Rate $ (0.2) $ (0.9) $ (13.8) $ 16.0 Health Care Cost Trend Rate 0.9 (0.8) 15.8 (13.9) As of October 27, 2024, the Company had $87.3 million of private equity and real estate funds and $724.5 million of investments carried at NAV.
A one-percentage-point change in these rates would have the following effects: One-Percentage-Point Benefit Cost Benefit Obligation In millions Increase Decrease Increase Decrease Pension Benefits Discount Rate $ (10.5) $ 15.2 $ (134.9) $ 164.2 Expected Long-term Rate of Return on Plan Assets (13.2) 13.2 Rate of Future Compensation Increase 1.5 (1.2) 2.0 (1.4) Interest Crediting Rate 6.6 (5.4) 22.0 (18.3) Postretirement Benefits Discount Rate $ (0.3) $ 0.2 $ (12.5) $ 14.5 Health Care Cost Trend Rate 0.9 (0.8) 14.4 (12.7) As of October 26, 2025, the Company had $82.3 million of private equity and real estate funds and $685.8 million of investments carried at NAV.
Variances larger than specified thresholds are investigated further to verify the reported values are reasonable. See Note G - Pension and Other Post-Retirement Benefits of the Notes to the Consolidated Financial Statements for additional information. 30 Table of Contents
Variances larger than specified thresholds are investigated further to verify the reported values are reasonable. See Note H - Pension and Other Postretirement Benefits of the Notes to the Consolidated Financial Statements for additional information.
Capital expenditures in fiscal 2024 were $256 million, including investments in capacity expansions for Hormel ® Fire Braised ® products, Applegate ® products and the Jiaxing, China, facility. The Company continues to prioritize investments in growth, innovation, cost savings, automation, and maintenance. Dividends paid to shareholders were a record $615 million.
Capital expenditures in fiscal 2025 were $311 million, including investments in capacity expansions for Hormel ® Fire Braised™ and Applegate ® products, data and technology, people and animal safety, and the Jiaxing, China, facility. The Company continues to prioritize investments in growth, innovation, cost savings, automation, and maintenance. Dividends paid to shareholders were a record $633 million.
Legal Matters From time to time, the Company incurs expenses related to discrete legal matters that the Company believes are not indicative of the Company’s core operating performance, do not reflect expected future operating costs, and may not be meaningful when comparing the Company’s operating performance against that of prior periods. The Company adjusts for (i.e., excludes) these expenses.
Legal Matters From time to time, the Company receives proceeds or incurs expenses related to discrete legal matters that the Company believes are not indicative of the Company’s core operating performance, do not reflect expected future operating income or costs, and are not meaningful when comparing the Company’s operating performance against that of prior periods.
The Company’s strategic investments in the T&M initiative are expected to cease at the end of the investment period, are not expected to recur in the foreseeable future, and are not considered representative of the Company’s underlying operating performance.
The Company’s strategic investments in the T&M initiative are expected to cease at the end of the investment period. T&M charges, corporate restructuring plan expenses, and other estimated non-recurring items are not expected to recur in the foreseeable future and are not considered representative of the Company’s underlying operating performance.
As of October 27, 2024, the Company was in compliance with all covenants in its debt agreements and expects to maintain compliance in the future. Cash Held by International Subsidiaries As of October 27, 2024, the Company’s international subsidiaries held $225 million of cash and cash equivalents. The Company maintains all undistributed earnings as permanently reinvested.
As of October 26, 2025, the Company was in compliance with all covenants in its debt agreements and expects to maintain compliance in the future. Cash Held by International Subsidiaries As of October 26, 2025, the Company’s international subsidiaries held $218 million of cash and cash equivalents.
Fiscal 2025 Outlook Diluted Earnings per Share (GAAP) $ 1.51 - $ 1.65 Transform and Modernize Initiative 0.07 - 0.07 Adjusted Diluted Earnings per Share (Non-GAAP) $ 1.58 - $ 1.72 Supplemental Financial Measures (Non-GAAP) EBIT and EBITDA (Non-GAAP) The Company provides earnings before interest and taxes (EBIT) and earnings before interest, taxes, depreciation, and amortization (EBITDA) because it believes these measures are useful to management and investors as indicators of operating performance net of non-operating income and expenses, and because they are commonly used to benchmark the Company’s performance.
Supplemental Financial Measures (Non-GAAP) EBIT and EBITDA (Non-GAAP) The Company provides earnings before interest and taxes (EBIT) and earnings before interest, taxes, depreciation, and amortization (EBITDA) because it believes these measures are useful to management and investors as indicators of operating performance net of non-operating income and expenses, and because they are commonly used to benchmark the Company’s performance.
The most notable projects in fiscal 2024 were investments for capacity expansions in Barron, Wisconsin and at the Jiaxing, China, facility.
Significant projects ongoing during fiscal 2025 and fiscal 2024 were for capacity expansions in Barron, Wisconsin and at the Jiaxing, China facility.
This matter was settled in the fourth quarter of fiscal 2023. 22 Table of Contents Gain on Sale of Business In the fourth quarter of fiscal 2024, the Company sold the Hormel Health Labs business, resulting in a gain on the sale.
In the fourth quarter of fiscal 2024, the Company sold the Hormel Health Labs business, resulting in a gain on the sale.
A review of fiscal 2023 performance compared to fiscal 2022 is set forth in Part II, Item 7 of the Company’s Form 10-K for the fiscal year ended October 29, 2023, under the caption "Management’s Discussion and Analysis of Financial Condition and Results of Operations," which is incorporated herein by reference.
A review of fiscal 2024 performance compared to fiscal 2023 is set forth in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended October 27, 2024, under the caption "Management’s Discussion and Analysis of Financial Condition and Results of Operations," which is incorporated herein by reference. 17 Table of Contents The Company discloses certain measures not defined by U.S.
Risks to this outlook include a softening of foodservice industry demand, lower-than-expected raw material markets which through market-based pricing can negatively impact net sales, and higher-than-expected operating costs.
In fiscal 2026, the Company anticipates year-over-year growth for volume, net sales, and segment profit in its Foodservice segment. Risks to this outlook include a softening of foodservice industry demand, lower-than-expected raw material markets which through market-based pricing can negatively impact net sales, and higher-than-expected operating costs.
In presenting non-GAAP measures, the Company adjusts for (i.e., excludes) expenses for this initiative that are non-recurring, comprised primarily of project-based external consulting fees and asset write-offs related to portfolio optimization (i.e., reducing the complexity and optimizing the assortment of the product portfolio).
In presenting non-GAAP measures, the Company adjusts for (i.e., excludes) expenses for this initiative that are non-recurring, which are primarily project-based external consulting fees and expenses related to supply chain and portfolio optimization (e.g., asset write-offs, severance, or relocation-related costs).
The Company believes the one-time benefit from the sale is not reflective of the Company’s ongoing operating cost structure, is not indicative of the Company’s core operating performance, and may not be meaningful when comparing the Company’s operating performance against that of prior periods. Thus, the Company adjusted for (i.e. excluded) the gain.
The Company believes the one-time benefit or detriment from these sales, including transaction costs, are not reflective of the Company’s ongoing operating cost structure, are not indicative of the Company’s core operating performance, and are not meaningful when comparing the Company’s operating performance against that of prior periods. Thus, the Company has adjusted for (i.e. excluded) these impacts.
Equity in earnings of affiliates is included in segment profit; however, earnings attributable to the Company’s corporate venturing investments and noncontrolling interests are excluded. These items are included below as Net Unallocated Expense and Noncontrolling Interest when reconciling to Earnings Before Income Taxes. The Company is an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets.
The Company also retains various other income and expenses at the corporate level. Equity in earnings of affiliates is included in segment profit; however, earnings attributable to the Company’s corporate venturing investments and noncontrolling interests are excluded. These items are included below as Net Unallocated Expense and Noncontrolling Interest when reconciling to Earnings Before Income Taxes.
In fiscal 2023, accounts payable and accrued expenses decreased $141 million related to the timing of payments and lower promotional and incentive compensation expenses. Cash Provided by (Used in) Investing Activities Capital expenditures were $256 million and $270 million in fiscal 2024 and 2023, respectively.
In fiscal 2024, accounts payable and accrued expenses decreased $27 million related to the timing of payments which was partially offset by higher employee-related and promotional expenses. Cash Provided by (Used in) Investing Activities Capital expenditures were $311 million and $256 million in fiscal 2025 and 2024, respectively.
Sensitivity of Estimate to Change: The assumed discount rate, expected long-term rate of return on plan assets, rate of future compensation increase, interest crediting rate, and the health care cost trend rate have a significant impact on the amounts reported for the benefit plans.
Other benefit plan investments are measured at net asset value (NAV) per share of the fund’s underlying investments as a practical expedient. 31 Table of Contents Sensitivity of Estimate to Change: The assumed discount rate, expected long-term rate of return on plan assets, rate of future compensation increase, interest crediting rate, and the health care cost trend rate have a significant impact on the amounts reported for the benefit plans.
The standby letters of credit are primarily related to the Company’s self-insured workers' compensation programs. This amount includes revocable standby letters of credit totaling $2.7 million for obligations of an affiliated party that may arise under workers' compensation claims.
This amount includes revocable standby letters of credit totaling $3 million for obligations of an affiliated party that may arise under workers' compensation claims.
For the year ended October 27, 2024, the Company had $1.3 billion and $191.6 million in pension benefit obligation and post-retirement benefit obligation, respectively. For fiscal 2025, the Company expects pension benefit costs of $44.9 million and post-retirement benefit costs of $9.9 million.
For the year ended October 26, 2025, the Company had $1.4 billion and $172.6 million in pension benefit obligation and postretirement benefit obligation, respectively. For fiscal 2026, the Company expects pension benefit costs of $32.3 million and postretirement benefit costs of $7.7 million.
Fiscal Year Ended In thousands October 27, 2024 October 29, 2023 EBIT (Non-GAAP): Net Earnings Attributable to Hormel Foods Corporation $ 805,038 $ 793,572 Plus: Income Tax Expense 230,803 220,552 Plus: Interest Expense 80,894 73,402 Less: Interest and Investment Income 48,396 14,828 EBIT (Non-GAAP) $ 1,068,339 $ 1,072,698 EBITDA (Non-GAAP): EBIT per above 1,068,339 1,072,698 Plus: Depreciation and Amortization 257,756 253,311 EBITDA (Non-GAAP) $ 1,326,095 $ 1,326,009 LIQUIDITY AND CAPITAL RESOURCES When assessing its liquidity and capital resources, the Company evaluates cash and cash equivalents, short-term and long-term investments, income from operations, and borrowing capacity.
Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 EBIT (Non-GAAP): Net Earnings Attributable to Hormel Foods Corporation $ 478,197 $ 805,038 Plus: Income Tax Expense 185,684 230,803 Plus: Interest Expense 78,038 80,894 Less: Interest Income 24,227 40,172 Less: Other Income (Expense), Net (1,344) 8,224 EBIT (Non-GAAP) $ 719,036 $ 1,068,339 EBITDA (Non-GAAP): EBIT per above 719,036 1,068,339 Plus: Depreciation and Amortization 263,901 257,756 EBITDA (Non-GAAP) $ 982,937 $ 1,326,095 LIQUIDITY AND CAPITAL RESOURCES When assessing its liquidity and capital resources, the Company evaluates cash and cash equivalents, short-term and long-term investments, income from operations, and borrowing capacity.
If the carrying value of the reporting unit or indefinite-lived intangible asset exceeds the estimated fair value, it is considered impaired which requires a reduction to earnings. See Note A - Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements for additional details regarding the Company’s procedures.
If the carrying value of the reporting unit or indefinite-lived intangible asset exceeds the estimated fair value, it is considered impaired which requires a reduction to earnings.
Sensitivity of Estimate to Change: The liability relating to these promotional activities is based on a review of the outstanding contracts for which performance has taken place but which remain unpaid. As of October 27, 2024 and October 29, 2023, the Company's accrued trade promotion liabilities were $81.8 million and $64.1 million, respectively.
Sensitivity of Estimate to Change: The liability relating to these promotional activities is based on a review of the outstanding contracts for which performance has taken place, but which remain unpaid. As of October 26, 2025, the Company had trade promotion liabilities of $85.9 million recorded in Accrued Marketing Expenses.
Therefore, the Company does not represent that these segments, if operated independently, would report the profit and other financial information shown below.
The Company is an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets. Therefore, the Company does not represent that these segments, if operated independently, would report the profit and other financial information shown below.
Letters of credit are not reflected on the Consolidated Statements of Financial Position. 28 Table of Contents CRITICAL ACCOUNTING ESTIMATES Management’s discussion and analysis of financial condition and results of operations is based upon the Company’s consolidated financial statements, which have been prepared in accordance with GAAP.
The Company expects to take possession of the aircraft in fiscal 2027. CRITICAL ACCOUNTING ESTIMATES Management’s discussion and analysis of financial condition and results of operations is based upon the Company’s consolidated financial statements, which have been prepared in accordance with GAAP.
The Company believes these non-GAAP measures provide useful information to investors because they aid analysis and understanding of the Company’s results and business trends relative to past performance and the Company’s competitors. Non-GAAP measures are not intended to be a substitute for GAAP measures in analyzing financial performance.
These measures may also be used when making decisions regarding resource allocation and in determining incentive compensation. The Company believes these non-GAAP measures provide useful information to investors because they aid analysis and understanding of the Company’s results and business trends relative to past performance and the Company’s competitors.
The fiscal 2023 effective tax rate included a benefit related to the deduction for foreign-derived intangible income that did not repeat in fiscal 2024. For additional information, refer to Note N - Income Taxes of the Notes to the Consolidated Financial Statements. The Company expects the effective tax rate in fiscal 2025 to be between 22 and 23 percent.
The fiscal 2024 effective tax rate included a benefit from the purchase of federal energy tax credits. For additional information, refer to Note O - Income Taxes of the Notes to the Consolidated Financial Statements. The Company expects the effective tax rate in fiscal 2026 to be between 21.5 and 22.5 percent.
Cash Flow Highlights Fiscal Year Ended In millions October 27, 2024 October 29, 2023 Cash and Cash Equivalents at End of Period $ 742 $ 737 Cash Provided by (Used in) Operating Activities 1,267 1,048 Cash Provided by (Used in) Investing Activities (237) (690) Cash Provided by (Used in) Financing Activities (1,030) (600) Increase (Decrease) in Cash and Cash Equivalents 5 (246) Cash and cash equivalents was comparable to the prior year, increasing $5 million during fiscal 2024.
Cash Flow Highlights Fiscal Year Ended In millions October 26, 2025 October 27, 2024 Cash and Cash Equivalents at End of Period $ 671 $ 742 Cash Provided by (Used in) Operating Activities 845 1,267 Cash Provided by (Used in) Investing Activities (299) (237) Cash Provided by (Used in) Financing Activities (614) (1,030) Increase (Decrease) in Cash and Cash Equivalents (71) 5 Cash and cash equivalents decreased $71 million during fiscal 2025 due to higher costs and elevated inventory levels.
Lease payments exclude $36.0 million of legally binding minimum lease payments for leases signed but not yet commenced. (5) Includes obligations related to infrastructure improvements supporting various manufacturing facilities and a media advertising agreement. Off Balance Sheet Arrangements As of October 27, 2024, the Company had $49.3 million of standby letters of credit issued on its behalf.
Lease payments exclude $6 million of legally binding minimum lease payments for leases signed but not yet commenced. (5) Includes obligations related to infrastructure improvements supporting various manufacturing facilities, a media advertising agreement, and the construction and lease of an aircraft.
Organic net sales (1) growth of 1 percent to 3 percent is expected in fiscal 2025, which assumes benefits from modestly higher volumes, growth in key categories and markets, higher brand support and innovation, market-based pricing actions, and the current assumptions for raw material costs.
Organic net sales growth of 1 percent to 4 percent is expected in fiscal 2026, which the Company anticipates being driven by growth across a broad range of categories, increased brand support and innovation, market-based pricing actions, and the Company’s current assumptions for raw material costs.
The Company believes that non-recurring costs for these impairments are not reflective of the Company’s ongoing operating cost structure, are not indicative of the Company’s core operating performance, do not reflect expected future operating costs, and may not be meaningful when comparing the Company’s operating performance against that of prior periods; therefore, the Company is excluding these discrete costs.
The Company believes these charges are not indicative of the Company’s core operating performance, do not reflect expected future operating income or costs, and are not meaningful when comparing the Company’s operating performance against that of prior periods. The Company adjusts for (i.e., excludes) these impacts.
Top line growth is expected to be supported by key categories, higher brand support, and innovation. Earnings are expected to grow compared to the prior year. Risks to this outlook include slowing consumer demand, unfavorable sales mix, and higher-than-expected operating costs.
Net sales growth is expected to come from a broad range of categories, higher brand support, and market-based pricing actions. Retail segment profit is expected to grow compared to the prior year. Risks to this outlook include slowing consumer demand, unfavorable sales mix, and higher-than-expected operating costs.
The Company issued senior unsecured notes with an aggregate principal amount of $500 million due March 2027. Cash dividends paid to the Company’s shareholders are an ongoing financing activity for the Company with payments totaling $615 million in fiscal 2024 and $593 million in fiscal 2023.
Cash Provided by (Used in) Financing Activities Cash dividends paid to the Company’s shareholders are an ongoing financing activity for the Company with payments totaling $633 million in fiscal 2025 and $615 million in fiscal 2024.
In fiscal 2025, the Company anticipates year-over-year growth for volume, net sales, and segment profit from its Foodservice segment after removing the impacts from the Hormel Health Labs divestiture in the fourth quarter of fiscal 2024.
In fiscal 2026, the Company anticipates year-over-year growth for volume, net sales, and segment profit from its International segment.
Capital Expenditures Capital expenditures are allocated to required maintenance and growth opportunities based on the needs of the business. Capital expenditures supporting growth opportunities in fiscal 2025 are expected to focus on projects related to value-added capacity, infrastructure, and new technology. Capital expenditures for fiscal 2025 are estimated to be $275 million to $300 million.
Capital expenditures supporting growth opportunities in fiscal 2026 are expected to focus on projects related to infrastructure, new data and technology, and equipment upgrades. Capital expenditures for fiscal 2026 are estimated to be $260 million to $290 million.
Commitments The Company’s material cash commitments as of October 27, 2024 are as follows: In millions Payments Due by Periods Total Less than 1 year 1-3 years 3-5 years More than 5 years Purchase Commitments (1) $ 2,597 $ 1,235 $ 940 $ 246 $ 177 Debt Repayments (2) 2,850 500 750 1,600 Interest Payments on Long-term Debt (2) 713 73 134 85 421 Pension & Other Post-retirement Benefit Payments (3) 1,172 107 224 233 609 Lease Obligations (4) 205 46 71 45 43 Other Commitments (5) 69 45 24 (1) The Company commits to purchase quantities of livestock, grain, and other raw materials to ensure a steady supply of production inputs.
Contractual Obligations The Company’s material cash commitments as of October 26, 2025, are as follows: In millions Payments Due by Periods Total Less than 1 year 1-3 years 3-5 years More than 5 years Purchase Commitments (1) $ 3,764 $ 1,229 $ 1,408 $ 566 $ 561 Debt Repayments (2) 2,850 1,250 1,000 600 Interest Payments on Long-term Debt (2) 640 73 110 73 384 Pension & Other Postretirement Benefit Payments (3) 301 30 63 63 145 Lease Obligations (4) 226 49 79 54 44 Other Commitments (5) 51 14 37 (1) The Company commits to purchase quantities of livestock, grain, and other raw materials to ensure a steady supply of production inputs.
From a bottom-line perspective, diluted earnings per share are expected to be $1.51 to $1.65 and adjusted diluted earnings per share (1) are expected to be $1.58 to $1.72.
From a bottom-line perspective, segment profit growth from all three segments is expected in fiscal 2026. Diluted earnings per share are expected to be $1.29 to $1.39 and adjusted diluted earnings per share are expected to be $1.43 to $1.51.
The Company also does not adjust for savings realized through the T&M initiative as these are considered ongoing in nature and reflect expected ongoing operating performance.
The Company also does not adjust for savings realized through the T&M initiative as these are considered ongoing in nature and reflective of expected future operating performance. Gain (Loss) on Sale of Business In the first quarter of fiscal 2025, the Company sold Mountain Prairie, LLC, a non-core sow operation, resulting in a loss on the sale.
(1) NON-GAAP MEASURES This filing includes measures of financial performance that are not defined by GAAP. The Company utilizes these non-GAAP measures to understand and evaluate operating performance on a consistent basis. These measures may also be used when making decisions regarding resource allocation and in determining incentive compensation.
These factors were partially offset by the lapping of prior year legal expenses. NON-GAAP MEASURES This report includes measures of financial performance that are not defined by GAAP. The Company utilizes these non-GAAP measures to understand and evaluate operating performance on a consistent basis.
The Company evaluates the balance and uses of cash held internationally based on the needs of the business. Share Repurchases The Company is authorized to repurchase 3,677,494 shares of common stock as part of an existing plan approved by the Company’s Board of Directors.
Share Repurchases The Company is authorized to repurchase 3,677,494 shares of common stock as part of an existing plan approved by the Company’s Board of Directors. Under the share repurchase authorization, the Company may repurchase shares periodically, depending on market conditions and other factors, and may do so in open market purchases or privately negotiated transactions.
The Company continues to evaluate share repurchases as part of its capital allocation strategy.
The share repurchase authorization has no expiration date. The Company did not repurchase any shares of stock during fiscal 2025. The Company continues to evaluate share repurchases as part of its capital allocation strategy.
Compared to fiscal 2023, gross profit as a percent of net sales increased for the Retail and International segments and decreased for the Foodservice segment. In fiscal 2025, the Company expects gross profit as a percent of net sales to increase compared to the prior year. Incremental cost inflation and unfavorable sales mix pose the largest risks to this outlook.
All segments benefited from cost savings generated through the Company’s T&M initiative, which were more than offset by inflationary pressures. 19 Table of Contents In fiscal 2026, the Company expects gross profit as a percent of net sales to increase compared to the prior year. Incremental cost inflation and unfavorable sales mix pose the largest risks to this outlook.
Cash Provided by (Used in) Operating Activities Cash flows from operating activities were largely impacted by changes in operating assets and liabilities. In fiscal 2024, inventory decreased $95 million due to a better alignment of product levels with customer demand as well as less turkey and associated feed supplies.
The $95 million decrease in fiscal 2024 was due to a better alignment of product levels with customer demand as well as less turkey and associated feed supplies. In fiscal 2025, accounts receivable decreased $33 million due to the timing of sales and estimated impact from the chicken product recall.
Cash Provided by (Used in) Financing Activities The Company paid $950 million of its senior unsecured notes upon maturity on June 3, 2024. Proceeds from the issuance of long-term debt were $498 million during fiscal 2024.
The annualized dividend rate was $1.16 per share in fiscal 2025, compared to $1.13 per share in fiscal 2024. The Company paid $950 million of its senior unsecured notes upon maturity on June 3, 2024. Proceeds from the issuance of long-term debt were $498 million in fiscal 2024, resulting from the Company's issuance of senior unsecured notes with an aggregate principal amount of $500 million.
Estimating the fair value of goodwill reporting units using the discounted cash flow model requires management to make assumptions and projections of future cash flows, revenues, earnings, discount rates, long-term growth rates, and other factors. 29 Table of Contents Sensitivity of Estimate to Change: The assumptions used to assess impairment consider historical trends, macroeconomic conditions, and projections consistent with the Company’s operating strategy.
Estimating the fair value of goodwill reporting units using the discounted cash flow model requires management to make assumptions and projections of future cash flows, revenues, earnings, discount rates, long-term growth rates, and other factors. While sensitivity analysis may be provided for individual assumptions, such analysis may not reflect the combined effect of changes simultaneously impacting multiple assumptions.
Cost of Products Sold Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Cost of Products Sold $ 2,616,861 $ 2,683,655 (2.5) $ 9,898,659 $ 10,110,169 (2.1) Cost of products sold for the fourth quarter and full year of fiscal 2024 decreased due to lower sales.
Cost of Products Sold Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Cost of Products Sold $ 2,740,820 $ 2,616,861 4.7 $ 10,214,344 $ 9,898,659 3.2 Cost of products sold for the fourth quarter and full year of fiscal 2025 increased due to higher commodity input costs, mainly for pork bellies, beef, and nuts.
The Company plans to continue to support the business through increased marketing and advertising investments for its leading brands. Further, continued capital expenditure investments including investments for data and technology related to its T&M initiative and capacity expansions for Hormel ® Fire Braised ® products, Applegate ® products and the Jiaxing, China, facility.
The Company remains in a strong financial position due to its operating cash flow, liquidity, and solid balance sheet. The Company plans to continue to support the business through increased marketing and advertising investments for its leading brands. Further, continued capital expenditure investments are expected, including investments in data and technology and value-added capacity expansions.
Equity in Earnings of Affiliates Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Equity in Earnings of Affiliates $ 11,838 $ 541 2,088.2 $ 51,088 $ 42,754 19.5 Equity in earnings of affiliates increased for the fourth quarter and full year of fiscal 2024 as growth in the International segment's minority interests in Indonesia and the Philippines and the lapping of an impairment of a corporate venturing investment in the prior year were partially offset by weaker results for MegaMex Foods.
Equity in Earnings of Affiliates Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Equity in Earnings of Affiliates $ (148,453) $ 11,838 (1,354.1) $ (105,839) $ 51,088 (307.2) Equity in earnings of affiliates decreased for the fourth quarter and full year of fiscal 2025 as growth for MegaMex Foods was more than offset by a $164 million non-cash impairment charge related to a minority investment in Indonesia.
In fiscal 2025, the Company intends to continue investing in its leading brands and for full year advertising expense to increase compared to the prior year. Research and development continues to be a vital part of the Company’s strategy to grow existing brands and expand into new branded items.
Advertising investments in fiscal 2025 were $148 million, representing a 9 percent decrease compared to fiscal 2024. In fiscal 2026, the Company intends to continue investing in its leading brands and for full year advertising expense to increase compared to the prior year.
The $49 million decrease in fiscal 2023 was primarily due to timing of sales and more efficient collections. Accounts payable and accrued expenses decreased $27 million in fiscal 2024 related to the timing of payments which was partially offset by higher employee-related and promotional expenses.
In fiscal 2024, accounts receivable was comparable to the prior year, decreasing $2 million. Accounts payable and accrued expenses decreased $69 million in fiscal 2025 primarily due to the payment of legal settlements and the timing of payments which was partially offset by feed and livestock payment deferrals.
Diluted earnings per 16 Table of Contents share and adjusted diluted earnings per share (1) for fiscal 2024 were $1.47 and $1.58, respectively, compared to $1.45 and $1.61 last year.
Adjusted net earnings declined 13 percent. Diluted earnings per share and adjusted diluted earnings per share for fiscal 2025 were $0.87 and $1.37, respectively, compared to $1.47 and $1.58 in the prior year.
Judgments and Uncertainties: Determining whether impairment indicators exist and estimating the fair value of the Company’s goodwill reporting units and indefinite-lived intangible assets for impairment testing requires significant judgment. Indefinite-lived trade names are evaluated for impairment using an income approach utilizing the relief from royalty method.
See Note A - Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements for additional details regarding the Company’s procedures. 30 Table of Contents Judgments and Uncertainties: Determining whether impairment indicators exist and estimating the fair value of the Company’s goodwill reporting units and indefinite-lived intangible assets for impairment testing requires significant judgment.
Significant assumptions include royalty rate, annual projected revenue, discount rate, and estimated long-term growth rate.
Indefinite-lived trade names are evaluated for impairment using an income approach utilizing the relief from royalty method. Significant assumptions include royalty rate, annual projected revenue, discount rate, and estimated long-term growth rate.
Fiscal 2025 Outlook - Organic Net Sales (Non-GAAP) To facilitate the comparison of past and present net sales performance, the Company’s fiscal 2025 outlook for net sales growth has been adjusted to reflect organic net sales. Organic net sales exclude the impact of the sale of the Hormel Health Labs business in the fourth quarter of fiscal 2024.
Organic volume and organic net sales exclude the impact of the sale of Hormel Health Labs in the Foodservice segment in the fourth quarter of fiscal 2024.
Segment profit growth from all three segments is expected in the back half of the year. Major risks to the outlook include incremental inflationary pressures and the impact of deteriorating macroeconomic conditions on the Company’s customers, consumers, and operators. The Company remains in a strong financial position due to its consistent cash flow, liquidity, and solid balance sheet.
Earnings are expected to decline in the first quarter of the year, followed by growth in each of the remaining three quarters. Major risks to the outlook include incremental inflationary pressures and the impact of deteriorating macroeconomic conditions on the Company’s customers, consumers, and operators.
The Company has multiple sources of liquidity to complete such investments and acquisitions. For example, the Company’s historic ability to leverage its balance sheet through the issuance of debt has provided the flexibility to pursue strategic opportunities. Dividend Payments The Company remains committed to providing returns to investors through cash dividends.
The Company maintains multiple liquidity sources, including its ability to issue debt, which supports strategic investments and acquisitions. Dividend Payments The Company remains committed to providing returns to investors through cash dividends on its common stock. The Company has paid 389 consecutive quarterly dividends since becoming a public company in 1928.
Litigation Settlements In the second and third quarters of fiscal 2024, the Company entered into settlement agreements with certain plaintiffs in its pending antitrust litigation. See Note J - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.
See Note K - Commitments and Contingencies of the Notes to the Consolidated Financial Statements for additional information.
(1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S. generally accepted accounting principles (GAAP). (2) All forward-looking comparisons for fiscal 2025 are comparing fiscal 2024 GAAP figures to projected fiscal 2025 GAAP figures, unless otherwise noted.
For additional information and reconciliations to the most closely comparable measures calculated in accordance with GAAP, see the "Non-GAAP Measures" section of this Item. All forward-looking comparisons for fiscal 2026 are comparing fiscal 2025 GAAP figures to projected fiscal 2026 GAAP figures, unless otherwise noted.
Selling, General, and Administrative (SG&A) Fourth Quarter Ended Fiscal Year Ended In thousands October 27, 2024 October 29, 2023 % Change October 27, 2024 October 29, 2023 % Change SG&A $ 238,587 $ 216,546 10.2 $ 1,005,294 $ 942,167 6.7 Percent of Net Sales 7.6 % 6.8 % 8.4 % 7.8 % Adjusted Percent of Net Sales (1) 7.2 % 6.6 % 7.8 % 7.1 % (1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.
Selling, General, and Administrative (SG&A) Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change SG&A $ 223,466 $ 238,587 (6.3) $ 996,624 $ 1,005,294 (0.9) Adjusted SG&A 220,175 226,069 (2.6) 940,540 933,010 0.8 Percent of Net Sales 7.0 % 7.6 % 8.2 % 8.4 % Adjusted Percent of Net Sales 6.9 % 7.2 % 7.8 % 7.8 % SG&A for the fourth quarter of fiscal 2025 decreased due to proceeds from a legal settlement and lower advertising expenses.
The tables below show the calculations to reconcile from the GAAP measures to the non-GAAP measures presented in this Annual Report on Form 10-K. The tax impacts were calculated using the effective tax rate for the quarter in which the transactions occurred.
The tables below show the calculations to reconcile from the GAAP measures to the non-GAAP measures presented in this Annual Report on Form 10-K. The tax provision expense or benefit of each of the pre-tax items excluded from the Company's GAAP results was computed based on the facts and tax implications associated with each item.
Segment profit increased 2 percent compared to prior year, as favorable results in the International segment were partially offset by unfavorable results in the Retail segment. Segment profit for the Foodservice segment was comparable to the prior year.
For the fourth quarter of fiscal 2025, volume in the Retail segment was comparable to the prior year and declined in the International segment. For the fourth quarter of fiscal 2025, organic volume increased in the Foodservice segment. For the full year of fiscal 2025, organic volume in the Foodservice segment increased compared to the prior year.
Changes in these estimates can have a significant impact on the assessment of fair value which could result in material impairment losses. During the fourth quarter of fiscal 2024, the Company performed a qualitative assessment to evaluate its goodwill and indefinite-lived intangible assets for impairment. No impairment charges were recorded as a result of the testing.
Goodwill reporting units and indefinite-lived intangible assets with less than a 20 percent excess of estimated fair value over carrying amount are considered at heightened risk of impairment. During the fourth quarter of fiscal 2025, the Company elected to perform a quantitative assessment of goodwill . No goodwill impairment charges were recorded as a result of the testing.
Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Net Sales Retail $ 1,907,071 $ 1,983,253 (3.8) $ 7,374,149 $ 7,749,039 (4.8) Foodservice 1,046,008 1,032,353 1.3 3,845,118 3,639,492 5.6 International 185,012 182,474 1.4 701,529 721,479 (2.8) Total Net Sales $ 3,138,091 $ 3,198,079 (1.9) $ 11,920,797 $ 12,110,010 (1.6) Segment Profit Retail $ 152,932 $ 118,660 28.9 $ 562,768 $ 577,690 (2.6) Foodservice 154,340 167,571 (7.9) 596,292 595,682 0.1 International 27,058 9,511 184.5 92,084 55,234 66.7 Total Segment Profit 334,331 295,743 13.0 1,251,144 1,228,606 1.8 Net Unallocated Expense 54,064 49,485 9.3 215,304 214,482 0.4 Noncontrolling Interest (236) (452) 47.8 (407) (653) 37.7 Earnings Before Income Taxes $ 280,030 $ 245,805 13.9 $ 1,035,434 $ 1,013,472 2.2 20 Table of Contents Retail Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Volume (lbs.) 744,521 788,030 (5.5) 2,915,141 3,055,393 (4.6) Net Sales $ 1,907,071 $ 1,983,253 (3.8) $ 7,374,149 $ 7,749,039 (4.8) Segment Profit 152,932 118,660 28.9 562,768 577,690 (2.6) Adjusted Segment Profit (1) 152,932 147,043 4.0 562,768 606,073 (7.1) (1) See the "Non-GAAP Measures" section below for a description of the Company’s use of measures not defined by U.S.
Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Net Sales Retail $ 1,922,817 $ 1,907,071 0.8 $ 7,455,218 $ 7,374,149 1.1 Foodservice 1,088,192 1,046,008 4.0 3,941,795 3,845,118 2.5 International 174,652 185,012 (5.6) 709,146 701,529 1.1 Total Net Sales $ 3,185,661 $ 3,138,091 1.5 $ 12,106,160 $ 11,920,797 1.6 Segment Profit (Loss) Retail $ 46,398 $ 152,932 (69.7) $ 425,245 $ 562,768 (24.4) Foodservice 134,404 154,340 (12.9) 554,574 596,292 (7.0) International (138,611) 27,058 (612.3) (80,418) 92,084 (187.3) Total Segment Profit (Loss) 42,190 334,331 (87.4) 899,400 1,251,144 (28.1) Net Unallocated Expense 63,750 54,064 17.9 235,519 215,304 9.4 Noncontrolling Interest (67) (236) 71.5 (433) (407) (6.5) Earnings (Loss) Before Income Taxes $ (21,627) $ 280,030 (107.7) $ 663,449 $ 1,035,434 (35.9) Retail Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Volume (lbs.) 746,581 744,521 0.3 2,873,655 2,915,141 (1.4) Net Sales $ 1,922,817 $ 1,907,071 0.8 $ 7,455,218 $ 7,374,149 1.1 Segment Profit 46,398 152,932 (69.7) 425,245 562,768 (24.4) Adjusted Segment Profit 117,148 152,932 (23.4) 495,995 562,768 (11.9) Volume results and net sales growth in the Retail segment in the fourth quarter of fiscal 2025 were driven by the turkey portfolio, Planters ® snack nuts, and Applegate ® products.
Foodservice Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Volume (lbs.) 283,944 279,288 1.7 1,061,730 1,026,772 3.4 Net Sales $ 1,046,008 $ 1,032,353 1.3 $ 3,845,118 $ 3,639,492 5.6 Segment Profit 154,340 167,571 (7.9) 596,292 595,682 0.1 Fourth quarter volume and net sales growth were driven by strong performance across the premium prepared proteins, salty snacks, turkey, bacon, and pizza toppings categories.
Foodservice Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Volume (lbs.) 268,640 283,944 (5.4) 1,003,629 1,061,730 (5.5) Organic Volume (lbs.) 268,640 268,693 1,003,629 997,456 0.6 Net Sales $ 1,088,192 $ 1,046,008 4.0 $ 3,941,795 $ 3,845,118 2.5 Organic Net Sales 1,088,192 1,022,157 6.5 3,941,795 3,737,476 5.5 Segment Profit 134,404 154,340 (12.9) 554,574 596,292 (7.0) Organic net sales growth continued to be broad-based in the Foodservice segment in the fourth quarter of fiscal 2025, with significant contributions from the customized solutions business, branded bacon offerings, branded pepperoni, premium prepared proteins, and the Jennie-O ® turkey portfolio, while organic volume was flat.
The Company expects its T&M initiative to deliver cost savings in fiscal 2025, targeting the procurement of ingredients and supplies, logistics, and production costs. 18 Table of Contents Gross Profit Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Gross Profit $ 521,230 $ 514,425 1.3 $ 2,022,138 $ 1,999,841 1.1 Percent of Net Sales 16.6 % 16.1 % 17.0 % 16.5 % Gross profit as a percent of net sales for the fourth quarter and full year of fiscal 2024 increased, as pricing actions and cost savings from the Company's T&M initiative were partially offset by inflationary pressures.
Gross Profit Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Gross Profit $ 444,842 $ 521,230 (14.7) $ 1,891,816 $ 2,022,138 (6.4) Percent of Net Sales 14.0 % 16.6 % 15.6 % 17.0 % Gross profit as a percentage of net sales decreased in both the fourth quarter and full year of fiscal 2025 compared to the prior year.
International Fourth Quarter Ended Fiscal Year Ended October 27, October 29, October 27, October 29, In thousands 2024 2023 % Change 2024 2023 % Change Volume (lbs.) 79,737 88,128 (9.5) 311,419 329,573 (5.5) Net Sales $ 185,012 $ 182,474 1.4 $ 701,529 $ 721,479 (2.8) Segment Profit 27,058 9,511 184.5 92,084 55,234 66.7 For the fourth quarter, net sales grew due to demand in China and strong branded exports for SPAM ® luncheon meat and Skippy ® peanut butter.
International Fourth Quarter Ended Fiscal Year Ended In thousands October 26, 2025 October 27, 2024 % Change October 26, 2025 October 27, 2024 % Change Volume (lbs.) 73,209 79,737 (8.2) 312,435 311,419 0.3 Net Sales $ 174,652 $ 185,012 (5.6) $ 709,146 $ 701,529 1.1 Segment Profit (Loss) (138,611) 27,058 (612.3) (80,418) 92,084 (187.3) Adjusted Segment Profit 25,100 27,058 (7.2) 83,293 92,084 (9.5) For the International segment, volume and net sales growth for SPAM ® luncheon meat and the refrigerated portfolio was more than offset by declines in fresh pork exports and competitive pressures in Brazil in the fourth quarter of fiscal 2025.
Organic Net Sales The non-GAAP adjusted financial measurement of organic net sales provides investors with additional information to facilitate the comparison of past and present operations. Organic net sales excludes the impact of the sale of the Hormel Health Labs business in the Foodservice segment in fiscal 2024.
(2) Comprised primarily of project-based external consulting fees. Organic Volume and Organic Net Sales (Non-GAAP) The non-GAAP measures of organic volume and organic net sales are presented to provide investors with additional information to facilitate the comparison of past and present operations.
The annual dividend for 2025 will be $1.16 per share, representing an increase of 3 percent and marking the 59th consecutive year of dividend increases. Returning cash to shareholders in the form of dividends remains a top priority for the Company.
The implied annualized dividend rate for 2026 is $1.17 per share, representing an increase of 1 percent and marking the 60th consecutive year of dividend increases.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeInvestment Risk: The Company has corporate-owned life insurance policies classified as trading securities as part of a rabbi trust to fund certain supplemental executive retirement plans and deferred income plans. As of October 27, 2024, the balance of these securities totaled $209.7 million compared to $188.2 million as of October 29, 2023.
Biggest changeThe Company does not use market risk sensitive instruments to manage this risk. 32 Table of Contents Investment Risk: The Company has corporate-owned life insurance policies classified as trading securities as part of a rabbi trust to fund certain supplemental executive retirement plans and deferred income plans. The rabbi trust is invested primarily in fixed income funds.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company is exposed to various forms of market risk as a part of its ongoing business practices including commodity price risk, interest rate risk, foreign currency exchange rate risk, and investment risk, among others.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company is exposed to various forms of market risk as a part of its ongoing business practices including commodity price risk, interest rate risk, foreign currency exchange rate risk, investment risk, and concentration of credit risk, among others.
The fair value of the Company’s cash flow commodity contracts as of October 27, 2024, was $(5.9) million compared to $(17.1) million as of October 29, 2023. The Company measures its market risk exposure on its cash flow commodity contracts using a sensitivity analysis, which considers a hypothetical 10 percent change in the market prices.
The fair value of the Company’s cash flow commodity contracts as of October 26, 2025, was $5.5 million compared to $(5.9) million as of October 27, 2024. The Company measures its market risk exposure on its cash flow commodity contracts using a sensitivity analysis, which considers a hypothetical 10 percent change in the market prices.
A 10 percent increase would have negatively impacted the long-term debt by $68.9 million. Foreign Currency Exchange Rate Risk: The fair values of certain of the Company’s assets are subject to fluctuations in foreign currency exchange rates.
A 10 percent increase would have negatively impacted the long-term debt by $57.9 million. Foreign Currency Exchange Rate Risk: The fair values of certain Company assets and liabilities are subject to fluctuations in foreign currency exchange rates.
Interest Rate Risk : The Company is subject to interest rate risk primarily from changes in fair value of long-term fixed rate debt. As of October 27, 2024, the Company’s long-term debt had a fair value of $2.5 billion compared to $2.7 billion as of October 29, 2023.
Interest Rate Risk : The Company is subject to interest rate risk primarily from changes in fair value of long-term fixed rate debt. The Company’s long-term debt had a fair value of $2.6 billion as of October 26, 2025, compared to $2.5 billion as of October 27, 2024.
A 10 percent decrease in the market price would have negatively impacted the fair value of the Company’s cash flow commodity contracts as of October 27, 2024, by $26.7 million, which in turn would lower the Company’s future cost on purchased commodities by a similar amount.
A 10 percent decrease in the market price would have negatively impacted the fair value of the Company’s cash flow commodity contracts as of October 26, 2025, by $29.3 million, which in turn would have lowered the Company’s future cost on purchased commodities by a similar amount.
The Company measures its market risk exposure of long-term fixed rate debt using a sensitivity analysis, which considers a 10 percent change in interest rates. A 10 percent decrease in interest rates would have positively impacted the fair value of the Company’s long-term debt as of October 27, 2024, by $73.8 million.
The Company measures its market risk exposure of long-term fixed rate debt using a sensitivity analysis, which considers a hypothetical 10 percent change in interest rates. A 10 percent decrease in interest rates would have positively impacted the fair value of the Company’s long-term debt as of October 26, 2025, by $62.2 million.
Commodity Price Risk: The Company is subject to commodity price risk through grain, lean hog, natural gas, and diesel fuel markets. To reduce these exposures and offset the fluctuations caused by changes in market conditions, the Company employs hedging programs. These programs utilize futures, swaps, and options contracts and are accounted for as cash flow hedges.
To reduce these exposures and offset the fluctuations caused by changes in market conditions, the Company employs hedging programs. These hedging programs utilize futures, swaps, and options contracts and are accounted for as cash flow hedges.
A 10 percent decline in the value of the investments not held in fixed income funds would have negatively impacted the Company’s pre-tax earnings by approximately $10.0 million, while a 10 percent increase in value would have a positive impact of the same amount. 31 Table of Contents
A hypothetical 10 percent decline in the value of the investments not held in fixed income funds would have negatively impacted the Company’s pre-tax earnings by approximately $10.6 million, while a 10 percent increase in value would have a positive impact of the same amount. Concentration of Credit Risk: The Company is exposed to credit risk from its customers.
The Company’s net asset position in foreign currencies as of October 27, 2024, was $1.2 billion, compared to $1.1 billion as of October 29, 2023, with most of the exposure existing in Chinese yuan, Indonesian rupiah and Brazilian real. The Company currently does not use market risk sensitive instruments to manage this risk.
The Company’s net asset position in foreign currencies was $0.8 billion as of October 26, 2025, and $1.2 billion as of October 27, 2024, with most of the exposure existing in Chinese yuan, Indonesian rupiah, and Philippine peso.
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The rabbi trust is invested primarily in fixed income funds. The Company is subject to market risk due to fluctuations in the value of the remaining investments as unrealized gains and losses associated with these securities are included in the Company’s net earnings on a mark-to-market basis.
Added
The Company may use derivative financial and commodity instruments to manage these risks and does not enter into these instruments for trading or speculative purposes. Commodity Price Risk: The Company is subject to commodity price risk through grain, lean hog, natural gas, and diesel fuel markets.
Added
The Company is subject to market risk due to fluctuations in the value of the remaining investments. As of October 26, 2025, the balance of these securities totaled $219.2 million compared to $209.7 million as of October 27, 2024.
Added
The Company regularly assesses the credit worthiness of its customers. As of October 26, 2025, and October 27, 2024, one customer accounted for more than 10 percent of net accounts receivable. 33 Table of Contents

Other HRL 10-K year-over-year comparisons