{"url_path":"/sec/gis/10-k/2026/item-8","section_key":"item-8","section_title":"Item 8 Financial Statements and Supplementary Data","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-01","source_url":"https://www.sec.gov/Archives/edgar/data/40704/0001628280-26-046466-index.html","accession_number":"0001628280-26-046466","cik":"0000040704","ticker":"GIS","issuer_name":"GENERAL MILLS INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/40704/0001628280-26-046466-index.html","primary_entity_key":"0000040704","primary_entity_name":"GENERAL MILLS INC"},"word_count":23135,"has_tables":true,"body_markdown":"ITEM 8 - Financial Statements and Supplementary Data\n\nREPORT OF MANAGEMENT RESPONSIBILITIES\n\nThe management of General Mills, Inc. is responsible for the fairness and accuracy of the consolidated financial statements. The\n\nstatements have been prepared in accordance with accounting principles that are generally accepted in the United States, using\n\nmanagement’s best estimates and judgments where appropriate. The financial information throughout this Annual Report on Form 10-\n\nK is consistent with our consolidated financial statements.\n\nManagement has established a system of internal controls that provides reasonable assurance that assets are adequately safeguarded\n\nand transactions are recorded accurately in all material respects, in accordance with management’s authorization. We maintain a\n\nstrong audit program that independently evaluates the adequacy and effectiveness of internal controls. Our internal controls provide\n\nfor appropriate separation of duties and responsibilities, and there are documented policies regarding use of our assets and proper\n\nfinancial reporting. These formally stated and regularly communicated policies demand highly ethical conduct from all employees.\n\nThe Audit Committee of the Board of Directors meets regularly with management, internal auditors, and our independent registered\n\npublic accounting firm to review internal control, auditing, and financial reporting matters. The independent registered public\n\naccounting firm, internal auditors, and employees have full and free access to the Audit Committee at any time.\n\nThe Audit Committee reviewed and approved the Company’s annual financial statements. The Audit Committee recommended, and\n\nthe Board of Directors approved, that the consolidated financial statements be included in the Annual Report. The Audit Committee\n\nalso appointed KPMG LLP to serve as the Company’s independent registered public accounting firm for fiscal 2027.\n\n/s/ J. L. Harmening\n\n/s/ K. A. Bruce\n\nJ. L. Harmening\n\nK. A. Bruce\n\nChief Executive Officer\n\nChief Financial Officer\n\nJuly 1, 2026\n\n41\n\nReport of Independent Registered Public Accounting Firm\n\nTo the Stockholders and Board of Directors\n\nGeneral Mills, Inc.:\n\nOpinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting\n\nWe have audited the accompanying consolidated balance sheets of General Mills, Inc. and subsidiaries (the Company) as of May 31,\n\n2026, and May 25, 2025, the related consolidated statements of (loss) earnings, comprehensive (loss) income, total equity, and cash\n\nflows for each of the fiscal years in the three-year period ended May 31, 2026, and the related notes and financial statement schedule\n\nII (collectively, the consolidated financial statements). We also have audited the Company’s internal control over financial reporting\n\nas of May 31, 2026, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of\n\nSponsoring Organizations of the Treadway Commission.\n\nIn our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of\n\nthe Company as of May 31, 2026, and May 25, 2025, and the results of its operations and its cash flows for each of the fiscal years in\n\nthe three-year period ended May 31, 2026, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the\n\nCompany maintained, in all material respects, effective internal control over financial reporting as of May 31, 2026, based on criteria\n\nestablished in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway\n\nCommission.\n\nBasis for Opinions\n\nThe Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over\n\nfinancial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the\n\naccompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the\n\nCompany’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our\n\naudits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB)\n\nand are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable\n\nrules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits\n\nto obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to\n\nerror or fraud, and whether effective internal control over financial reporting was maintained in all material respects.\n\nOur audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the\n\nconsolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such\n\nprocedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial\n\nstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well\n\nas evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting\n\nincluded obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and\n\ntesting and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included\n\nperforming such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable\n\nbasis for our opinions.\n\nDefinition and Limitations of Internal Control Over Financial Reporting\n\nA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of\n\nfinancial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting\n\nprinciples. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the\n\nmaintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the\n\ncompany; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in\n\naccordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in\n\naccordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding\n\nprevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect\n\non the financial statements.\n\n42\n\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections\n\nof any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in\n\nconditions, or that the degree of compliance with the policies or procedures may deteriorate.\n\nCritical Audit Matter\n\nThe critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements\n\nthat was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are\n\nmaterial to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The\n\ncommunication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a\n\nwhole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or\n\non the accounts or disclosures to which it relates.\n\nValuation of goodwill and brand intangible assets\n\nAs discussed in Note 6 to the consolidated financial statements, the goodwill and brand intangible asset balances as of\n\nMay 31, 2026, were $14,122.4 million and $6,472.2 million, respectively. The impairment tests for these assets, which are\n\nperformed annually and whenever events or changes in circumstances indicate that impairment may have occurred, require\n\nthe Company to estimate the fair value of the reporting units to which goodwill is assigned as well as the brand intangible\n\nassets. During the annual impairment assessment, the Company recognized a non-cash impairment loss of $52.9 million\n\nrelated to its Uncle Toby’s brand intangible asset. Additionally, the Company identified a triggering event due to a sustained\n\ndecline in market capitalization and stock price in the fourth quarter of fiscal 2026, which required an interim impairment\n\nassessment. As a result of this assessment, the Company recognized a non-cash goodwill impairment loss of $1.5 billion\n\nrelated to the North America Pet reporting unit and a $250.0 million impairment loss related to its Nudges and True Chews\n\nbrand intangible assets.The fair value estimates are derived from discounted cash flow analyses that require the Company to\n\nmake judgments about highly subjective matters, including future operating results, revenue growth rates and operating\n\nmargins, and an estimate of the discount rates and royalty rates.\n\nWe identified the assessments of the valuation of certain goodwill and brand intangible assets as a critical audit matter. There\n\nwas a significant degree of judgment required in evaluating audit evidence, which consists primarily of forward-looking\n\nassumptions about future operating results, specifically the revenue growth rates and operating margins, royalty rates and\n\nsubjective inputs used to estimate the discount rates.\n\nThe following are the primary procedures we performed to address this critical audit matter. During the annual and interim\n\nimpairment assessments, we evaluated the design and tested the operating effectiveness of internal controls related to the\n\nvaluation of goodwill and brand intangible assets. This included controls related to the assumptions about future operating\n\nresults and the discount and royalty rates used to measure the fair value of the reporting units and brand intangible assets. We\n\nperformed sensitivity analyses over the revenue growth rates, operating margins, brand royalty rates and discount rates to\n\nassess the impact of other points within a range of potential assumptions. We evaluated the revenue growth rates and\n\noperating margin assumptions by comparing them to recent financial performance and external market and industry data. We\n\nevaluated whether these assumptions were consistent with evidence obtained in other areas of the audit. We involved\n\nprofessionals with specialized skills and knowledge, who assisted in the evaluation of certain of the Company’s assumptions\n\nincluding discount rates, by comparing them against rate ranges that were independently developed using publicly available\n\nmarket data for comparable entities and the royalty rates, by evaluating the methods, assumptions and market data used to\n\nestimate the royalty rates.\n\n/s/ KPMG LLP\n\nWe have served as the Company’s auditor since 1928.\n\nMinneapolis, Minnesota\n\nJuly 1, 2026\n\n43\n\nConsolidated Statements of (Loss) Earnings\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\n(In Millions, Except per Share Data)\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nNet sales\n\n$18,424.6\n\n$19,486.6\n\n$19,857.2\n\nCost of sales\n\n12,228.9\n\n12,753.6\n\n12,925.1\n\nSelling, general, and administrative expenses\n\n3,388.5\n\n3,445.8\n\n3,259.0\n\nDivestitures gain, net\n\n(1,049.4)\n\n(95.9)\n\n—\n\nRestructuring, transformation, impairment, and other exit costs\n\n2,970.8\n\n78.3\n\n241.4\n\nOperating profit\n\n885.8\n\n3,304.8\n\n3,431.7\n\nBenefit plan non-service income\n\n(58.3)\n\n(54.4)\n\n(75.8)\n\nInterest, net\n\n538.6\n\n524.2\n\n479.2\n\nEarnings before income taxes and after-tax (loss) earnings from joint ventures\n\n405.5\n\n2,835.0\n\n3,028.3\n\nIncome taxes\n\n414.3\n\n573.7\n\n594.5\n\nAfter-tax (loss) earnings from joint ventures\n\n(76.5)\n\n57.6\n\n84.8\n\nNet (loss) earnings, including earnings attributable to noncontrolling interests\n\n(85.3)\n\n2,318.9\n\n2,518.6\n\nNet earnings attributable to noncontrolling interests\n\n2.3\n\n23.7\n\n22.0\n\nNet (loss) earnings attributable to General Mills\n\n$(87.6)\n\n$2,295.2\n\n$2,496.6\n\n(Loss) earnings per share — basic\n\n$(0.16)\n\n$4.12\n\n$4.34\n\n(Loss) earnings per share — diluted\n\n$(0.16)\n\n$4.10\n\n$4.31\n\nDividends per share\n\n$2.44\n\n$2.40\n\n$2.36\n\nSee accompanying notes to consolidated financial statements.\n\n44\n\nConsolidated Statements of Comprehensive (Loss) Income\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\n(In Millions)\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nNet (loss) earnings, including earnings attributable to noncontrolling interests\n\n$(85.3)\n\n$2,318.9\n\n$2,518.6\n\nOther comprehensive income (loss), net of tax:\n\nForeign currency translation\n\n10.7\n\n(114.9)\n\n(86.6)\n\nNet actuarial (loss) gain\n\n(45.5)\n\n17.2\n\n(187.1)\n\nOther fair value changes:\n\nHedge derivatives\n\n4.7\n\n(7.4)\n\n(3.2)\n\nReclassification to earnings:\n\nForeign currency translation\n\n—\n\n33.9\n\n—\n\nHedge derivatives\n\n(2.1)\n\n(0.2)\n\n(2.5)\n\nAmortization of losses and prior service costs\n\n54.9\n\n46.5\n\n36.7\n\nOther comprehensive income (loss), net of tax\n\n22.7\n\n(24.9)\n\n(242.7)\n\nTotal comprehensive (loss) income\n\n(62.6)\n\n2,294.0\n\n2,275.9\n\nComprehensive income attributable to noncontrolling interests\n\n2.3\n\n24.1\n\n22.1\n\nComprehensive (loss) income to General Mills\n\n$(64.9)\n\n$2,269.9\n\n$2,253.8\n\nSee accompanying notes to consolidated financial statements.\n\n45\n\nConsolidated Balance Sheets\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\n(In Millions, Except Par Value)\n\nMay 31, 2026\n\nMay 25, 2025\n\nASSETS\n\nCurrent assets:\n\nCash and cash equivalents\n\n$453.8\n\n$363.9\n\nReceivables\n\n1,646.8\n\n1,795.9\n\nInventories\n\n1,917.9\n\n1,910.8\n\nPrepaid expenses and other current assets\n\n599.8\n\n464.7\n\nAssets held for sale\n\n—\n\n740.4\n\nTotal current assets\n\n4,618.3\n\n5,275.7\n\nLand, buildings, and equipment\n\n3,443.4\n\n3,632.6\n\nGoodwill\n\n14,122.4\n\n15,622.4\n\nOther intangible assets\n\n6,716.9\n\n7,081.4\n\nOther assets\n\n1,115.7\n\n1,459.0\n\nTotal assets\n\n$30,016.7\n\n$33,071.1\n\nLIABILITIES AND EQUITY\n\nCurrent liabilities:\n\nAccounts payable\n\n$3,729.5\n\n$4,009.5\n\nCurrent portion of long-term debt\n\n1,053.6\n\n1,528.4\n\nNotes payable\n\n68.4\n\n677.0\n\nOther current liabilities\n\n1,472.8\n\n1,624.0\n\nLiabilities held for sale\n\n449.8\n\n18.4\n\nTotal current liabilities\n\n6,774.1\n\n7,857.3\n\nLong-term debt\n\n12,416.0\n\n12,673.2\n\nDeferred income taxes\n\n2,265.8\n\n2,100.8\n\nOther liabilities\n\n1,180.2\n\n1,228.6\n\nTotal liabilities\n\n22,636.1\n\n23,859.9\n\nStockholders’ equity:\n\nCommon stock, 754.6 shares issued, $0.10 par value\n\n75.5\n\n75.5\n\nAdditional paid-in capital\n\n1,200.9\n\n1,218.8\n\nRetained earnings\n\n20,514.9\n\n21,917.8\n\nCommon stock in treasury, at cost, shares of 220.9 and 212.2\n\n(11,900.6)\n\n(11,467.9)\n\nAccumulated other comprehensive loss\n\n(2,522.3)\n\n(2,545.0)\n\nTotal stockholders’ equity\n\n7,368.4\n\n9,199.2\n\nNoncontrolling interests\n\n12.2\n\n12.0\n\nTotal equity\n\n7,380.6\n\n9,211.2\n\nTotal liabilities and equity\n\n$30,016.7\n\n$33,071.1\n\nSee accompanying notes to consolidated financial statements.\n\n46\n\nConsolidated Statements of Total Equity\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\n(In Millions, Except Per Share Data)\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nShares\n\nAmount\n\nShares\n\nAmount\n\nShares\n\nAmount\n\nTotal equity, beginning balance\n\n$9,211.2\n\n$9,648.5\n\n$10,700.0\n\nCommon stock, 1 billion shares authorized, $0.10 par value\n\n754.6\n\n75.5\n\n754.6\n\n75.5\n\n754.6\n\n75.5\n\nAdditional paid-in capital:\n\nBeginning balance\n\n1,218.8\n\n1,227.0\n\n1,222.4\n\nStock compensation plans\n\n(38.3)\n\n(19.4)\n\n(11.7)\n\nUnearned compensation related to stock unit awards\n\n(58.4)\n\n(79.6)\n\n(78.1)\n\nEarned compensation\n\n78.8\n\n90.8\n\n94.4\n\nEnding balance\n\n1,200.9\n\n1,218.8\n\n1,227.0\n\nRetained earnings:\n\nBeginning balance\n\n21,917.8\n\n20,971.8\n\n19,838.6\n\nNet (loss) earnings attributable to General Mills\n\n(87.6)\n\n2,295.2\n\n2,496.6\n\nCash dividends declared ($2.44, $2.40, and $2.36\n\n    per share)\n\n(1,315.3)\n\n(1,338.7)\n\n(1,363.4)\n\nCapital appreciation paid to holder of Class A limited\n\nmembership interests in General Mills Cereals, LLC\n\n—\n\n(10.5)\n\n—\n\nEnding balance\n\n20,514.9\n\n21,917.8\n\n20,971.8\n\nCommon stock in treasury:\n\nBeginning balance\n\n(212.2)\n\n(11,467.9)\n\n(195.5)\n\n(10,357.9)\n\n(168.0)\n\n(8,410.0)\n\nShares purchased, including excise tax of $4.4, $10.6,\n\nand $18.8 million\n\n(10.0)\n\n(504.7)\n\n(18.7)\n\n(1,213.5)\n\n(29.2)\n\n(2,021.2)\n\nStock compensation plans\n\n1.3\n\n72.0\n\n2.0\n\n103.5\n\n1.7\n\n73.3\n\nEnding balance\n\n(220.9)\n\n(11,900.6)\n\n(212.2)\n\n(11,467.9)\n\n(195.5)\n\n(10,357.9)\n\nAccumulated other comprehensive loss:\n\nBeginning balance\n\n(2,545.0)\n\n(2,519.7)\n\n(2,276.9)\n\nComprehensive income (loss)\n\n22.7\n\n(25.3)\n\n(242.8)\n\nEnding balance\n\n(2,522.3)\n\n(2,545.0)\n\n(2,519.7)\n\nNoncontrolling interests:\n\nBeginning balance\n\n12.0\n\n251.8\n\n250.4\n\nComprehensive income\n\n2.3\n\n24.1\n\n22.1\n\nDistributions to noncontrolling interest holders\n\n(2.1)\n\n(21.6)\n\n(21.3)\n\nRepurchase of Class A limited membership interests in\n\nGeneral Mills Cereals, LLC\n\n—\n\n(242.3)\n\n—\n\nChange in ownership interest\n\n—\n\n—\n\n0.6\n\nEnding balance\n\n12.2\n\n12.0\n\n251.8\n\nTotal equity, ending balance\n\n$7,380.6\n\n$9,211.2\n\n$9,648.5\n\nSee accompanying notes to consolidated financial statements.\n\n47\n\nConsolidated Statements of Cash Flows\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\n(In Millions)\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nCash Flows - Operating Activities\n\nNet (loss) earnings, including earnings attributable to noncontrolling interests\n\n$(85.3)\n\n$2,318.9\n\n$2,518.6\n\nAdjustments to reconcile net earnings to net cash provided by operating activities:\n\nDepreciation and amortization\n\n555.2\n\n539.0\n\n552.7\n\nAfter-tax loss (earnings) from joint ventures\n\n76.5\n\n(57.6)\n\n(84.8)\n\nDistributions of earnings from joint ventures\n\n39.0\n\n44.6\n\n50.4\n\nStock-based compensation\n\n79.4\n\n91.7\n\n95.3\n\nDeferred income taxes\n\n203.2\n\n(120.9)\n\n(48.5)\n\nPension and other postretirement benefit plan contributions\n\n(31.7)\n\n(30.8)\n\n(30.1)\n\nPension and other postretirement benefit plan costs\n\n(23.7)\n\n(12.7)\n\n(27.0)\n\nDivestitures gain, net\n\n(1,049.4)\n\n(95.9)\n\n—\n\nRestructuring, transformation, impairment, and other exit costs\n\n2,897.7\n\n74.3\n\n223.5\n\nChanges in current assets and liabilities, excluding the effects of acquisitions\n\n  and divestitures\n\n(478.3)\n\n192.4\n\n10.6\n\nOther, net\n\n(16.4)\n\n(24.8)\n\n41.9\n\nNet cash provided by operating activities\n\n2,166.2\n\n2,918.2\n\n3,302.6\n\nCash Flows - Investing Activities\n\nPurchases of land, buildings, and equipment\n\n(539.9)\n\n(625.3)\n\n(774.1)\n\nAcquisitions, net of cash acquired\n\n—\n\n(1,419.3)\n\n(451.9)\n\nProceeds from divestitures\n\n1,830.2\n\n241.8\n\n—\n\nInvestments in affiliates, net\n\n(31.8)\n\n13.3\n\n(2.7)\n\nProceeds from disposal of land, buildings, and equipment\n\n4.8\n\n1.1\n\n0.8\n\nOther, net\n\n(5.1)\n\n(6.5)\n\n30.5\n\nNet cash provided (used) by investing activities\n\n1,258.2\n\n(1,794.9)\n\n(1,197.4)\n\nCash Flows - Financing Activities\n\nChange in notes payable\n\n(608.2)\n\n667.1\n\n(20.5)\n\nIssuance of long-term debt\n\n2,005.8\n\n2,354.9\n\n2,065.2\n\nPayment of long-term debt\n\n(2,823.3)\n\n(1,300.0)\n\n(901.5)\n\nRepurchase of Class A limited membership interests in General Mills Cereals, LLC\n\n—\n\n(252.8)\n\n—\n\nProceeds from common stock issued on exercised options\n\n0.5\n\n43.0\n\n25.5\n\nPurchases of common stock for treasury\n\n(500.3)\n\n(1,202.9)\n\n(2,002.4)\n\nDividends paid\n\n(1,315.3)\n\n(1,338.7)\n\n(1,363.4)\n\nDistributions to noncontrolling interest holders\n\n(2.1)\n\n(21.6)\n\n(21.3)\n\nOther, net\n\n(72.1)\n\n(129.1)\n\n(53.9)\n\nNet cash used by financing activities\n\n(3,315.0)\n\n(1,180.1)\n\n(2,272.3)\n\nEffect of exchange rate changes on cash and cash equivalents\n\n18.4\n\n2.7\n\n(0.4)\n\nIncrease (decrease) in cash and cash equivalents\n\n127.8\n\n(54.1)\n\n(167.5)\n\nCash and cash equivalents - beginning of year\n\n363.9\n\n418.0\n\n585.5\n\nCash and cash equivalents - end of year (includes $37.9 million of cash classified as\n\n  held for sale as of May 31, 2026)\n\n$491.7\n\n$363.9\n\n$418.0\n\nCash flow from changes in current assets and liabilities, excluding the effects of\n\n  acquisitions and divestitures:\n\nReceivables\n\n$12.9\n\n$(79.0)\n\n$(1.8)\n\nInventories\n\n(82.2)\n\n(18.5)\n\n287.6\n\nPrepaid expenses and other current assets\n\n(147.7)\n\n80.8\n\n167.0\n\nAccounts payable\n\n(186.2)\n\n86.7\n\n(251.2)\n\nOther current liabilities\n\n(75.1)\n\n122.4\n\n(191.0)\n\nChanges in current assets and liabilities\n\n$(478.3)\n\n$192.4\n\n$10.6\n\nSee accompanying notes to consolidated financial statements.\n\n48\n\nNotes to Consolidated Financial Statements\n\nGENERAL MILLS, INC. AND SUBSIDIARIES\n\nNOTE 1. BASIS OF PRESENTATION AND RECLASSIFICATIONS\n\nBasis of Presentation\n\nOur Consolidated Financial Statements include the accounts of General Mills, Inc. and all subsidiaries in which we have a controlling\n\nfinancial interest. Intercompany transactions and accounts are eliminated in consolidation.\n\nOur fiscal year ends on the last Sunday in May. Fiscal year 2026 consisted of 53 weeks, while fiscal years 2025 and 2024 consisted of\n\n52 weeks. Our India business is on an April fiscal year end. In addition, the consolidated results of certain recent acquisitions are\n\nreported on a one-month lag. Please see Note 3 for more information.\n\nCertain reclassifications to our previously reported financial information have been made to conform to the current period\n\npresentation.\n\nNOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES\n\nCash and Cash Equivalents\n\nWe consider all investments purchased with an original maturity of three months or less to be cash equivalents.\n\nInventories\n\nAll inventories in the United States other than grain are valued at the lower of cost, using the last-in, first-out (LIFO) method, or\n\nmarket. Grain inventories are valued at net realizable value, and all related cash contracts and derivatives are valued at fair value, with\n\nall net changes in value recorded in earnings currently.\n\nInventories outside of the United States are generally valued at the lower of cost, using the first-in, first-out (FIFO) method, or net\n\nrealizable value.\n\nShipping costs associated with the distribution of finished product to our customers are recorded as cost of sales and are recognized\n\nwhen the related finished product is shipped to and accepted by the customer.\n\nLand, Buildings, Equipment, and Depreciation\n\nLand is recorded at historical cost. Buildings and equipment, including capitalized interest and internal engineering costs, are recorded\n\nat cost and depreciated over estimated useful lives, primarily using the straight-line method. Ordinary maintenance and repairs are\n\ncharged to cost of sales. Buildings are usually depreciated over 40 years, and equipment, furniture, and software are usually\n\ndepreciated over 3 to 10 years. Fully depreciated assets are retained in buildings and equipment until disposal. When an item is sold or\n\nretired, the accounts are relieved of its cost and related accumulated depreciation and the resulting gains and losses, if any, are\n\nrecognized in earnings.\n\nLong-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an\n\nasset (or asset group) may not be recoverable. An impairment loss would be recognized when estimated undiscounted future cash\n\nflows from the operation and disposition of the asset group are less than the carrying amount of the asset group. Asset groups have\n\nidentifiable cash flows and are largely independent of other asset groups. Measurement of an impairment loss would be based on the\n\nexcess of the carrying amount of the asset group over its fair value. Fair value is measured using a discounted cash flow model or\n\nindependent appraisals, as appropriate.\n\nGoodwill and Other Intangible Assets\n\nGoodwill is not subject to amortization and is tested for impairment annually and whenever events or changes in circumstances\n\nindicate that impairment may have occurred. We perform our annual goodwill and indefinite-lived intangible assets impairment test as\n\nof the first day of the second quarter of the fiscal year. Impairment testing is performed for each of our reporting units. We compare\n\nthe carrying value of a reporting unit, including goodwill, to the fair value of the unit. Carrying value is based on the assets and\n\nliabilities associated with the operations of that reporting unit, which often requires allocation of shared or corporate items among\n\nreporting units. If the carrying amount of a reporting unit exceeds its fair value, impairment has occurred. We recognize an impairment\n\ncharge for the amount by which the carrying amount of the reporting unit exceeds its fair value up to the total amount of goodwill\n\nallocated to the reporting unit. Our estimates of fair value are determined based on a discounted cash flow model. Growth rates for\n\nsales and profits are determined using inputs from our long-range planning process. We also make estimates of discount rates,\n\nperpetuity growth assumptions, market comparables, and other factors.\n\nWe evaluate the useful lives of our other intangible assets, mainly brands, to determine if they are finite or indefinite-lived. Reaching a\n\ndetermination on useful life requires significant judgments and assumptions regarding the future effects of obsolescence, demand,\n\ncompetition, other economic factors (such as the stability of the industry, known technological advances, legislative action that results\n\nin an uncertain or changing regulatory environment, and expected changes in distribution channels), the level of required maintenance\n\n49\n\nexpenditures, and the expected lives of other related groups of assets. Intangible assets that are deemed to have finite lives are\n\namortized on a straight-line basis, over their useful lives, generally ranging from 4 to 30 years.\n\nOur indefinite-lived intangible assets, mainly intangible assets primarily associated with the Blue Buffalo, Pillsbury, Totino’s, Old El\n\nPaso, Tiki Pets, Progresso, Annie’s, Edgard & Cooper, and Häagen-Dazs brands, are also tested for impairment annually and\n\nwhenever events or changes in circumstances indicate that their carrying value may not be recoverable. Our estimate of the fair value\n\nof the brands is based on a discounted cash flow model using inputs which included projected revenues from our long-range plan,\n\nassumed royalty rates that could be payable if we did not own the brands, and a discount rate.\n\nOur finite-lived intangible assets, primarily acquired customer relationships, are reviewed for impairment whenever events or changes\n\nin circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when\n\nestimated undiscounted future cash flows from the operation and disposition of the asset are less than the carrying amount of the asset.\n\nAssets generally have identifiable cash flows and are largely independent of other assets. Measurement of an impairment loss would\n\nbe based on the excess of the carrying amount of the asset over its fair value. Fair value is measured using a discounted cash flow\n\nmodel or other similar valuation model, as appropriate.\n\nLeases\n\nWe determine whether an arrangement is a lease at inception. When our lease arrangements include lease and non-lease components,\n\nwe account for lease and non-lease components (e.g. common area maintenance) separately based on their relative standalone prices.\n\nAny lease arrangements with an initial term of 12 months or less are not recorded on our Consolidated Balance Sheets, and we\n\nrecognize lease costs for these lease arrangements on a straight-line basis over the lease term. Many of our lease arrangements provide\n\nus with options to exercise one or more renewal terms or to terminate the lease arrangement. We include these options when we are\n\nreasonably certain to exercise them in the lease term used to establish our right of use assets and lease liabilities. Generally, our lease\n\nagreements do not include an option to purchase the leased asset, residual value guarantees, or material restrictive covenants.\n\nWe have certain lease arrangements with variable rental payments. Our lease arrangements for our Häagen-Dazs retail shops often\n\ninclude rental payments that are based on a percentage of retail sales. We have other lease arrangements that are adjusted periodically\n\nbased on an inflation index or rate. The future variability of these payments and adjustments are unknown, and therefore they are not\n\nincluded as minimum lease payments used to determine our right of use assets and lease liabilities. Variable rental payments are\n\nrecognized in the period in which the obligation is incurred.\n\nAs most of our lease arrangements do not provide an implicit interest rate, we apply an incremental borrowing rate based on the\n\ninformation available at the commencement date of the lease arrangement to determine the present value of lease payments.\n\nInvestments in Unconsolidated Joint Ventures\n\nOur investments in companies over which we have the ability to exercise significant influence are stated at cost plus our share of\n\nundistributed earnings or losses. We receive royalty income from certain joint ventures, incur various expenses (primarily research and\n\ndevelopment), and record the tax impact of certain joint venture operations that are structured as partnerships. In addition, we make\n\nadvances to our joint ventures in the form of loans or capital investments. We also sell certain raw materials, semi-finished goods, and\n\nfinished goods to the joint ventures, generally at market prices.\n\nIn addition, we assess our investments in our joint ventures if we have reason to believe an impairment may have occurred including,\n\nbut not limited to, as a result of ongoing operating losses, projected decreases in earnings, increases in the discount rate, or significant\n\nbusiness disruptions. The significant assumptions used to estimate fair value include revenue growth and profitability, royalty rates,\n\ncapital spending, depreciation and taxes, foreign currency exchange rates, and a discount rate. By their nature, these projections and\n\nassumptions are uncertain. If we were to determine the current fair value of our investment was less than the carrying value of the\n\ninvestment, then we would assess if the shortfall was of a temporary or permanent nature and write down the investment to its fair\n\nvalue if we concluded the impairment is other than temporary.\n\nRevenue Recognition\n\nOur revenues primarily result from contracts with customers, which are generally short-term and have a single performance obligation\n\n– the delivery of product. We recognize revenue for the sale of packaged foods at the point in time when our performance obligation\n\nhas been satisfied and control of the product has transferred to our customer, which generally occurs when the shipment is accepted by\n\nour customer. Sales include shipping and handling charges billed to the customer and are reported net of variable consideration and\n\nconsideration payable to our customers, including trade promotion, consumer coupon redemption and other reductions to the\n\ntransaction price, including estimated allowances for returns, unsalable product, and prompt pay discounts. Sales, use, value-added,\n\nand other excise taxes are not included in revenue. Trade promotions are recorded using significant judgment of estimated\n\nparticipation and performance levels for offered programs at the time of sale. Differences between estimated and actual reductions to\n\nthe transaction price are recognized as a change in estimate in a subsequent period. We generally do not allow a right of return.\n\nHowever, on a limited case-by-case basis with prior approval, we may allow customers to return product. In limited circumstances,\n\n50\n\nproduct returned in saleable condition is resold to other customers or outlets. Receivables from customers generally do not bear\n\ninterest. Payment terms and collection patterns vary around the world and by channel, and are short-term, and as such, we do not have\n\nany significant financing components. Our allowance for doubtful accounts represents our estimate of expected credit losses related to\n\nour trade receivables. We pool our trade receivables based on similar risk characteristics, such as geographic location, business\n\nchannel, and other account data. To estimate our allowance for doubtful accounts, we leverage information on historical losses, asset-\n\nspecific risk characteristics, current conditions, and reasonable and supportable forecasts of future conditions. Account balances are\n\nwritten off against the allowance when we deem the amount is uncollectible. Please see Note 17 for a disaggregation of our revenue\n\ninto categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.\n\nWe do not have material contract assets or liabilities arising from our contracts with customers.\n\nEnvironmental Costs\n\nEnvironmental costs relating to existing conditions caused by past operations that do not contribute to current or future revenues are\n\nexpensed. Liabilities for anticipated remediation costs are recorded on an undiscounted basis when they are probable and reasonably\n\nestimable, generally no later than the completion of feasibility studies or our commitment to a plan of action.\n\nAdvertising Production Costs\n\nWe expense the production costs of advertising the first time that the advertising takes place.\n\nResearch and Development\n\nAll expenditures for research and development (R&D) are charged against earnings in the period incurred. R&D includes expenditures\n\nfor new product and manufacturing process innovation, and the annual expenditures are comprised primarily of internal salaries,\n\nwages, consulting, and supplies attributable to R&D activities. Other costs include depreciation and maintenance of research facilities,\n\nincluding assets at facilities that are engaged in pilot plant activities.\n\nForeign Currency Translation\n\nFor all significant foreign operations, the functional currency is the local currency. Assets and liabilities of these operations are\n\ntranslated at the period-end exchange rates. Income statement accounts are translated using the average exchange rates prevailing\n\nduring the period. Translation adjustments are reflected within accumulated other comprehensive loss (AOCI) in stockholders’ equity.\n\nGains and losses from foreign currency transactions are included in net earnings for the period, except for gains and losses on\n\ninvestments in subsidiaries for which settlement is not planned for the foreseeable future and foreign exchange gains and losses on\n\ninstruments designated as net investment hedges. These gains and losses are recorded in AOCI.\n\nDerivative Instruments\n\nAll derivatives are recognized on our Consolidated Balance Sheets at fair value based on quoted market prices or our estimate of their\n\nfair value, and are recorded in either current or noncurrent assets or liabilities based on their maturity. Changes in the fair values of\n\nderivatives are recorded in net earnings or other comprehensive (loss) income (OCI), based on whether the instrument is designated\n\nand effective as a hedge transaction and, if so, the type of hedge transaction. Gains or losses on derivative instruments reported in\n\nAOCI are reclassified to earnings in the period the hedged item affects earnings. If the underlying hedged transaction ceases to exist,\n\nany associated amounts reported in AOCI are reclassified to earnings at that time. Cash flows from derivative instruments are\n\nprimarily reported in cash flows from operating activities in our Consolidated Statements of Cash Flows.\n\nStock-based Compensation\n\nWe generally measure compensation expense for grants of restricted stock units and performance share units using the value of a share\n\nof our stock on the date of grant. We estimate the value of stock option grants using a Black-Scholes valuation model. Generally,\n\nstock-based compensation is recognized straight line over the vesting period. Our stock-based compensation expense is recorded in\n\nselling, general, and administrative (SG&A) expenses and cost of sales in our Consolidated Statements of (Loss) Earnings and\n\nallocated to each reportable segment in our segment results.\n\nCertain equity-based compensation plans contain provisions that accelerate vesting of awards upon retirement, termination, or death of\n\neligible employees and directors. We consider a stock-based award to be vested when the employee’s or director’s retention of the\n\naward is no longer contingent on providing subsequent service. Accordingly, the related compensation cost for awards granted to\n\nretirement-eligible individuals is recognized from the grant date over an accelerated stated vesting period.\n\nWe report the benefits of tax deductions in excess of recognized compensation cost as an operating cash flow.\n\nDefined Benefit Pension, Other Postretirement Benefit, and Postemployment Benefit Plans\n\nWe sponsor several domestic and foreign defined benefit plans to provide pension, health care, and other welfare benefits to retired\n\nemployees. Under certain circumstances, we also provide accruable benefits, primarily severance and gratuity, to former and inactive\n\nemployees in the United States, Canada, Mexico, and other foreign jurisdictions. We recognize an obligation for any of these benefits\n\nthat vest or accumulate with service. Postemployment benefits that do not vest or accumulate with service (such as severance based\n\n51\n\nsolely on annual pay rather than years of service) are charged to expense when incurred. Our postemployment benefit plans are\n\nunfunded.\n\nWe recognize the underfunded or overfunded status of a defined benefit pension plan as an asset or liability and recognize changes in\n\nthe funded status in the year in which the changes occur through AOCI.\n\nUse of Estimates\n\nPreparing our Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States\n\nrequires us to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets\n\nand liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.\n\nThese estimates include our accounting for revenue recognition, valuation of long-lived assets, intangible assets, income taxes, and\n\ndefined benefit pension, other postretirement benefit and postemployment benefit plans. Actual results could differ from our estimates.\n\nNew Accounting Standards\n\nIn the fourth quarter of fiscal 2026, we adopted new requirements for enhanced disclosure related to income taxes. The new standard\n\nrequires disclosure of specific categories and disaggregation of information in the rate reconciliation table. The ASU also requires\n\ndisclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax\n\nexpense or benefit, and income tax expense or benefit from continuing operations. We adopted the requirements of the new standard\n\nusing a prospective approach. The adoption of this accounting guidance did not have a material impact on our results of operations and\n\nfinancial position. See Note 15 to the Consolidated Financial Statements for additional information on the impact to our related\n\ndisclosure.\n\nIn the fourth quarter of fiscal 2025, we adopted new accounting requirements related to enhanced segment disclosure requirements.\n\nThe new standard requires disclosure of significant segment expenses regularly provided to the chief operating decision maker\n\n(CODM) included within segment operating profit or loss as well as a description of how the CODM utilizes segment operating profit\n\nor loss to assess segment performance. We adopted the requirements of the new standard using a retrospective approach. The adoption\n\nof this accounting guidance did not have a material impact on our results of operations and financial position. See Note 17 to the\n\nConsolidated Financial Statements for additional information on the impact to our related disclosure.\n\nIn the first quarter of fiscal 2024, we adopted new requirements for enhanced disclosures related to supplier financing programs,\n\nexcept for the rollforward requirement, which we adopted in the fourth quarter of fiscal 2025. The new standard requires disclosure of\n\nthe key terms of the program and a rollforward of the related obligation during the annual period, including the amount of obligations\n\nconfirmed and obligations subsequently paid. We have historically presented the key terms of these programs and the associated\n\nobligation outstanding. The adoption of this guidance did not have a material impact on our results of operations and financial\n\nposition. See Note 8 to the Consolidated Financial Statements for additional information on the impact to our related disclosure.\n\nIn the first quarter of fiscal 2024, we adopted optional accounting guidance to ease the burden in accounting for reference rate reform.\n\nThe new standard provides temporary expedients and exceptions to existing accounting requirements for contract modifications and\n\nhedge accounting related to transitioning from discontinued reference rates. This resulted in modifying contracts, where necessary, to\n\napply a new reference rate, primarily SOFR. The adoption of this accounting guidance did not have a material impact on our results of\n\noperations and financial position.\n\nNOTE 3. ACQUISITIONS AND DIVESTITURES\n\nDuring the fourth quarter of fiscal 2026, we entered into a definitive agreement to sell our business in Brazil to Café Três Corações\n\nS.A. (3corações) for a base price of R$800.0 million, subject to certain specified deductions and customary post-closing adjustments.\n\nThe sale is anticipated to close in calendar 2026, subject to regulatory approvals and other customary closing conditions. As a result,\n\nwe have classified relevant assets and liabilities (the disposal group) associated with our Brazil business as held for sale in our\n\nConsolidated Balance Sheets as of May 31, 2026. Additionally, in the fourth quarter of fiscal 2026, we recorded a $1,031.8 million\n\nnon-cash pre-tax loss to value the disposal group at the lower of its carrying value or fair value less costs to sell based on estimated net\n\nproceeds, which was based on Level 2 inputs in the fair value hierarchy and includes the impact of accumulated foreign currency\n\ntranslation losses that will be reclassified to earnings upon sale. We recorded the loss in restructuring, transformation, impairment, and\n\nother exit costs in our Consolidated Statements of (Loss) Earnings, which included a $753.1 million reserve against the assets held for\n\nsale and a $264.9 million accrual of the remaining difference between the carrying amount and the estimated net proceeds within\n\nliabilities held for sale. We will monitor changes in the estimated net proceeds that could further impact the value of the disposal\n\ngroup and the expected loss on sale.\n\n52\n\nThe components of assets held for sale and liabilities held for sale are as follows:\n\nIn Millions\n\nMay 31, 2026\n\nCash and cash equivalents\n\n$37.9\n\nReceivables\n\n157.4\n\nInventories\n\n59.3\n\nPrepaid expenses and other current assets\n\n15.6\n\nLand, buildings, and equipment\n\n134.9\n\nOther intangible assets\n\n57.2\n\nDeferred income taxes\n\n253.1\n\nOther assets\n\n37.7\n\nGross assets held for sale\n\n$753.1\n\nReserve for assets held for sale\n\n(753.1)\n\nAssets held for sale\n\n$—\n\nAccounts payable\n\n$110.6\n\nOther current liabilities\n\n53.8\n\nOther liabilities\n\n20.5\n\nGross liabilities held for sale\n\n184.9\n\nLoss in excess of assets held for sale\n\n264.9\n\nLiabilities held for sale\n\n$449.8\n\nDuring the first quarter of fiscal 2026, we completed the sale of our United States yogurt business to Groupe Lactalis S.A. and\n\nrecorded a pre-tax gain of $1,046.5 million.\n\nDuring the third quarter of fiscal 2025, we completed the sale of our Canada yogurt business to Sodiaal International and recorded a\n\npre-tax gain of $95.9 million. In the first quarter of fiscal 2026, we recorded a sale price adjustment that resulted in a $7.9 million\n\nincrease to the pre-tax gain.\n\nDuring the third quarter of fiscal 2025, we acquired NX Pet Holding, Inc., representing Whitebridge Pet Brands’ North American\n\npremium cat feeding and pet treating business, for a purchase price of $1.4 billion (Whitebridge Pet Brands acquisition). We financed\n\nthe transaction with cash on hand and new debt. We consolidated Whitebridge Pet Brands into our Consolidated Balance Sheets and\n\nrecorded goodwill of $1,086.7 million, an indefinite-lived intangible asset for the Tiki Pets brand totaling $289.0 million, and a finite-\n\nlived customer relationship asset of $31.0 million. The goodwill is included in the North America Pet segment and is not deductible\n\nfor tax purposes. The pro forma effects of this acquisition were not material. The consolidated results are reported in our North\n\nAmerica Pet operating segment on a one-month lag. In fiscal 2026, we recorded a $31.9 million decrease to goodwill, primarily related\n\nto adjustments to certain purchase accounting liabilities upon finalization of income tax returns recorded in the second quarter of fiscal\n\n2026.\n\nDuring the fourth quarter of fiscal 2024, we acquired a pet food business in Europe, for a purchase price of $434.1 million, net of cash\n\nacquired. During the first quarter of fiscal 2025, we paid $7.7 million related to a purchase price holdback after closing conditions\n\nwere met. We financed the transaction with cash on hand. We consolidated the business into our Consolidated Balance Sheets and\n\nrecorded goodwill of $317.5 million, an indefinite-lived brand intangible asset of $118.4 million and a finite-lived customer\n\nrelationship asset of $14.2 million. The goodwill is included in the International segment and is not deductible for tax purposes. The\n\npro forma effects of this acquisition were not material. The consolidated results are reported in our International operating segment on\n\na one-month lag.\n\nNOTE 4. RESTRUCTURING, TRANSFORMATION, IMPAIRMENT, AND OTHER EXIT COSTS\n\nGOODWILL AND OTHER INTANGIBLE ASSET IMPAIRMENTS\n\nIn fiscal 2026, we recorded a $1,500.0 million non-cash goodwill impairment charge related to our North America Pet reporting unit\n\nand $302.9 million of non-cash impairment charges related to our Nudges, Uncle Toby’s, and True Chews brand intangible assets. In\n\nfiscal 2024, we recorded a $117.1 million non-cash goodwill impairment charge related to our Latin America reporting unit and\n\n53\n\n$103.1 million of non-cash impairment charges related to our Top Chews, True Chews, and EPIC brand intangible assets. Please see\n\n[Note 6](#ia5c02a19376d41648895dff5f21be7ab_106) for additional information.\n\nVALUATION LOSS ON HELD FOR SALE BUSINESS\n\nIn fiscal 2026, we recorded a $1,031.8 million non-cash pre-tax valuation loss related to the planned divestiture of our Brazil business.\n\nPlease see Note 3 for additional information.\n\nRESTRUCTURING AND TRANSFORMATION INITIATIVES\n\nWe view our restructuring and transformation activities as actions that help us meet our long-term growth targets and are evaluated\n\nagainst internal rate of return and net present value targets. Each project normally takes one to two years to complete. At completion\n\n(or as each major stage is completed in the case of multi-year programs), the project begins to deliver cash savings and/or reduced\n\ndepreciation. These activities result in various restructuring and transformation costs, including asset write-offs, exit charges including\n\nseverance, contract termination fees, and decommissioning and other costs. Accelerated depreciation associated with restructured\n\nassets, as used in the context of our disclosures regarding restructuring activity, refers to the increase in depreciation expense caused\n\nby shortening the useful life or updating the salvage value of depreciable fixed assets to coincide with the end of production under an\n\napproved restructuring plan. Any impairment of the asset is recognized immediately in the period the plan is approved.\n\nRestructuring and transformation charges recorded in fiscal 2026 were as follows:\n\nIn Millions\n\nSupply chain actions\n\n$95.4\n\nCharges associated with restructuring and transformation actions previously announced\n\n60.1\n\nTotal restructuring and transformation charges\n\n$155.5\n\nIn fiscal 2026, we approved a multi-year organizational initiative to increase the competitiveness of our supply chain. We expect to\n\nincur approximately $101 million of restructuring charges related to these actions, of which approximately $33 million will be cash.\n\nThese charges are expected to consist of approximately $66 million of net asset write-offs and $35 million of other costs, including\n\nseverance. We recognized $71.0 million of asset write-offs and $24.4 million of other costs in fiscal 2026. We expect these actions to\n\nbe completed by the end of fiscal 2029.\n\nCertain actions are subject to union negotiations and works council consultations, where required.\n\nWe paid net $92.5 million of cash related to restructuring actions in fiscal 2026. We paid net $13.2 million of cash in fiscal 2025.\n\nRestructuring and transformation charges recorded in fiscal 2025 were as follows:\n\nIn Millions\n\nGlobal transformation initiative\n\n$70.1\n\nCharges associated with restructuring actions previously announced\n\n17.4\n\nTotal restructuring and transformation charges\n\n$87.5\n\nRestructuring charges recorded in fiscal 2024 were as follows:\n\nIn Millions\n\nCommercial strategy actions\n\n$18.6\n\nCharges associated with restructuring actions previously announced\n\n20.2\n\nTotal restructuring charges\n\n$38.8\n\nRestructuring, transformation and impairment charges are classified in our Consolidated Statements of (Loss) Earnings as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nRestructuring, transformation, impairment, and other exit costs\n\n$2,970.8\n\n$78.3\n\n$241.4\n\nCost of sales\n\n19.4\n\n9.2\n\n17.6\n\nTotal restructuring, transformation, and impairment charges\n\n$2,990.2\n\n$87.5\n\n$259.0\n\n54\n\nThe roll forward of our restructuring, transformation, and other exit cost reserves, included in other current liabilities, is as follows:\n\nIn Millions\n\nSeverance\n\nOther Exit\n\nCosts\n\nTotal\n\nReserve balance as of May 28, 2023\n\n$47.6\n\n$0.1\n\n$47.7\n\nReserve 2024 charges, including foreign currency translation\n\n—\n\n0.1\n\n0.1\n\nUtilized in fiscal 2024\n\n(32.8)\n\n(0.2)\n\n(33.0)\n\nReserve balance as of May 26, 2024\n\n14.8\n\n—\n\n14.8\n\nReserve 2025 charges, including foreign currency translation\n\n70.1\n\n—\n\n70.1\n\nUtilized in fiscal 2025\n\n(7.8)\n\n—\n\n(7.8)\n\nReserve balance as of May 25, 2025\n\n77.1\n\n—\n\n77.1\n\nReserve 2026 charges, including foreign currency translation\n\n4.7\n\n3.7\n\n8.4\n\nUtilized in fiscal 2026\n\n(35.6)\n\n—\n\n(35.6)\n\nReserve balance as May 31, 2026\n\n$46.2\n\n$3.7\n\n$49.9\n\nThe charges recognized in the roll forward of our reserves for restructuring, transformation, and other exit costs do not include items\n\ncharged directly to expense (e.g., asset write-offs, asset impairment charges, and the gain or loss on the sale of restructured assets) and\n\nother periodic exit costs recognized as incurred, as those items are not reflected in our restructuring, transformation, and other exit cost\n\nreserves on our Consolidated Balance Sheets.\n\nNOTE 5. INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES\n\nWe have a 50 percent interest in Cereal Partners Worldwide (CPW), which manufactures and markets ready-to-eat cereal products in\n\napproximately 120 countries outside the United States and Canada. CPW also markets cereal bars in European countries and\n\nmanufactures private label cereals for customers in the United Kingdom. We have guaranteed a portion of CPW’s debt and its pension\n\nobligation in the United Kingdom.\n\nWe also have a 50 percent interest in Häagen-Dazs Japan, Inc. (HDJ). This joint venture manufactures and markets Häagen-Dazs ice\n\ncream products and frozen novelties.\n\nResults from our CPW and HDJ joint ventures are reported for the 12 months ended March 31.\n\nJoint venture related balance sheet activity is as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nCumulative investments\n\n$254.7\n\n$431.8\n\nGoodwill and other intangible assets\n\n428.5\n\n469.9\n\nAggregate advances included in cumulative investments\n\n310.9\n\n314.6\n\nJoint venture earnings and cash flow activity is as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nSales to joint ventures\n\n$6.7\n\n$7.8\n\n$4.8\n\nNet advances (repayments)\n\n31.8\n\n(13.3)\n\n2.7\n\nDividends received\n\n39.0\n\n44.6\n\n50.4\n\n55\n\nSummary combined financial information for the joint ventures on a 100 percent basis is as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nNet sales:\n\nCPW\n\n$1,678.5\n\n$1,647.3\n\n$1,718.5\n\nHDJ\n\n341.7\n\n323.1\n\n319.3\n\nTotal net sales\n\n2,020.2\n\n1,970.4\n\n2,037.8\n\nGross margin\n\n697.5\n\n686.8\n\n672.2\n\n(Loss) earnings before income taxes\n\n(73.6)\n\n89.4\n\n145.2\n\n(Loss) earnings after income taxes\n\n(112.1)\n\n61.5\n\n119.9\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nCurrent assets\n\n$707.4\n\n$751.0\n\nNoncurrent assets\n\n632.5\n\n788.3\n\nCurrent liabilities\n\n1,302.6\n\n1,314.1\n\nNoncurrent liabilities\n\n116.3\n\n96.3\n\nNOTE 6. GOODWILL AND OTHER INTANGIBLE ASSETS\n\nThe components of goodwill and other intangible assets are as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nGoodwill\n\n$14,122.4\n\n$15,622.4\n\nOther intangible assets:\n\nIntangible assets not subject to amortization:\n\nBrands\n\n6,472.2\n\n6,816.7\n\nIntangible assets subject to amortization:\n\nCustomer relationships and other finite-lived intangibles\n\n412.4\n\n420.9\n\nLess accumulated amortization\n\n(167.7)\n\n(156.2)\n\nIntangible assets subject to amortization, net\n\n244.7\n\n264.7\n\nOther intangible assets\n\n6,716.9\n\n7,081.4\n\nTotal\n\n$20,839.3\n\n$22,703.8\n\nBased on the carrying value of finite-lived intangible assets as of May 31, 2026, amortization expense for each of the next five fiscal\n\nyears is estimated to be approximately $19 million.\n\n56\n\nThe changes in the carrying amount of goodwill for fiscal 2024, 2025, and 2026 are as follows:\n\nIn Millions\n\nNorth\n\nAmerica\n\nRetail\n\nNorth\n\nAmerica Pet\n\nNorth\n\nAmerica\n\nFoodservice\n\nInternational\n\nCorporate\n\nand Joint\n\nVentures\n\nTotal\n\nBalance as of May 28, 2023\n\n$6,542.4\n\n$6,062.8\n\n$805.6\n\n$708.4\n\n$392.0\n\n$14,511.2\n\nAcquisitions\n\n—\n\n—\n\n—\n\n318.1\n\n26.9\n\n345.0\n\nImpairment charge\n\n—\n\n—\n\n—\n\n(117.1)\n\n—\n\n(117.1)\n\nOther activity, primarily foreign\n\n  currency translation\n\n(0.5)\n\n—\n\n(0.1)\n\n7.7\n\n4.5\n\n11.6\n\nBalance as of May 26, 2024\n\n6,541.9\n\n6,062.8\n\n805.5\n\n917.1\n\n423.4\n\n14,750.7\n\nAcquisition\n\n—\n\n1,086.7\n\n—\n\n—\n\n—\n\n1,086.7\n\nDivestiture\n\n(14.6)\n\n—\n\n—\n\n—\n\n—\n\n(14.6)\n\nReclassified to assets held for sale\n\n(202.6)\n\n—\n\n(50.0)\n\n—\n\n—\n\n(252.6)\n\nOther activity, primarily foreign\n\n  currency translation\n\n(1.2)\n\n—\n\n—\n\n34.6\n\n18.8\n\n52.2\n\nBalance as of May 25, 2025\n\n6,323.5\n\n7,149.5\n\n755.5\n\n951.7\n\n442.2\n\n15,622.4\n\nImpairment charge\n\n—\n\n(1,500.0)\n\n—\n\n—\n\n—\n\n(1,500.0)\n\nDivestiture\n\n(4.8)\n\n—\n\n(0.2)\n\n—\n\n—\n\n(5.0)\n\nPurchase accounting adjustments\n\n—\n\n(31.9)\n\n—\n\n—\n\n—\n\n(31.9)\n\nOther activity, primarily foreign\n\n  currency translation\n\n(0.5)\n\n—\n\n—\n\n26.5\n\n10.9\n\n36.9\n\nBalance as of May 31, 2026\n\n$6,318.2\n\n$5,617.6\n\n$755.3\n\n$978.2\n\n$453.1\n\n$14,122.4\n\nThe changes in the carrying amount of other intangible assets for fiscal 2024, 2025, and 2026 are as follows:\n\nIn Millions\n\nTotal\n\nBalance as of May 28, 2023\n\n$6,967.6\n\nAcquisition\n\n132.6\n\nImpairment charges\n\n(103.1)\n\nOther activity, primarily amortization and foreign currency translation\n\n(17.2)\n\nBalance as of May 26, 2024\n\n6,979.9\n\nAcquisition\n\n320.0\n\nDivestiture\n\n(44.4)\n\nReclassified to assets held for sale\n\n(160.7)\n\nOther activity, primarily amortization and foreign currency translation\n\n(13.4)\n\nBalance as of May 25, 2025\n\n7,081.4\n\nImpairment charges\n\n(302.9)\n\nReclassified to assets held for sale\n\n(57.2)\n\nOther activity, primarily amortization and foreign currency translation\n\n(4.4)\n\nBalance as of May 31, 2026\n\n$6,716.9\n\nOur annual goodwill and indefinite-lived intangible assets impairment test was performed on the first day of the second quarter of\n\nfiscal 2026. As a result of lower future sales and profitability projections for the business supporting our Uncle Toby’s brand\n\nintangible asset, we determined that the fair value of the brand intangible asset no longer exceeded its carrying value and recorded a\n\n$52.9 million non-cash impairment charge.\n\nIn addition, we identified a triggering event due to a sustained decline in market capitalization and stock price in the fourth quarter of\n\nfiscal 2026 reflecting heightened macroeconomic uncertainty and lower market multiples in our industry, which caused a related\n\nincrease in our discount rates and required an interim impairment assessment. We performed the interim impairment assessment of our\n\ngoodwill and other intangible assets as of May 31, 2026, and determined that the fair values of our North America Pet reporting unit\n\nand our Nudges and True Chews brand intangible assets no longer exceeded the carrying values of the respective assets, primarily\n\n57\n\ndriven by an increase in the discount rates. As a result, we recorded $1,750.0 million of non-cash impairment charges, of which\n\n$1,500.0 million related to the North America Pet reporting unit goodwill and $250.0 million related to the brand intangible assets, all\n\nof which are included within our North America Pet segment. The $1,500.0 million goodwill impairment charge is not deductible for\n\ntax purposes.\n\nWe recorded these impairment charges in restructuring, transformation, impairment and other exit costs in our Consolidated\n\nStatements of (Loss) Earnings. Our estimates of the fair values were determined based on discounted cash flow models using inputs\n\nwhich included our long-range cash flow projections for the businesses, royalty rates, discount rates, and tax rates. These fair values\n\nare Level 3 assets in the fair value hierarchy.\n\nDuring the fourth quarter of fiscal 2026, we also reclassified the Yoki and Kitano brand intangible assets as assets held for sale. See\n\nNote 3 for additional information.\n\nIn addition, while having significant coverage as of our May 31, 2026 assessment date, the Blue Buffalo brand intangible asset had risk\n\nof decreasing coverage due to the increase in our discount rates. The Progresso brand intangible asset also had risk of decreasing\n\ncoverage. We will continue to monitor applicable businesses for potential impairment. All other reporting unit and intangible asset fair\n\nvalues were substantially in excess of the carrying values.\n\nNOTE 7. LEASES\n\nOur lease portfolio primarily consists of operating lease arrangements for certain warehouse and distribution space, office space, retail\n\nshops, production facilities, rail cars, production and distribution equipment, automobiles, and office equipment. Our lease costs\n\nassociated with finance leases and sale-leaseback transactions and our lease income associated with lessor and sublease arrangements\n\nare not material to our Consolidated Financial Statements.\n\nComponents of our lease cost are as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nOperating lease cost\n\n$138.5\n\n$145.7\n\n$128.9\n\nVariable lease cost\n\n6.8\n\n7.5\n\n8.9\n\nShort-term lease cost\n\n31.1\n\n32.6\n\n32.2\n\nMaturities of our operating and finance lease obligations by fiscal year are as follows:\n\nIn Millions\n\nOperating\n\nLeases\n\nFinance Leases\n\nFiscal 2027\n\n$118.4\n\n$0.4\n\nFiscal 2028\n\n100.3\n\n—\n\nFiscal 2029\n\n78.5\n\n—\n\nFiscal 2030\n\n51.4\n\n—\n\nFiscal 2031\n\n38.3\n\n—\n\nAfter fiscal 2031\n\n69.3\n\n—\n\nTotal noncancelable future lease obligations\n\n$456.2\n\n$0.4\n\nLess: Interest\n\n(53.8)\n\n—\n\nPresent value of lease obligations\n\n$402.4\n\n$0.4\n\nThe lease payments presented in the table above exclude $95.5 million of minimum lease payments for operating leases we have\n\ncommitted to but have not yet commenced as of May 31, 2026.\n\nThe weighted-average remaining lease term and weighted-average discount rate for our operating leases are as follows:\n\nMay 31, 2026\n\nMay 25, 2025\n\nWeighted-average remaining lease term\n\n5.0 years\n\n5.0 years\n\nWeighted-average discount rate\n\n4.7%\n\n4.9%\n\n58\n\nIn addition, we had $12.3 million of right of use assets and $12.3 million of related lease liabilities classified as held for sale as of\n\nMay 31, 2026.\n\nSupplemental operating cash flow information and non-cash activity related to our operating leases, including those classified as held-\n\nfor-sale, are as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\nCash paid for amounts included in the measurement of lease liabilities\n\n$140.6\n\n$152.7\n\nRight of use assets obtained in exchange for new lease liabilities\n\n$97.6\n\n$163.4\n\nNOTE 8. FINANCIAL INSTRUMENTS, RISK MANAGEMENT ACTIVITIES, AND FAIR VALUES\n\nFINANCIAL INSTRUMENTS\n\nThe carrying values of cash and cash equivalents, receivables, accounts payable, other current liabilities, and notes payable\n\napproximate fair value. Marketable securities are carried at fair value. As of May 31, 2026, and May 25, 2025, a comparison of cost\n\nand market values of our marketable debt and equity securities is as follows:\n\nCost\n\nFair Value\n\nGross Unrealized\n\nGains\n\nGross Unrealized\n\nLosses\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nAvailable for sale debt securities\n\n$2.3\n\n$2.3\n\n$2.3\n\n$2.3\n\n$—\n\n$—\n\n$—\n\n$—\n\nEquity securities\n\n0.3\n\n0.3\n\n4.6\n\n4.9\n\n4.3\n\n4.6\n\n—\n\n—\n\nTotal\n\n$2.6\n\n$2.6\n\n$6.9\n\n$7.2\n\n$4.3\n\n$4.6\n\n$—\n\n$—\n\nThere were no realized gains or losses from sales of marketable securities in fiscal 2026 and 2025. Gains and losses are determined by\n\nspecific identification.\n\nClassification of marketable securities as current or noncurrent is dependent upon our intended holding period and the security’s\n\nmaturity date. The aggregate unrealized gains and losses on available for sale debt securities, net of tax effects, are classified in AOCI\n\nwithin stockholders’ equity.\n\nScheduled maturities of our marketable securities are as follows:\n\nMarketable Securities\n\nIn Millions\n\nCost\n\nFair Value\n\nUnder 1 year (current)\n\n$2.3\n\n$2.3\n\nEquity securities\n\n0.3\n\n4.6\n\nTotal\n\n$2.6\n\n$6.9\n\nAs of May 31, 2026, we had $2.3 million of marketable debt securities pledged as collateral for derivative contracts.\n\nRISK MANAGEMENT ACTIVITIES\n\nAs a part of our ongoing operations, we are exposed to market risks such as changes in interest and foreign currency exchange rates\n\nand commodity and equity prices. To manage these risks, we may enter into various derivative transactions (e.g., futures, options, and\n\nswaps) pursuant to our established policies.\n\nCOMMODITY PRICE RISK\n\nMany commodities we use in the production and distribution of our products are exposed to market price risks. We utilize derivatives\n\nto manage price risk for our principal ingredients and energy costs, including grains (oats, wheat, and corn), oils (principally soybean),\n\nnatural gas, and diesel fuel. Our primary objective when entering into these derivative contracts is to achieve certainty with regard to\n\nthe future price of commodities purchased for use in our supply chain. We manage our exposures through a combination of purchase\n\norders, long-term contracts with suppliers, exchange-traded futures and options, and over-the-counter options and swaps. We offset\n\nour exposures based on current and projected market conditions and generally seek to acquire the inputs at as close as possible to or\n\nbelow our planned cost.\n\n59\n\nWe use derivatives to manage our exposure to changes in commodity prices. We do not perform the assessments required to achieve\n\nhedge accounting for commodity derivative positions. Accordingly, the changes in the values of these derivatives are recorded\n\ncurrently in cost of sales in our Consolidated Statements of (Loss) Earnings.\n\nAlthough we do not meet the criteria for cash flow hedge accounting, we believe that these instruments are effective in achieving our\n\nobjective of providing certainty in the future price of commodities purchased for use in our supply chain. Accordingly, for purposes of\n\nmeasuring segment operating performance these gains and losses are reported in unallocated corporate items outside of segment\n\noperating results until such time that the exposure we are managing affects earnings. At that time we reclassify the gain or loss from\n\nunallocated corporate items to segment operating profit, allowing our operating segments to realize the economic effects of the\n\nderivative without experiencing any resulting mark-to-market volatility, which remains in unallocated corporate items.\n\nUnallocated corporate items for fiscal 2026, 2025, and 2024 included:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nNet gain (loss) on mark-to-market valuation of commodity positions\n\n$62.0\n\n$(37.4)\n\n$(15.4)\n\nNet (gain) loss on commodity positions reclassified from unallocated corporate\n\nitems to segment operating profit\n\n(19.2)\n\n52.8\n\n40.0\n\nNet mark-to-market revaluation of certain grain inventories\n\n5.6\n\n0.3\n\n14.5\n\nNet mark-to-market valuation of certain commodity positions recognized in\n\nunallocated corporate items\n\n$48.4\n\n$15.7\n\n$39.1\n\nAs of May 31, 2026, the net notional value of commodity derivatives was $126.0 million, of which $48.2 million related to\n\nagricultural inputs and $77.8 million related to energy inputs. As of May 25, 2025, the net notional value of commodity derivatives\n\nwas $227.1 million, of which $134.6 million related to agricultural inputs and $92.5 million related to energy inputs. These contracts\n\nrelate to inputs that generally will be utilized within the next 12 months.\n\nINTEREST RATE RISK\n\nWe are exposed to interest rate volatility with regard to future issuances of fixed-rate debt, existing fixed-rate debt with interest rate\n\nreset features, and existing and future issuances of floating-rate debt. Primary exposures include U.S. Treasury rates, Secured\n\nOvernight Financing Rate (SOFR), European Interbank Offered Rate (Euribor), the Euro mid-market swap rate, and commercial paper\n\nrates in the United States and Europe. We use interest rate swaps, forward-starting interest rate swaps, and treasury locks to hedge our\n\nexposure to interest rate changes, to reduce the volatility of our financing costs, and to achieve a desired proportion of fixed-rate\n\nversus floating-rate debt, based on current and projected market conditions. Generally under these swaps, we agree with a counterparty\n\nto exchange the difference between fixed-rate and floating-rate interest amounts based on an agreed upon notional principal amount.\n\nFloating Interest Rate Exposures — Floating-to-fixed interest rate swaps are accounted for as cash flow hedges, as are all hedges of\n\nforecasted issuances of debt. Effectiveness is assessed based on either the perfectly effective hypothetical derivative method or\n\nchanges in the present value of interest payments on the underlying debt. Effective gains and losses deferred to AOCI are reclassified\n\ninto earnings over the life of the associated debt.\n\nFixed Interest Rate Exposures — Fixed-to-floating interest rate swaps are accounted for as fair value hedges with effectiveness\n\nassessed based on changes in the fair value of the underlying debt and derivatives, using incremental borrowing rates currently\n\navailable on loans with similar terms and maturities.\n\nDuring the fourth quarter of fiscal 2025, we entered into a €750.0 million notional amount interest rate swap to convert our €750.0\n\nmillion fixed-rate senior notes due April 17, 2032, to a floating rate.\n\nDuring the second quarter of fiscal 2025, in advance of planned debt financing, we entered into $350.0 million of treasury locks. The\n\ntreasury locks were terminated during the second quarter of fiscal 2025, in conjunction with the Company’s issuance of $750.0 million\n\nof fixed-rate senior notes due January 30, 2035. Upon termination, a gain of $0.1 million was recognized in AOCI and will be\n\namortized through interest expense over the respective term of the debt.\n\nDuring the second quarter of fiscal 2025, we entered into a $750.0 million notional amount interest rate swap to convert our $750.0\n\nmillion of fixed-rate senior notes due January 30, 2030, to a floating rate.\n\nDuring the second quarter of fiscal 2025, our $500.0 million notional amount interest rate swap to convert our $500.0 million of fixed-\n\nrate senior notes due November 18, 2025, to a floating rate was called by the counterparty prior to the maturity date. The previously\n\nexisting swap was designated as a fair value hedge, and concurrent with the swap being called, we ceased recording market value\n\nadjustments to the associated hedged debt.\n\n60\n\nAs of May 31, 2026, the pre-tax amount of cash-settled interest rate hedge activity remaining in AOCI was a $13.2 million pre-tax\n\nloss. This will be reclassified to earnings over the remaining term of the related underlying debt. The amount expected to be\n\nreclassified from AOCI to net interest in fiscal 2027 is a $1.5 million pre-tax loss.\n\nThe notional amounts of our interest rate derivatives, with maturity dates ranging from January 2030 through April 2032, were as\n\nfollows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nPay-floating swaps - notional amount\n\n$1,624.4\n\n$2,283.9\n\nFOREIGN EXCHANGE RISK\n\nForeign currency fluctuations affect our net investments in foreign subsidiaries and foreign currency cash flows related to third party\n\npurchases, intercompany loans, product shipments, and foreign-denominated debt. We are also exposed to the translation of foreign\n\ncurrency earnings to the U.S. dollar. Our principal exposures are to the Australian dollar, Brazilian real, British pound sterling,\n\nCanadian dollar, Chinese renminbi, euro, Japanese yen, Mexican peso, and Swiss franc. We primarily use foreign currency forward\n\ncontracts to selectively hedge our foreign currency cash flow exposures. We also generally swap our nonfunctional currency\n\nintercompany loans back to U.S. dollars or the functional currency of the entity with foreign exchange exposure. The gains or losses\n\non these derivatives offset the foreign currency revaluation gains or losses recorded in earnings on the associated borrowings. We\n\ngenerally do not hedge more than 18 months in advance.\n\nThe net notional value of foreign exchange derivatives were as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nForeign exchange derivatives - notional amount\n\n$1,432.1\n\n$831.3\n\nWe also have net investments in foreign subsidiaries that are denominated in euros. We hedged a portion of these net investments by\n\nissuing euro-denominated commercial paper and foreign exchange forward contracts. A portion of these net investments are hedged\n\nwith euro-denominated bonds as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nEuro-denominated bonds - principal amount\n\n€5,084.5\n\n€4,742.8\n\nAs of May 31, 2026, we had deferred net foreign currency transaction losses of $218.7 million in AOCI associated with net\n\ninvestment hedging activity.\n\nEQUITY INSTRUMENTS\n\nEquity price movements affect our compensation expense as certain investments made by our employees in our deferred compensation\n\nplan are revalued. We use equity swaps to manage this risk. The net notional amount of our equity swap contracts, with maturity dates\n\nranging from November 2026 through April 2027, were as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nEquity swap contracts - notional amount\n\n$227.0\n\n$202.7\n\n61\n\nFAIR VALUE MEASUREMENTS AND FINANCIAL STATEMENT PRESENTATION\n\nThe fair values of our assets, liabilities, and derivative positions recorded at fair value and their respective levels in the fair value\n\nhierarchy as of May 31, 2026, and May 25, 2025, were as follows:\n\nMay 31, 2026\n\nMay 25, 2025\n\nIn Millions\n\nFair Value\n\nHierarchy Levels\n\nAssets\n\nLiabilities\n\nAssets\n\nLiabilities\n\nDerivatives designated as hedging instruments:\n\nInterest rate contracts (a) (b)\n\n2\n\n$0.8\n\n$(21.1)\n\n$5.0\n\n$(11.4)\n\nForeign exchange contracts (a) (c)\n\n2\n\n4.7\n\n(7.5)\n\n4.1\n\n(13.5)\n\nTotal\n\n5.5\n\n(28.6)\n\n9.1\n\n(24.9)\n\nDerivatives not designated as hedging instruments:\n\nForeign exchange contracts (a) (c)\n\n2\n\n1.6\n\n(6.5)\n\n0.2\n\n(1.3)\n\nCommodity contracts (a) (d) (e)\n\n1, 2\n\n40.3\n\n(1.1)\n\n1.5\n\n(7.6)\n\nGrain contracts (a) (d)\n\n2\n\n5.4\n\n(1.4)\n\n2.2\n\n(4.0)\n\nTotal\n\n47.3\n\n(9.0)\n\n3.9\n\n(12.9)\n\nOther assets and liabilities reported at fair value:\n\nMarketable investments (a) (f) (g)\n\n1, 2\n\n40.6\n\n—\n\n7.2\n\n—\n\nLong-lived assets (h)\n\n2\n\n1.5\n\n—\n\n2.0\n\n—\n\nTotal\n\n42.1\n\n—\n\n9.2\n\n—\n\nTotal assets, liabilities, and derivative positions\n\nrecorded at fair value\n\n$94.9\n\n$(37.6)\n\n$22.2\n\n$(37.8)\n\n(a)These contracts and investments are recorded as prepaid expenses and other current assets, other assets, other current liabilities or other\n\nliabilities, as appropriate, based on whether in a gain or loss position. Certain marketable investments are recorded as cash and cash equivalents.\n\n(b)Based on Euribor, SOFR, and swap rates. As of May 31, 2026, the carrying amount of hedged debt designated as the hedged item in a fair value\n\nhedge was $1,603.5 million and was classified on the Consolidated Balance Sheets within long-term debt. As of May 31, 2026, the cumulative\n\namount of fair value hedging basis adjustments was $20.9 million. As of May 25, 2025, the carrying amount of hedged debt designated as the\n\nhedged item in a fair value hedge was $2,280.6 million, of which $675.6 million and $1,605.0 million was classified on the Consolidated\n\nBalance Sheet within current portion of long-term debt and long-term debt, respectively. As of May 25, 2025, the cumulative amount of fair\n\nvalue hedging basis adjustments was $3.2 million.\n\n(c)Based on observable market transactions of spot currency rates and forward currency prices.\n\n(d)Based on prices of futures exchanges and recently reported transactions in the marketplace.\n\n(e)Commodity contract assets as of May 31, 2026, include Level 2 assets of $40.3 million. Commodity contract liabilities as of May 31, 2026,\n\ninclude Level 2 liabilities of $1.1 million. Commodity contract assets as of May 25, 2025, include Level 1 and Level 2 assets of $0.6 million and\n\n$0.9 million, respectively. Commodity contract liabilities as of May 25, 2025, include Level 1 and Level 2 liabilities of $0.2 million and $7.4\n\nmillion, respectively.\n\n(f)Based on prices of common stock, mutual fund net asset values, and bond matrix pricing.\n\n(g)Marketable investment assets as of May 31, 2026, include Level 1 and Level 2 assets of $4.6 million and $36.0 million, respectively. Marketable\n\ninvestment assets as of May 25, 2025, include Level 1 and Level 2 assets of $4.9 million and $2.3 million, respectively.\n\n(h)In fiscal 2026 and 2025, we recorded $29.4 million of non-cash impairment charges and immaterial non-cash impairment charges, respectively,\n\nto write down certain long-lived assets to their fair value. Fair value was based on recently reported transactions for similar assets in the\n\nmarketplace. These assets were associated with previously announced restructuring actions described in Note 4.\n\nWe did not significantly change our valuation techniques from prior periods.\n\nThe fair value of our long-term debt is estimated using Level 2 inputs based on quoted prices for those instruments. Where quoted\n\nprices are not available, fair value is estimated using discounted cash flows and market-based expectations for interest rates, credit risk\n\nand the contractual terms of the debt instruments. As of May 31, 2026, the fair value and carrying amount of our long-term debt,\n\nincluding the current portion, were $12,968.8 million and $13,469.6 million, respectively. As of May 25, 2025, the fair value and\n\ncarrying amount of our long-term debt, including the current portion, were $13,579.5 million and $14,201.6 million, respectively.\n\n62\n\nInformation related to our cash flow hedges, fair value hedges, and other derivatives not designated as hedging instruments for the\n\nfiscal years ended May 31, 2026, and May 25, 2025, follows:\n\nInterest Rate\n\nContracts\n\nForeign\n\nExchange\n\nContracts\n\nEquity\n\nContracts\n\nCommodity\n\nContracts\n\nTotal\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nDerivatives in Cash Flow Hedging\n\n  Relationships:\n\nAmount of gain (loss) recognized\n\n    in OCI\n\n$—\n\n$0.1\n\n$6.6\n\n$(8.1)\n\n$—\n\n$—\n\n$—\n\n$—\n\n$6.6\n\n$(8.0)\n\nAmount of net gain (loss) reclassified\n\nfrom AOCI into earnings (a)\n\n1.4\n\n(0.2)\n\n(3.1)\n\n2.5\n\n—\n\n—\n\n—\n\n—\n\n(1.7)\n\n2.3\n\nDerivatives in Fair Value Hedging\n\n  Relationships:\n\nAmount of net gain recognized in\n\nearnings (b)\n\n3.4\n\n3.0\n\n—\n\n—\n\n—\n\n—\n\n—\n\n—\n\n3.4\n\n3.0\n\nDerivatives Not Designated as\n\n  Hedging Instruments:\n\nAmount of net gain (loss) recognized\n\nin earnings (c)\n\n$—\n\n$—\n\n$8.4\n\n$(16.0)\n\n$38.4\n\n$6.3\n\n$67.9\n\n$(22.0)\n\n$114.7\n\n$(31.7)\n\n(a)Gain (loss) reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for\n\nforeign exchange contracts. For the fiscal year ended May 31, 2026, the amount of loss reclassified from AOCI into cost of sales was $4.2\n\nmillion and the amount of gain reclassified from AOCI into SG&A was $1.1 million. For the fiscal year ended May 25, 2025, the amount of\n\ngain reclassified from AOCI into cost of sales was $12.7 million and the amount of loss reclassified from AOCI into SG&A was $10.2 million.\n\n(b)Gain recognized in earnings is reported in interest, net for interest rate contracts.\n\n(c)Gain (loss) recognized in earnings is reported in SG&A and after-tax earnings from joint ventures for foreign exchange contracts, SG&A for\n\nequity contracts, and cost of sales for commodity contracts.\n\n63\n\nThe following tables reconcile the net fair values of assets and liabilities subject to offsetting arrangements that are recorded in our\n\nConsolidated Balance Sheets to the net fair values that could be reported in our Consolidated Balance Sheets:\n\nMay 31, 2026\n\nMay 25, 2025\n\nIn Millions\n\nGross\n\nAmount\n\nGross\n\nAmount\n\nOffset on\n\nBalance\n\nSheet\n\nNet\n\nAmount (a)\n\nGross\n\nAmount\n\nNot Offset\n\non Balance\n\nSheet (c)\n\nNet\n\nAmount\n\n(b)\n\nGross\n\nAmount\n\nGross\n\nAmount\n\nOffset on\n\nBalance\n\nSheet\n\nNet\n\nAmount (a)\n\nGross\n\nAmount\n\nNot Offset\n\non Balance\n\nSheet (c)\n\nNet\n\nAmount\n\n(b)\n\nAssets:\n\nCommodity\n\ncontracts\n\n$40.3\n\n$—\n\n$40.3\n\n$(1.1)\n\n$39.2\n\n$1.5\n\n$—\n\n$1.5\n\n$(1.0)\n\n$0.5\n\nInterest rate\n\ncontracts\n\n1.8\n\n—\n\n1.8\n\n—\n\n1.8\n\n4.6\n\n—\n\n4.6\n\n(2.2)\n\n2.4\n\nForeign exchange\n\ncontracts\n\n7.6\n\n—\n\n7.6\n\n(0.5)\n\n7.1\n\n4.3\n\n—\n\n4.3\n\n(3.8)\n\n0.5\n\nEquity contracts\n\n6.4\n\n—\n\n6.4\n\n(6.0)\n\n0.4\n\n3.8\n\n—\n\n3.8\n\n(1.0)\n\n2.8\n\nTotal\n\n$56.1\n\n$—\n\n$56.1\n\n$(7.6)\n\n$48.5\n\n$14.2\n\n$—\n\n$14.2\n\n$(8.0)\n\n$6.2\n\nLiabilities:\n\nCommodity\n\ncontracts\n\n$(1.1)\n\n$—\n\n$(1.1)\n\n$1.1\n\n$—\n\n$(7.6)\n\n$—\n\n$(7.6)\n\n$1.0\n\n$(6.6)\n\nInterest rate\n\ncontracts\n\n(21.2)\n\n—\n\n(21.2)\n\n16.4\n\n(4.8)\n\n(18.3)\n\n—\n\n(18.3)\n\n2.2\n\n(16.1)\n\nForeign exchange\n\ncontracts\n\n(0.5)\n\n—\n\n(0.5)\n\n0.5\n\n—\n\n(14.8)\n\n—\n\n(14.8)\n\n3.8\n\n(11.0)\n\nEquity contracts\n\n(14.0)\n\n—\n\n(14.0)\n\n6.0\n\n(8.0)\n\n(1.0)\n\n—\n\n(1.0)\n\n1.0\n\n—\n\nTotal\n\n$(36.8)\n\n$—\n\n$(36.8)\n\n$24.0\n\n$(12.8)\n\n$(41.7)\n\n$—\n\n$(41.7)\n\n$8.0\n\n$(33.7)\n\n(a)  Net fair value as recorded in our Consolidated Balance Sheets.\n\n(b)  Fair value of assets and liabilities reported on a gross basis in our Consolidated Balance Sheets.\n\n(c)  Fair value of assets or liabilities that could be reported net in our Consolidated Balance Sheets. As of May 31, 2026, this includes no collateral received and $16.4 million of collateral\n\npledged related to derivative instruments. As of May 25, 2025, this includes no collateral received or pledged related to derivative instruments.\n\nAMOUNTS RECORDED IN ACCUMULATED OTHER COMPREHENSIVE LOSS\n\nAs of May 31, 2026, the after-tax amounts of unrealized losses in AOCI related to hedge derivatives follows:\n\nIn Millions\n\nAfter-Tax\n\n(Loss)/Gain\n\nUnrealized loss from interest rate cash flow hedges\n\n$(8.2)\n\nUnrealized gain from foreign currency cash flow hedges\n\n3.4\n\nAfter-tax loss in AOCI related to hedge derivatives\n\n$(4.8)\n\nThe net amount of pre-tax gains and losses in AOCI as of May 31, 2026, that we expect to be reclassified into net earnings within the\n\nnext 12 months is a $3.9 million net loss.\n\nCREDIT-RISK-RELATED CONTINGENT FEATURES\n\nCertain of our derivative instruments contain provisions that require us to maintain an investment grade credit rating on our debt from\n\neach of the major credit rating agencies. If our debt were to fall below investment grade, the counterparties to the derivative\n\ninstruments could request full collateralization on derivative instruments in net liability positions. The aggregate fair value of all\n\nderivative instruments with credit-risk-related contingent features that were in a liability position on May 31, 2026, was $29.2 million.\n\nWe have posted $16.4 million collateral under these contracts.\n\n64\n\nCONCENTRATIONS OF CREDIT AND COUNTERPARTY CREDIT RISK\n\nDuring fiscal 2026, customer concentration was as follows:\n\nPercent of total\n\nConsolidated\n\nNorth\n\nAmerica\n\nRetail\n\nNorth\n\nAmerica\n\nFoodservice\n\nInternational\n\nNorth\n\nAmerica Pet\n\nWalmart (a):\n\nNet sales\n\n22%\n\n31%\n\n11%\n\n3%\n\n17%\n\nAccounts receivable\n\n19%\n\n8%\n\n12%\n\n19%\n\nFive largest customers:\n\nNet sales\n\n54%\n\n57%\n\n30%\n\n66%\n\n(a)  Includes Walmart Inc. and its affiliates.\n\nNo customer other than Walmart accounted for 10 percent or more of our consolidated net sales.\n\nWe enter into interest rate, foreign exchange, and certain commodity and equity derivatives, primarily with a diversified group of\n\nhighly rated counterparties. We continually monitor our positions and the credit ratings of the counterparties involved and, by policy,\n\nlimit the amount of credit exposure to any one party. These transactions may expose us to potential losses due to the risk of\n\nnonperformance by these counterparties; however, we have not incurred a material loss. We also enter into commodity futures\n\ntransactions through various regulated exchanges.\n\nThe amount of loss due to the credit risk of the counterparties, should the counterparties fail to perform according to the terms of the\n\ncontracts, is $14.0 million. We have no collateral held against these contracts. Under the terms of our swap agreements, some of our\n\ntransactions require collateral or other security to support financial instruments subject to threshold levels of exposure and\n\ncounterparty credit risk. Collateral assets are either cash or U.S. Treasury instruments and are held in a trust account that we may\n\naccess if the counterparty defaults.\n\nWe offer certain suppliers access to third-party services that allow them to view our scheduled payments online. The third-party\n\nservices also allow suppliers to finance advances on our scheduled payments at the sole discretion of the supplier and the third party.\n\nWe have no economic interest in these financing arrangements and no direct relationship with the suppliers, the third parties, or any\n\nfinancial institutions concerning these services, including not providing any form of guarantee and not pledging assets as security to\n\nthe third parties or financial institutions. All of our accounts payable remain as obligations to our suppliers as stated in our supplier\n\nagreements.\n\nThe roll forward of our obligations payable to suppliers who utilize these third-party services is as follows:\n\nIn Millions\n\n2026\n\n2025\n\nBalance as of beginning of fiscal year\n\n$1,427.5\n\n$1,404.4\n\nAdditions, including foreign currency translation\n\n4,130.8\n\n4,116.8\n\nPayments\n\n(4,158.7)\n\n(4,093.7)\n\nBalance as of end of fiscal year\n\n$1,399.6\n\n$1,427.5\n\nAs of May 31, 2026, $1,356.5 million of our obligations were included in accounts payable and $43.1 million were included in\n\nliabilities held for sale. As of May 25, 2025, $1,427.5 million of our obligations were included in accounts payable.\n\nNOTE 9. DEBT\n\nNOTES PAYABLE\n\nThe components of notes payable and their respective weighted-average interest rates at the end of the periods were as follows:\n\nMay 31, 2026\n\nMay 25, 2025\n\nIn Millions\n\nNotes Payable\n\nWeighted-\n\nAverage\n\nInterest Rate\n\nNotes Payable\n\nWeighted-\n\nAverage\n\nInterest Rate\n\nU.S. commercial paper\n\n$60.0\n\n3.8\n\n%\n\n$669.4\n\n4.5\n\n%\n\nFinancial institutions\n\n8.4\n\n4.6\n\n7.6\n\n5.8\n\nTotal\n\n$68.4\n\n3.9\n\n%\n\n$677.0\n\n4.5\n\n%\n\n65\n\nTo ensure availability of funds, we maintain bank credit lines and have commercial paper programs available to us in the United States\n\nand Europe.\n\nThe following table details the credit facilities and lines of credit we had available as of May 31, 2026:\n\nIn Millions\n\nBorrowing\n\nCapacity\n\nBorrowed\n\nAmount\n\nCommitted credit facility expiring October 2029\n\n$2,700.0\n\n$—\n\nUncommitted credit facilities and lines of credit\n\n774.5\n\n8.4\n\nTotal\n\n$3,474.5\n\n$8.4\n\nWe are in compliance with all credit facility covenants.\n\nLONG-TERM DEBT\n\nIn the fourth quarter of fiscal 2026, we issued €1.0 billion of 4.75 percent fixed-to-fixed reset rate Series A junior subordinated notes\n\nand €700.0 million of 5.25 percent fixed-to-fixed reset rate Series B junior subordinated notes, each due July 16, 2056. The interest\n\nrate of the Series A and Series B junior subordinated notes will reset on July 16, 2031 and July 16, 2034, respectively, and every fifth\n\nyear thereafter. The Series A and Series B junior subordinated notes pay interest annually and may be redeemed at any time during the\n\n90 days prior to their respective first interest reset date and on any interest payment date thereafter, in whole or in part at the principal\n\namount thereof, and at certain other times at a defined redemption price, in each case plus accrued interest. We used the net proceeds\n\nto repay €250.0 million of floating-rate senior notes due April 22, 2026, $750.0 million of 3.2 percent fixed-rate senior notes due\n\nFebruary 10, 2027, $500.0 million of 4.7 percent fixed-rate senior notes due January 30, 2027, a portion of our outstanding\n\ncommercial paper, and for other general corporate purposes. The early redemption of certain senior notes resulted in a net $2.0 million\n\nloss, which was recorded in Interest, net in the Consolidated Statements of (Loss) Earnings.\n\nIn the third quarter of fiscal 2026, we repaid €600.0 million of 0.45 percent fixed-rate senior notes due January 15, 2026, using\n\nproceeds from the issuance of commercial paper and cash on hand.\n\nIn the second quarter of fiscal 2026, we repaid €500.0 million of 0.125 percent fixed-rate senior notes due November 15, 2025, with\n\ncash on hand.\n\nIn the fourth quarter of fiscal 2025, we issued €750.0 million of 3.6 percent fixed-rate senior notes due April 17, 2032. We used the\n\nnet proceeds to repay $800.0 million of 4.0 percent fixed-rate senior notes due April 17, 2025, and a portion of our outstanding\n\ncommercial paper, as well as for general corporate purposes.\n\nIn the third quarter of fiscal 2025, we repaid $500.0 million of 5.241 percent fixed-rate senior notes due November 18, 2025, using\n\nproceeds from the issuance of commercial paper.\n\nIn the second quarter of fiscal 2025, we issued $750.0 million of 4.875 percent fixed-rate senior notes due January 30, 2030. We used\n\nthe net proceeds to fund the Whitebridge Pet Brands acquisition.\n\nIn the second quarter of fiscal 2025, we issued $750.0 million of 5.25 percent fixed-rate senior notes due January 30, 2035. We used\n\nthe net proceeds to fund the Whitebridge Pet Brands acquisition.\n\nIn the second quarter of fiscal 2025, we issued €250.0 million of floating-rate senior notes due April 22, 2026. We used the net\n\nproceeds to repay €250.0 million of floating-rate senior notes due November 8, 2024.\n\nIn the second quarter of fiscal 2025, we issued €500.0 million of floating-rate senior notes due October 22, 2026. We used the net\n\nproceeds to repay €500.0 million of floating-rate senior notes due November 8, 2024.\n\n66\n\nA summary of our long-term debt is as follows:\n\nIn Millions, Except Weighted-Average Interest Rate\n\nWeighted-Average\n\nInterest Rate (a)\n\nMay 31, 2026\n\nMay 25, 2025\n\nSenior notes due fiscal 2026\n\n—%\n\n$—\n\n$1,533.9\n\nSenior notes due fiscal 2027\n\n2.2\n\n1,053.3\n\n2,276.5\n\nSenior notes due fiscal 2028\n\n4.2\n\n1,400.0\n\n1,400.0\n\nSenior notes due fiscal 2029\n\n4.5\n\n1,374.4\n\n1,352.2\n\nSenior notes due fiscal 2030\n\n3.9\n\n1,500.0\n\n1,500.0\n\nSenior notes due fiscal 2031\n\n3.6\n\n583.0\n\n568.1\n\nSenior notes due fiscal 2032 - 2051\n\n4.2\n\n5,858.7\n\n5,821.6\n\nJunior subordinated notes due fiscal 2057 (b)\n\n5.0\n\n1,982.0\n\n—\n\nNet impact of unamortized debt discounts, debt issuance costs,\n\ninterest rate swaps, and finance leases\n\n(281.8)\n\n(250.7)\n\nTotal debt\n\n13,469.6\n\n14,201.6\n\nLess amount due within one year\n\n(1,053.6)\n\n(1,528.4)\n\nTotal long-term debt\n\n$12,416.0\n\n$12,673.2\n\n(a) Weighted average interest rates as of May 31, 2026.\n\n(b) The junior subordinated notes rank junior in right of payment to all of our existing senior notes.\n\nThe following table details the currency of our outstanding bonds:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nUS Dollar\n\n$7,805.3\n\n$9,055.3\n\nEuro\n\n$5,946.1\n\n$5,397.0\n\nCertain of our long-term debt agreements contain restrictive covenants. We are in compliance with all long-term debt covenants.\n\nInterest payments for fiscal 2026, fiscal 2025, and fiscal 2024 were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nCash interest payments\n\n$573.9\n\n$474.4\n\n$464.4\n\nNOTE 10. NONCONTROLLING INTERESTS\n\nOur principal noncontrolling interest related to our General Mills Cereals, LLC (GMC) subsidiary. The third-party holder of the GMC\n\nClass A limited membership interest (GMC Class A Interests) received quarterly preferred distributions from available net income\n\nbased on the application of a floating preferred return rate to the holder’s capital account balance established in the most recent mark-\n\nto-market valuation. On June 1, 2024, the floating preferred return rate was reset to the sum of the three-month Term SOFR plus 261\n\nbasis points.\n\nDuring the fourth quarter of fiscal 2025, we purchased the outstanding GMC Class A Interests from the third-party holder for $252.8\n\nmillion. The purchase price reflected the GMC Class A Interests’ original capital account balance of $242.3 million and $10.5 million\n\nprimarily related to capital account appreciation attributable and paid to the third-party holder of the Class A Interests. The capital\n\nappreciation paid to the third-party holder of the Class A Interests was recorded as a direct reduction to retained earnings, a component\n\nof stockholders’ equity, on the Consolidated Balance Sheets, and reduced net earnings available to common stockholders in our basic\n\nand diluted earnings per share (EPS) calculations.\n\nFor financial reporting purposes, the assets, liabilities, results of operations, and cash flows of our non-wholly owned consolidated\n\nsubsidiaries are included in our Consolidated Financial Statements. The third-party investor’s share of the net earnings of these\n\nsubsidiaries is reflected in net earnings attributable to noncontrolling interests in our Consolidated Statements of (Loss) Earnings.\n\nNOTE 11. STOCKHOLDERS’ EQUITY\n\nCumulative preference stock of 5.0 million shares, without par value, is authorized but unissued.\n\n67\n\nOn June 27, 2022, our Board of Directors authorized the repurchase of up to 100 million shares of our common stock. Purchases under\n\nthe authorization can be made in the open market or in privately negotiated transactions, including the use of call options and other\n\nderivative instruments, Rule 10b5-1 trading plans, and accelerated repurchase programs. The authorization has no specified\n\ntermination date.\n\nShare repurchases were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nShares of common stock\n\n10.0\n\n18.7\n\n29.2\n\nAggregate purchase price\n\n$504.7\n\n$1,213.5\n\n$2,021.2\n\nDuring the first quarter of fiscal 2026, we entered into two accelerated share repurchase (ASR) agreements with an unrelated third\n\nparty financial institution to repurchase an aggregate of $500.0 million of our shares of common stock. Under the ASR agreements, we\n\npaid an aggregate of $500.0 million and received an initial delivery of 7.5 million shares of our common stock in the first quarter of\n\nfiscal 2026.\n\nThe first ASR agreement was settled in the first quarter of fiscal 2026 with a final delivery of 1.2 million additional shares. The second\n\nASR agreement was settled in the second quarter of fiscal 2026 with a final delivery of 1.3 million additional shares. We received a\n\ntotal of 10.0 million shares at an average price of $49.92, not including costs of execution or excise tax, under the ASR agreements.\n\nThe following tables provide details of total comprehensive (loss) income:\n\nFiscal 2026\n\nGeneral Mills\n\nNoncontrolling\n\nInterests\n\nIn Millions\n\nPretax\n\nTax\n\nNet\n\nNet\n\nNet (loss) earnings, including earnings attributable to\n\nnoncontrolling interests\n\n$(87.6)\n\n$2.3\n\nOther comprehensive income (loss):\n\nForeign currency translation\n\n$(17.6)\n\n$28.3\n\n10.7\n\n—\n\nNet actuarial loss\n\n(57.9)\n\n12.4\n\n(45.5)\n\n—\n\nOther fair value changes:\n\nHedge derivatives\n\n6.7\n\n(2.0)\n\n4.7\n\n—\n\nReclassification to earnings:\n\nHedge derivatives (a)\n\n(3.2)\n\n1.1\n\n(2.1)\n\n—\n\nAmortization of losses and prior service costs (b)\n\n68.7\n\n(13.8)\n\n54.9\n\n—\n\nOther comprehensive income\n\n$(3.3)\n\n$26.0\n\n22.7\n\n—\n\nTotal comprehensive (loss) income\n\n$(64.9)\n\n$2.3\n\n(a) Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign\n\nexchange contracts.\n\n(b) Loss reclassified from AOCI into earnings is reported in benefit plan non-service income. In the second quarter of fiscal 2026, a $6.7 million loss\n\nrelated to a curtailment was reclassified from AOCI into earnings and is reported in restructuring, transformation, impairment and other exit costs\n\nin our Consolidated Statements of (Loss) Earnings.\n\n68\n\nFiscal 2025\n\nGeneral Mills\n\nNoncontrolling\n\nInterests\n\nIn Millions\n\nPretax\n\nTax\n\nNet\n\nNet\n\nNet earnings, including earnings attributable to\n\nnoncontrolling interests\n\n$2,295.2\n\n$23.7\n\nOther comprehensive (loss) income:\n\nForeign currency translation\n\n$(161.9)\n\n$46.6\n\n(115.3)\n\n0.4\n\nNet actuarial gain\n\n21.3\n\n(4.1)\n\n17.2\n\n—\n\nOther fair value changes:\n\nHedge derivatives\n\n(8.0)\n\n0.6\n\n(7.4)\n\n—\n\nReclassification to earnings:\n\nForeign currency translation (a)\n\n33.9\n\n—\n\n33.9\n\n—\n\nHedge derivatives (b)\n\n(2.3)\n\n2.1\n\n(0.2)\n\n—\n\nAmortization of losses and prior service costs (c)\n\n58.1\n\n(11.6)\n\n46.5\n\n—\n\nOther comprehensive (loss) income\n\n$(58.9)\n\n$33.6\n\n(25.3)\n\n0.4\n\nTotal comprehensive income\n\n$2,269.9\n\n$24.1\n\n(a)Loss reclassified from AOCI into earnings is reported in divestitures gain, net.\n\n(b)Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign\n\nexchange contracts.\n\n(c)Loss reclassified from AOCI into earnings is reported in benefit plan non-service income.\n\nFiscal 2024\n\nGeneral Mills\n\nNoncontrolling\n\nInterests\n\nIn Millions\n\nPretax\n\nTax\n\nNet\n\nNet\n\nNet earnings, including earnings attributable to\n\nnoncontrolling interests\n\n$2,496.6\n\n$22.0\n\nOther comprehensive (loss) income:\n\nForeign currency translation\n\n$(98.4)\n\n$11.7\n\n(86.7)\n\n0.1\n\nNet actuarial loss\n\n(239.4)\n\n52.3\n\n(187.1)\n\n—\n\nOther fair value changes:\n\nHedge derivatives\n\n(4.4)\n\n1.2\n\n(3.2)\n\n—\n\nReclassification to earnings:\n\nHedge derivatives (a)\n\n(4.1)\n\n1.6\n\n(2.5)\n\n—\n\nAmortization of losses and prior service costs (b)\n\n46.5\n\n(9.8)\n\n36.7\n\n—\n\nOther comprehensive (loss) income\n\n$(299.8)\n\n$57.0\n\n(242.8)\n\n0.1\n\nTotal comprehensive income\n\n$2,253.8\n\n$22.1\n\n(a)Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign\n\nexchange contracts\n\n(b)Loss reclassified from AOCI into earnings is reported in benefit plan non-service income.\n\nIn fiscal 2026, 2025, and 2024, except for certain reclassifications to earnings, changes in other comprehensive (loss) income were\n\nprimarily non-cash items.\n\n69\n\nAccumulated other comprehensive loss balances, net of tax effects, were as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nForeign currency translation adjustments\n\n$(866.0)\n\n$(876.7)\n\nUnrealized loss from hedge derivatives\n\n(4.8)\n\n(7.4)\n\nPension, other postretirement, and postemployment benefits:\n\nNet actuarial loss\n\n(1,698.3)\n\n(1,726.8)\n\nPrior service credits\n\n46.8\n\n65.9\n\nAccumulated other comprehensive loss\n\n$(2,522.3)\n\n$(2,545.0)\n\nNOTE 12. STOCK PLANS\n\nWe use broad-based stock plans to help ensure that management’s interests are aligned with those of our shareholders. As of May 31,\n\n2026, a total of 25.9 million shares were available for grant in the form of stock options, restricted stock, restricted stock units, and\n\nshares of unrestricted stock under the 2022 Stock Compensation Plan (2022 Plan). The 2022 Plan also provides for the issuance of\n\ncash-settled share-based units, stock appreciation rights, and performance-based stock awards. Stock-based awards now outstanding\n\ninclude some granted under the 2017 Stock Compensation Plan, under which no further awards may be granted. The stock plans\n\nprovide for potential accelerated vesting of awards upon retirement, termination, or death of eligible employees and directors.\n\nStock Options\n\nThe estimated fair values of stock options granted and the assumptions used for the Black-Scholes option-pricing model were as\n\nfollows:\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nEstimated fair values of stock options granted\n\n$9.45\n\n$13.26\n\n$17.47\n\nAssumptions:\n\nRisk-free interest rate\n\n4.2\n\n%\n\n4.5\n\n%\n\n4.0\n\n%\n\nExpected term\n\n8.0 years\n\n8.5 years\n\n8.5 years\n\nExpected volatility\n\n22.3\n\n%\n\n21.6\n\n%\n\n21.5\n\n%\n\nDividend yield\n\n4.7\n\n%\n\n3.8\n\n%\n\n2.8\n\n%\n\nWe estimate the fair value of each option on the grant date using a Black-Scholes option-pricing model, which requires us to make\n\npredictive assumptions regarding future stock price volatility, employee exercise behavior, dividend yield, and the forfeiture rate. We\n\nestimate our future stock price volatility using the historical volatility over the expected term of the option, excluding time periods of\n\nvolatility we believe a marketplace participant would exclude in estimating our stock price volatility. We also have considered, but did\n\nnot use, implied volatility in our estimate, because trading activity in options on our stock, especially those with tenors of greater than\n\n6 months, is insufficient to provide a reliable measure of expected volatility.\n\nOur expected term represents the period of time that options granted are expected to be outstanding based on historical data to estimate\n\noption exercises and employee terminations within the valuation model. Separate groups of employees have similar historical exercise\n\nbehavior and therefore were aggregated into a single pool for valuation purposes. The weighted-average expected term for all\n\nemployee groups is presented in the table above. The risk-free interest rate for periods during the expected term of the options is based\n\non the U.S. Treasury zero-coupon yield curve in effect at the time of grant.\n\nAny corporate income tax benefit realized upon exercise or vesting of an award in excess of that previously recognized in earnings\n\n(referred to as a windfall tax benefit) is presented in our Consolidated Statements of Cash Flows as an operating cash flow. Realized\n\nwindfall tax benefits and shortfall tax deficiencies related to the exercise or vesting of stock-based awards are recognized in the\n\nConsolidated Statements of (Loss) Earnings.\n\n70\n\n(Shortfall) windfall tax benefits from stock-based payments in income tax expense in our Consolidated Statements of (Loss) Earnings\n\nwere as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\n(Shortfall) windfall tax benefits from stock-based payments\n\n$(1.7)\n\n$5.3\n\n$10.2\n\nUnder the 2022 Plan, options may be priced at 100 percent or more of the fair market value on the date of grant, generally issued with\n\nfour-year graded vesting or four-year cliff vesting. Options generally expire within 10 years and one month after the date of grant. As\n\nof May 31, 2026, stock option awards outstanding include some granted under the 2017 Stock Compensation Plan.\n\nInformation on stock option activity follows:\n\nOptions\n\nOutstanding\n\n(Thousands)\n\nWeighted-Average\n\nExercise Price Per\n\nShare\n\nWeighted-Average\n\nRemaining\n\nContractual Term\n\n(Years)\n\nAggregate Intrinsic\n\nValue (Millions)\n\nBalance as of May 25, 2025\n\n12,433.6\n\n$59.84\n\n4.7\n\n$14.4\n\nGranted\n\n1,566.6\n\n51.81\n\nExercised\n\n(3.4)\n\n46.06\n\nForfeited or expired\n\n(665.3)\n\n57.70\n\nOutstanding as of May 31, 2026\n\n13,331.5\n\n$59.00\n\n4.4\n\n$—\n\nExercisable as of May 31, 2026\n\n9,444.5\n\n$57.61\n\n2.9\n\n$—\n\nStock-based compensation expense related to stock option awards was as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nCompensation expense related to stock option awards\n\n$15.2\n\n$15.8\n\n$13.9\n\nNet cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options\n\nexercised were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nNet cash proceeds\n\n$0.5\n\n$43.0\n\n$25.5\n\nIntrinsic value of options exercised\n\n$—\n\n$11.7\n\n$7.6\n\n71\n\nRestricted Stock, Restricted Stock Units, and Performance Share Units\n\nStock and units settled in stock subject to a restricted period and a purchase price, if any (as determined by the Compensation\n\nCommittee of the Board of Directors), may be granted to key employees under the 2022 Plan. Under the 2022 Plan, restricted stock\n\nand restricted stock units are generally issued with four-year graded vesting or four-year cliff vesting. Performance share units are\n\nearned primarily based on our future achievement of three-year goals for average organic net sales growth and cumulative operating\n\ncash flow and a relative total shareholder return modifier. Performance share units are settled in common stock and are generally\n\nsubject to a three-year performance and vesting period. The sale or transfer of these awards is restricted during the vesting period.\n\nParticipants holding restricted stock, but not restricted stock units or performance share units, are entitled to vote on matters submitted\n\nto holders of common stock for a vote. These awards accumulate dividends from the date of grant, but participants only receive\n\npayment if the awards vest. As of May 31, 2026, restricted stock units and performance share units include some granted under the\n\n2017 Stock Compensation Plan.\n\nInformation on restricted stock unit and performance share unit activity follows:\n\nEquity Classified\n\nLiability Classified\n\nShare-Settled Units\n\n(Thousands)\n\nWeighted-Average\n\nGrant-Date Fair\n\nValue\n\nShare-Settled Units\n\n(Thousands)\n\nWeighted-Average\n\nGrant-Date Fair\n\nValue\n\nNon-vested as of May 25, 2025\n\n4,090.3\n\n$66.90\n\n58.9\n\n$66.63\n\nGranted\n\n2,058.5\n\n51.10\n\n33.2\n\n50.89\n\nVested\n\n(1,663.8)\n\n65.31\n\n(25.8)\n\n64.39\n\nForfeited\n\n(845.4)\n\n59.67\n\n(3.5)\n\n61.23\n\nNon-vested as of May 31, 2026\n\n3,639.6\n\n$60.37\n\n62.8\n\n$59.53\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\nNumber of units granted (thousands)\n\n2,091.7\n\n1,698.0\n\n1,517.8\n\nWeighted-average price per unit\n\n$51.09\n\n$63.37\n\n$73.38\n\nThe total grant-date fair value of restricted stock unit awards that vested was $110.3 million in fiscal 2026, $113.8 million in fiscal\n\n2025, and $92.9 million in fiscal 2024.\n\nAs of May 31, 2026, unrecognized compensation expense related to non-vested stock options, restricted stock units, and performance\n\nshare units was $109.4 million. This expense will be recognized over 21 months, on average.\n\nStock-based compensation expense related to restricted stock units and performance share units was as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nCompensation expense related to restricted stock units and performance\n\n  share units\n\n$64.2\n\n$75.9\n\n$81.4\n\nCompensation expense related to stock-based payments recognized in our Consolidated Statements of (Loss) Earnings includes\n\namounts recognized in restructuring, transformation, impairment, and other exit costs for fiscal year 2026.\n\n72\n\nNOTE 13. EARNINGS PER SHARE\n\nBasic and diluted EPS were calculated using the following:\n\nFiscal Year\n\nIn Millions, Except per Share Data\n\n2026\n\n2025\n\n2024\n\nNet (loss) earnings attributable to General Mills - as reported\n\n$(87.6)\n\n$2,295.2\n\n$2,496.6\n\nCapital appreciation paid on Class A Interests in GMC (a)\n\n—\n\n(10.5)\n\n—\n\nNet (loss) earnings for EPS calculation\n\n$(87.6)\n\n$2,284.7\n\n$2,496.6\n\nAverage number of common shares - basic EPS\n\n537.7\n\n554.5\n\n575.5\n\nIncremental share effect from: (b) (c)\n\nStock options\n\n—\n\n1.2\n\n1.8\n\nRestricted stock units and performance share units\n\n—\n\n1.8\n\n2.2\n\nAverage number of common shares - diluted EPS\n\n537.7\n\n557.5\n\n579.5\n\n(Loss) earnings per share — basic\n\n$(0.16)\n\n$4.12\n\n$4.34\n\n(Loss) earnings per share — diluted\n\n$(0.16)\n\n$4.10\n\n$4.31\n\n(a)Please see Note 10 for additional information.\n\n(b)Incremental shares from stock options, restricted stock units, and performance share units are computed by the treasury stock\n\nmethod. Stock options, restricted stock units, and performance share units excluded from our computation of diluted EPS\n\nbecause they were not dilutive were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nAnti-dilutive stock options, restricted stock units, and performance\n\nshare units (c)\n\n15.1\n\n4.7\n\n2.1\n\n(c)During fiscal 2026, we reported a net loss attributable to General Mills. Inclusion of dilutive shares would result in a lower\n\nloss per share. As a result, the dilutive shares are considered to be antidilutive and were excluded from the calculation of\n\ndiluted EPS for fiscal 2026.\n\nNOTE 14. RETIREMENT BENEFITS AND POSTEMPLOYMENT BENEFITS\n\nDefined Benefit Pension Plans\n\nWe have defined benefit pension plans covering many employees in the United States, Canada, Switzerland, and the United Kingdom.\n\nBenefits for salaried employees are based on length of service and final average compensation. Benefits for hourly employees include\n\nvarious monthly amounts for each year of credited service. Our funding policy is consistent with the requirements of applicable laws.\n\nWe made no voluntary contributions to our principal U.S. plans in fiscal 2026 or fiscal 2025. We do not expect to be required to make\n\nany contributions to our principal U.S. plans in fiscal 2027. Our principal U.S. retirement plan covering salaried employees has a\n\nprovision that any excess pension assets would be allocated to active participants if the plan is terminated within five years of a change\n\nin control. All salaried employees hired on or after June 1, 2013, are eligible for a retirement program that does not include a defined\n\nbenefit pension plan.\n\nOther Postretirement Benefit Plans\n\nWe also sponsor plans that provide health care benefits to many of our retirees in the United States, Canada, and Brazil. The U.S.\n\nsalaried health care benefit plan is contributory, with retiree contributions based on years of service. We make decisions to fund\n\nrelated trusts for certain employees and retirees on an annual basis. We made no voluntary contributions to these plans in fiscal 2026\n\nor fiscal 2025. We do not expect to be required to make any contributions to these plans in fiscal 2027.\n\n73\n\nHealth Care Cost Trend Rates\n\nAssumed health care cost trends are as follows:\n\nFiscal Year\n\n2026\n\n2025\n\nHealth care cost trend rate for next year\n\n7.7% and 7.7%\n\n7.9% and 7.9%\n\nRate to which the cost trend rate is assumed to decline (ultimate rate)\n\n4.5%\n\n4.5%\n\nYear that the rate reaches the ultimate trend rate\n\n2034\n\n2034\n\nWe review our health care cost trend rates annually. Our review is based on data we collect about our health care claims experience\n\nand information provided by our actuaries. This information includes recent plan experience, plan design, overall industry experience\n\nand projections, and assumptions used by other similar organizations. Our initial health care cost trend rate is adjusted as necessary to\n\nremain consistent with this review, recent experiences, and short-term expectations. Our initial health care cost trend rate assumption\n\nis 7.7 percent for retirees age 65 and over and for retirees under age 65 at the end of fiscal 2026. Rates are graded down annually until\n\nthe ultimate trend rate of 4.5 percent is reached in 2034 for all retirees. The trend rates are applicable for calculations only if the\n\nretirees’ benefits increase as a result of health care inflation. The ultimate trend rate is adjusted annually, as necessary, to approximate\n\nthe current economic view on the rate of long-term inflation plus an appropriate health care cost premium. Assumed trend rates for\n\nhealth care costs have an important effect on the amounts reported for the other postretirement benefit plans.\n\nPostemployment Benefit Plans\n\nUnder certain circumstances, we also provide accruable benefits, primarily severance and gratuity, to former and inactive employees\n\nin the United States, Canada, Mexico, and other foreign jurisdictions. We recognize an obligation for any of these benefits that vest or\n\naccumulate with service. Postemployment benefits that do not vest or accumulate with service (such as severance based solely on\n\nannual pay rather than years of service) are charged to expense when incurred. Our postemployment benefit plans are unfunded.\n\n74\n\nSummarized financial information about defined benefit pension, other postretirement benefit, and postemployment benefit plans is\n\npresented below:\n\nDefined Benefit Pension\n\nPlans\n\nOther Postretirement\n\nBenefit Plans\n\nPostemployment\n\nBenefit Plans\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nChange in Plan Assets:\n\nFair value at beginning of year\n\n$5,317.2\n\n$5,439.7\n\n$458.0\n\n$463.2\n\nActual return on assets\n\n383.4\n\n188.6\n\n61.5\n\n35.7\n\nEmployer contributions\n\n31.6\n\n30.7\n\n0.1\n\n0.1\n\nPlan participant contributions\n\n3.6\n\n2.4\n\n6.6\n\n6.6\n\nBenefits payments\n\n(359.6)\n\n(349.5)\n\n(44.5)\n\n(47.6)\n\nForeign currency\n\n0.2\n\n5.3\n\n—\n\n—\n\nFair value at end of year (a)\n\n$5,376.4\n\n$5,317.2\n\n$481.7\n\n$458.0\n\nChange in Projected Benefit Obligation:\n\nBenefit obligation at beginning of year\n\n$5,627.5\n\n$5,801.7\n\n$337.4\n\n$403.0\n\n$123.1\n\n$129.0\n\nService cost\n\n42.2\n\n51.8\n\n2.3\n\n4.3\n\n6.9\n\n7.0\n\nInterest cost\n\n291.5\n\n306.9\n\n16.4\n\n21.1\n\n3.5\n\n4.0\n\nPlan amendment\n\n2.2\n\n0.4\n\n3.1\n\n—\n\n—\n\n—\n\nCurtailment/other\n\n—\n\n—\n\n(0.5)\n\n—\n\n7.0\n\n8.1\n\nPlan participant contributions\n\n3.6\n\n2.4\n\n6.6\n\n6.6\n\n—\n\n—\n\nActuarial loss (gain)\n\n50.0\n\n(191.4)\n\n4.4\n\n(48.1)\n\n(5.4)\n\n(2.1)\n\nBenefits payments\n\n(359.6)\n\n(349.5)\n\n(49.8)\n\n(49.0)\n\n(17.3)\n\n(22.9)\n\nReclassified to liabilities held for sale (b)\n\n—\n\n—\n\n(4.3)\n\n—\n\n—\n\n—\n\nForeign currency\n\n1.7\n\n5.2\n\n—\n\n(0.5)\n\n—\n\n—\n\nProjected benefit obligation at end of year (a)\n\n$5,659.1\n\n$5,627.5\n\n$315.6\n\n$337.4\n\n$117.8\n\n$123.1\n\nPlan assets (less) more than benefit obligation as of\n\n  fiscal year end\n\n$(282.7)\n\n$(310.3)\n\n$166.1\n\n$120.6\n\n$(117.8)\n\n$(123.1)\n\n(a)  Plan assets and obligations are measured as of May 31, 2026, and May 31, 2025.\n\n(b)  Relates to our held for sale business in Brazil. Please see Note 3 for additional information on other postretirement benefit plan liabilities\n\nclassified as held for sale as of May 31, 2026.\n\nDuring fiscal 2026, defined benefit pension obligations remained relatively flat and the decrease in other postretirement obligations\n\nwas primarily driven by lower interest and service costs. During fiscal 2025, the decrease in defined benefit pension obligations was\n\nprimarily driven by actuarial gains due to an increase in the discount rate, and the decrease in other postretirement obligations was\n\nprimarily driven by actuarial gains due to plan experience.\n\nAs of May 31, 2026, other postretirement benefit plans had benefit obligations of $4.9 million that are unfunded. In addition, $4.3\n\nmillion of unfunded benefit obligations for other postretirement benefit plans were classified as held for sale as of May 31, 2026. As\n\nof May 25, 2025, other postretirement benefit plans had benefit obligations of $9.4 million that are unfunded. Postemployment benefit\n\nplans are not funded and had benefit obligations of $117.8 million and $123.1 million as of May 31, 2026, and May 25, 2025,\n\nrespectively.\n\nThe accumulated benefit obligation for all defined benefit pension plans was $5,605.6 million as of May 31, 2026, and $5,540.2\n\nmillion as of May 25, 2025.\n\n75\n\nAmounts recognized in AOCI as of May 31, 2026, and May 25, 2025, are as follows:\n\nDefined Benefit\n\nPension Plans\n\nOther\n\nPostretirement\n\nBenefit Plans\n\nPostemployment\n\nBenefit Plans\n\nTotal\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nNet actuarial (loss) gain\n\n$(1,911.3)\n\n$(1,935.4)\n\n$212.1\n\n$212.7\n\n$0.9\n\n$(4.1)\n\n$(1,698.3)\n\n$(1,726.8)\n\nPrior service (costs) credits\n\n(6.3)\n\n(7.5)\n\n48.0\n\n67.4\n\n5.1\n\n6.0\n\n46.8\n\n65.9\n\nAmounts recorded in accumulated\n\n  other comprehensive loss\n\n$(1,917.6)\n\n$(1,942.9)\n\n$260.1\n\n$280.1\n\n$6.0\n\n$1.9\n\n$(1,651.5)\n\n$(1,660.9)\n\nPlans with accumulated benefit obligations in excess of plan assets as of May 31, 2026, and May 25, 2025, are as follows:\n\nDefined Benefit Pension Plans\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\nProjected benefit obligation\n\n$453.4\n\n$449.7\n\nAccumulated benefit obligation\n\n446.4\n\n440.1\n\nPlan assets at fair value\n\n$20.7\n\n$16.3\n\nComponents of net periodic benefit expense are as follows:\n\nDefined Benefit Pension Plans\n\nOther Postretirement Benefit\n\nPlans\n\nPostemployment Benefit Plans\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\n2026\n\n2025\n\n2024\n\n2026\n\n2025\n\n2024\n\nService cost\n\n$42.2\n\n$51.8\n\n$56.8\n\n$2.3\n\n$4.3\n\n$4.7\n\n$6.9\n\n$7.0\n\n$7.4\n\nInterest cost\n\n291.5\n\n306.9\n\n296.5\n\n16.4\n\n21.1\n\n21.3\n\n3.5\n\n4.0\n\n4.0\n\nExpected return on\n\n  plan assets\n\n(405.3)\n\n(420.1)\n\n(417.7)\n\n(33.6)\n\n(35.9)\n\n(34.7)\n\n—\n\n—\n\n—\n\nAmortization of losses\n\n  (gains)\n\n108.7\n\n100.4\n\n86.5\n\n(25.9)\n\n(20.5)\n\n(20.4)\n\n0.3\n\n0.5\n\n0.1\n\nAmortization of prior\n\n  service costs\n\n  (credits)\n\n1.2\n\n1.4\n\n1.8\n\n(21.2)\n\n(22.1)\n\n(21.8)\n\n(1.1)\n\n(1.6)\n\n0.3\n\nOther adjustments\n\n—\n\n—\n\n—\n\n—\n\n—\n\n—\n\n7.7\n\n11.5\n\n8.3\n\nSettlement or\n\n  curtailment loss (gain)\n\n6.7\n\n—\n\n(4.0)\n\n(0.5)\n\n—\n\n—\n\n—\n\n—\n\n—\n\nNet expense (income)\n\n$45.0\n\n$40.4\n\n$19.9\n\n$(62.5)\n\n$(53.1)\n\n$(50.9)\n\n$17.3\n\n$21.4\n\n$20.1\n\nAssumptions\n\nWeighted-average assumptions used to determine fiscal year-end benefit obligations are as follows:\n\nDefined Benefit Pension Plans\n\nOther Postretirement Benefit\n\nPlans\n\nPostemployment Benefit Plans\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nDiscount rate\n\n5.72%\n\n5.79%\n\n5.54%\n\n5.67%\n\n4.97%\n\n5.04%\n\nRate of salary increases\n\n3.87\n\n3.88\n\n—\n\n—\n\n4.12\n\n4.13\n\n76\n\nWeighted-average assumptions used to determine fiscal year net periodic benefit expense are as follows:\n\nDefined Benefit Pension Plans\n\nOther Postretirement Benefit\n\nPlans\n\nPostemployment Benefit Plans\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\n2026\n\n2025\n\n2024\n\n2026\n\n2025\n\n2024\n\n2026\n\n2025\n\n2024\n\nDiscount rate\n\n5.79%\n\n5.52%\n\n5.18%\n\n5.67%\n\n5.52%\n\n5.19%\n\n5.04%\n\n5.05%\n\n4.55%\n\nService cost\n\n  effective rate\n\n6.02\n\n5.58\n\n5.27\n\n6.11\n\n5.58\n\n5.15\n\n5.42\n\n5.37\n\n5.00\n\nInterest cost\n\n  effective rate\n\n5.32\n\n5.40\n\n5.06\n\n5.34\n\n5.38\n\n4.96\n\n4.91\n\n5.05\n\n4.61\n\nRate of\n\n  salary increases\n\n3.88\n\n4.23\n\n4.20\n\n—\n\n—\n\n—\n\n4.13\n\n4.46\n\n4.46\n\nExpected long-term\n\n  rate of return on\n\n  plan assets\n\n7.52\n\n7.63\n\n7.13\n\n7.35\n\n7.79\n\n7.34\n\n—\n\n—\n\n—\n\nDiscount Rates\n\nWe estimate the service and interest cost components of the net periodic benefit expense for our United States and most of our\n\ninternational defined benefit pension, other postretirement benefit, and postemployment benefit plans utilizing a full yield curve\n\napproach by applying the specific spot rates along the yield curve used to determine the benefit obligation to the relevant projected\n\ncash flows. Our discount rate assumptions are determined annually as of May 31 for our defined benefit pension, other postretirement\n\nbenefit, and postemployment benefit plan obligations. We also use discount rates as of May 31 to determine defined benefit pension,\n\nother postretirement benefit, and postemployment benefit plan income and expense for the following fiscal year. We work with our\n\noutside actuaries to determine the timing and amount of expected future cash outflows to plan participants and, using the Aa Above\n\nMedian corporate bond yield, to develop a forward interest rate curve, including a margin to that index based on our credit risk. This\n\nforward interest rate curve is applied to our expected future cash outflows to determine our discount rate assumptions.\n\n77\n\nFair Value of Plan Assets\n\nThe fair values of our pension and postretirement benefit plans’ assets and their respective levels in the fair value hierarchy by asset\n\ncategory were as follows:\n\nMay 31, 2026\n\nMay 31, 2025\n\nIn Millions\n\nLevel 1\n\nLevel 2\n\nLevel 3\n\nTotal\n\nAssets\n\nLevel 1\n\nLevel 2\n\nLevel 3\n\nTotal\n\nAssets\n\nFair value measurement of pension\n\n  plan assets:\n\nEquity (a)\n\n$200.3\n\n$375.9\n\n$—\n\n$576.2\n\n$200.6\n\n$383.8\n\n$—\n\n$584.4\n\nFixed income (b)\n\n1,476.4\n\n2,268.0\n\n—\n\n3,744.4\n\n1,529.7\n\n2,019.2\n\n—\n\n3,548.9\n\nReal asset investments (c)\n\n55.6\n\n—\n\n—\n\n55.6\n\n59.7\n\n—\n\n—\n\n59.7\n\nOther investments (d)\n\n—\n\n—\n\n0.1\n\n0.1\n\n—\n\n—\n\n0.1\n\n0.1\n\nCash and accruals\n\n96.6\n\n0.1\n\n—\n\n96.7\n\n137.2\n\n0.1\n\n—\n\n137.3\n\nFair value measurement of pension\n\n  plan assets\n\n$1,828.9\n\n$2,644.0\n\n$0.1\n\n$4,473.0\n\n$1,927.2\n\n$2,403.1\n\n$0.1\n\n$4,330.4\n\nAssets measured at net asset value (e)\n\n903.4\n\n986.8\n\nTotal pension plan assets\n\n$5,376.4\n\n$5,317.2\n\nFair value measurement of\n\n  postretirement benefit plan assets:\n\nFixed income (b)\n\n$87.1\n\n$—\n\n$—\n\n$87.1\n\n$90.5\n\n$—\n\n$—\n\n$90.5\n\nCash and accruals\n\n40.0\n\n—\n\n—\n\n40.0\n\n33.7\n\n—\n\n—\n\n33.7\n\nFair value measurement of\n\n  postretirement benefit\n\n  plan assets\n\n$127.1\n\n$—\n\n$—\n\n$127.1\n\n$124.2\n\n$—\n\n$—\n\n$124.2\n\nAssets measured at net asset value (e)\n\n354.6\n\n333.8\n\nTotal postretirement benefit\n\n  plan assets\n\n$481.7\n\n$458.0\n\n(a)Primarily publicly traded common stock for purposes of total return and to maintain equity exposure consistent with policy allocations.\n\nInvestments include: United States and international public equity securities, mutual funds, and equity futures valued at closing prices from\n\nnational exchanges, commingled funds valued at fair value using the unit values provided by the investment managers.\n\n(b)Primarily government and corporate debt securities and futures for purposes of total return, managing fixed income exposure to policy\n\nallocations, and duration targets. Investments include: fixed income securities and bond derivatives generally valued at closing prices from\n\nnational exchanges, fixed income pricing models, and independent financial analysts; and fixed income commingled funds valued at unit values\n\nprovided by the investment managers, which are based on the fair value of the underlying investments.\n\n(c)Publicly traded common stocks in energy, real estate, and infrastructure for the purpose of total return, which are generally valued at closing\n\nprices from national exchanges.\n\n(d)Insurance and annuity contracts to provide a stable stream of income for pension retirees. Fair values are based on the fair value of the\n\nunderlying investments and contract fair values established by the providers.\n\n(e)Primarily limited partnerships, trust-owned life insurance, common collective trusts, and certain private equity securities that are measured at\n\nfair value using the net asset value per share (or its equivalent) practical expedient and have not been classified in the fair value hierarchy.\n\nThere were no transfers into level 3 investments in fiscal 2026 or fiscal 2025.\n\nExpected Rate of Return on Plan Assets\n\nOur expected rate of return on plan assets is determined by our asset allocation, our historical long-term investment performance, our\n\nestimate of future long-term returns by asset class (using input from our actuaries, investment services, and investment managers), and\n\nlong-term inflation assumptions. We review this assumption annually for each plan; however, our annual investment performance for\n\none particular year does not, by itself, significantly influence our evaluation.\n\n78\n\nWeighted-average asset allocations for our defined benefit pension and other postretirement benefit plans are as follows:\n\nDefined Benefit Pension Plans\n\nOther Postretirement Benefit\n\nPlans\n\nFiscal Year\n\nFiscal Year\n\n2026\n\n2025\n\n2026\n\n2025\n\nAsset category:\n\nUnited States equities\n\n6.4%\n\n6.4%\n\n24.3%\n\n26.0%\n\nInternational equities\n\n4.0\n\n4.4\n\n12.6\n\n14.9\n\nPrivate equities\n\n7.9\n\n9.3\n\n7.2\n\n9.1\n\nFixed income\n\n73.6\n\n70.9\n\n55.9\n\n50.0\n\nReal assets\n\n8.1\n\n9.0\n\n—\n\n—\n\nTotal\n\n100.0%\n\n100.0%\n\n100.0%\n\n100.0%\n\nThe investment objective for our defined benefit pension and other postretirement benefit plans is to secure the benefit obligations to\n\nparticipants at a reasonable cost to us. Our goal is to maintain the funded status of our qualified plans. The defined benefit pension\n\nplan and other postretirement benefit plan portfolios are broadly diversified across asset classes. Within asset classes, the portfolios are\n\nfurther diversified across investment styles and investment organizations. For the U.S. defined benefit pension plans, the long-term\n\ninvestment policy allocation is: 8 percent to equities in the United States; 4 percent to international equities; 7 percent to private\n\nequities; 73 percent to fixed income; and 8 percent to real assets (real estate, energy, and infrastructure). For other U.S. postretirement\n\nbenefit plans, the long-term investment policy allocations are: 23 percent to equities in the United States; 12 percent to international\n\nequities; 5 percent to total private equities; and 60 percent to fixed income. The actual allocations to these asset classes may vary\n\ntactically around the long-term policy allocations based on relative market valuations.\n\nContributions and Future Benefit Payments\n\nWe do not expect to be required to make contributions to our defined benefit pension, other postretirement benefit, and\n\npostemployment benefit plans in fiscal 2027. Actual fiscal 2027 contributions could exceed our current projections, as influenced by\n\nour decision to undertake discretionary funding of our benefit trusts and future changes in regulatory requirements. Estimated benefit\n\npayments, which reflect expected future service, as appropriate, are expected to be paid from fiscal 2027 to fiscal 2036 as follows:\n\nIn Millions\n\nDefined Benefit\n\nPension Plans\n\nOther\n\nPostretirement\n\nBenefit Plans\n\nGross Payments\n\nPostemployment\n\nBenefit Plans\n\nFiscal 2027\n\n$372.6\n\n$30.9\n\n$21.6\n\nFiscal 2028\n\n377.2\n\n30.0\n\n18.1\n\nFiscal 2029\n\n381.6\n\n29.2\n\n16.2\n\nFiscal 2030\n\n385.4\n\n28.6\n\n14.7\n\nFiscal 2031\n\n389.2\n\n27.4\n\n13.6\n\nFiscal 2032 - 2036\n\n1,969.5\n\n125.3\n\n58.5\n\nDefined Contribution Plans\n\nThe General Mills Savings Plan is a defined contribution plan that covers domestic salaried, hourly, nonunion, and certain union\n\nemployees. This plan is a 401(k) savings plan that includes a number of investment funds, including a Company stock fund and an\n\nEmployee Stock Ownership Plan (ESOP). Effective October 1, 2025, General Mills merged a money purchase plan for certain\n\ndomestic hourly employees into the General Mills Savings Plan. Assets of $20.1 million were transferred into the General Mills\n\nSavings Plan, and no separate assets remained in the money purchase plan as of May 31, 2026. We also sponsor defined contribution\n\nplans in many of our foreign locations. Our total recognized expense related to defined contribution plans was $97.6 million in fiscal\n\n2026, $96.1 million in fiscal 2025, and $94.0 million in fiscal 2024.\n\nWe match a percentage of employee contributions to the General Mills Savings Plan. The Company match is directed to investment\n\noptions of the participant’s choosing. The number of shares of our common stock allocated to participants in the ESOP was 2.9 million\n\nas of May 31, 2026, and 3.2 million as of May 25, 2025. The ESOP’s only assets are our common stock and temporary cash balances.\n\nThe Company stock fund and the ESOP collectively held $172.6 million and $292.7 million of Company common stock as of May 31,\n\n2026, and May 25, 2025, respectively.\n\n79\n\nNOTE 15. INCOME TAXES\n\nThe components of earnings before income taxes and after-tax (loss) earnings from joint ventures and the corresponding income taxes\n\nthereon are as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nEarnings before income taxes and after-tax (loss) earnings from joint ventures:\n\nUnited States\n\n$441.7\n\n$2,493.2\n\n$2,907.0\n\nForeign\n\n(36.2)\n\n341.8\n\n121.3\n\nTotal earnings before income taxes and after-tax earnings (loss) from joint ventures\n\n$405.5\n\n$2,835.0\n\n$3,028.3\n\nIncome taxes:\n\nCurrently payable:\n\nFederal\n\n$101.2\n\n$549.0\n\n$512.8\n\nState and local\n\n65.6\n\n80.1\n\n72.0\n\nForeign\n\n44.3\n\n65.5\n\n58.2\n\nTotal current\n\n211.1\n\n694.6\n\n643.0\n\nDeferred:\n\nFederal\n\n216.7\n\n(62.6)\n\n27.4\n\nState and local\n\n1.9\n\n(3.3)\n\n9.7\n\nForeign\n\n(15.4)\n\n(55.0)\n\n(85.6)\n\nTotal deferred\n\n203.2\n\n(120.9)\n\n(48.5)\n\nTotal:\n\nFederal\n\n317.9\n\n486.4\n\n540.2\n\nState and local\n\n67.5\n\n76.8\n\n81.7\n\nForeign\n\n28.9\n\n10.5\n\n(27.4)\n\nTotal income taxes\n\n$414.3\n\n$573.7\n\n$594.5\n\nIn fiscal 2026, we recorded a $1,500.0 million impairment charge related to the North America Pet reporting unit goodwill, which is\n\nnot deductible for tax purposes. Please see Note 6 for additional information.\n\n80\n\nThe following table reconciles the United States federal statutory income tax with our effective income tax for fiscal 2026:\n\nAmount\n\nPercent\n\nUnited States federal statutory tax\n\n$85.2\n\n21.0%\n\nState and local income taxes, net of federal tax benefits (a)\n\n53.0\n\n13.1\n\nForeign tax effects\n\nSwitzerland\n\nBasis difference\n\n45.3\n\n11.2\n\nOther\n\n(5.2)\n\n(1.3)\n\nOther foreign jurisdictions\n\n11.3\n\n2.8\n\nEffect of cross-border laws (b)\n\n(3.6)\n\n(0.9)\n\nTax Credits\n\nResearch and development\n\n(17.5)\n\n(4.3)\n\nOther\n\n(14.0)\n\n(3.4)\n\nChanges in valuation allowances\n\n(33.1)\n\n(8.2)\n\nNontaxable or nondeductible items\n\nNondeductible goodwill\n\n347.5\n\n85.7\n\nOther\n\n5.5\n\n1.4\n\nChanges in unrecognized tax benefits\n\n(9.5)\n\n(2.4)\n\nOther adjustments\n\nBasis difference\n\n(61.7)\n\n(15.2)\n\nOther\n\n11.1\n\n2.7\n\nEffective income tax\n\n$414.3\n\n102.2%\n\n(a)State taxes in California, Georgia, Illinois, New Jersey, Pennsylvania, Texas, and Wisconsin comprised the majority (greater than 50 percent) of\n\nthe tax effect in this category.\n\n(b)Includes the impact of any tax credits.\n\nThe following table reconciles the United States federal statutory income tax rate to the effective income tax rate for fiscal 2025 and\n\nfiscal 2024.\n\nFiscal Year\n\n2025\n\n2024\n\nUnited States federal statutory tax\n\n21.0%\n\n21.0%\n\nState and local income taxes, net of federal tax benefits\n\n2.1\n\n2.1\n\nForeign rate differences\n\n(1.7)\n\n(1.6)\n\nResearch and development tax credit\n\n(1.5)\n\n(1.2)\n\nStock based compensation\n\n(0.2)\n\n(0.3)\n\nDivestitures, net\n\n(0.3)\n\n—\n\nOther, net\n\n0.8\n\n(0.4)\n\nEffective income tax rate\n\n20.2%\n\n19.6%\n\n81\n\nNet income tax payments for fiscal 2026 were as follows:\n\nIn Millions\n\nFiscal Year\n\n2026\n\nUnited States — federal\n\n$258.7\n\nUnited States — state and local\n\n72.1\n\nForeign\n\n60.1\n\nTotal income taxes paid, net of refunds\n\n$390.9\n\nNet income tax payments for fiscal 2025 and fiscal 2024 were as follows:\n\nFiscal Year\n\nIn Millions\n\n2025\n\n2024\n\nTotal income taxes paid, net of refunds\n\n$599.2\n\n$660.5\n\nThe tax effects of temporary differences that give rise to deferred tax assets and liabilities are as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nAccrued liabilities\n\n$40.4\n\n$42.9\n\nCompensation and employee benefits\n\n119.1\n\n144.3\n\nUnrealized hedges\n\n17.5\n\n23.1\n\nPension\n\n62.9\n\n74.2\n\nTax credit carryforwards\n\n89.8\n\n58.1\n\nStock, partnership, and miscellaneous investments\n\n2.8\n\n4.0\n\nCapitalized research and development\n\n39.8\n\n305.5\n\nPrepayments\n\n—\n\n65.9\n\nCapital losses\n\n26.5\n\n28.5\n\nNet operating losses\n\n35.7\n\n265.2\n\nOther\n\n138.3\n\n161.1\n\nGross deferred tax assets\n\n572.8\n\n1,172.8\n\nValuation allowance\n\n214.6\n\n253.7\n\nNet deferred tax assets\n\n358.2\n\n919.1\n\nBrands\n\n1,341.5\n\n1,436.0\n\nFixed assets\n\n394.3\n\n496.1\n\nIntangible assets\n\n199.0\n\n247.3\n\nInventories\n\n33.7\n\n31.3\n\nStock, partnership, and miscellaneous investments\n\n532.5\n\n512.2\n\nOther\n\n123.0\n\n110.9\n\nGross deferred tax liabilities\n\n2,624.0\n\n2,833.8\n\nNet deferred tax liability\n\n$2,265.8\n\n$1,914.7\n\nWe have established a valuation allowance against certain of the categories of deferred tax assets described above as current evidence\n\ndoes not suggest we will realize sufficient taxable income of the appropriate character (e.g., ordinary income versus capital gain\n\nincome) within the carryforward period to allow us to realize these deferred tax benefits.\n\nDeferred income taxes classified as held for sale as of May 31, 2026, are excluded from the amounts above. See Note 3 for additional\n\ninformation.\n\n82\n\nInformation about our valuation allowance follows:\n\nIn Millions\n\nMay 31, 2026\n\nPillsbury acquisition losses\n\n$109.0\n\nState and foreign loss carryforwards\n\n50.1\n\nCapital loss carryforwards\n\n26.5\n\nOther\n\n29.0\n\nTotal\n\n$214.6\n\nAs of May 31, 2026, we believe it is more-likely-than-not that the remainder of our deferred tax assets are realizable.\n\nInformation about our tax loss carryforwards follows:\n\nIn Millions\n\nMay 31, 2026\n\nForeign loss carryforwards\n\n$28.0\n\nFederal operating loss carryforwards\n\n1.3\n\nState operating loss carryforwards\n\n6.4\n\nTotal tax loss carryforwards\n\n$35.7\n\nOur foreign loss carryforwards expire as follows:\n\nIn Millions\n\nMay 31, 2026\n\nExpire in fiscal 2027 and 2028\n\n$1.3\n\nExpire in fiscal 2029 and beyond\n\n9.2\n\nDo not expire\n\n17.5\n\nTotal foreign loss carryforwards\n\n$28.0\n\nOn July 4, 2025, legislation known as the One Big Beautiful Bill Act (OBBBA) was signed into law. The OBBBA makes changes to\n\nthe United States corporate income tax system, including, among other provisions, the immediate expensing of research and\n\ndevelopment expenditures, and 100 percent bonus depreciation on qualified property. The impacts of the OBBBA are reflected in our\n\nresults for the fiscal year ended May 31, 2026, and there was no material impact to our income tax expense. As of the fiscal year ended\n\nMay 31, 2026, certain provisions of the OBBBA have impacted the timing of cash tax payments.\n\nIn December 2021, the Organization for Economic Cooperation and Development (OECD) established a framework, referred to as\n\nPillar 2, designed to ensure large multinational enterprises pay a minimum 15 percent level of tax on the income arising in each\n\njurisdiction in which they operate. Numerous countries have already enacted the OECD model rules effective for taxable years\n\nbeginning after December 31, 2023, which for us was fiscal 2025. There was no material impact on our consolidated financial\n\nstatements. Several other countries have enacted or drafted legislation that is not yet effective for us, and we do not expect this\n\nlegislation to have a material impact on our consolidated financial statements. We will continue to monitor for new legislation and\n\nguidance and evaluate any potential impact on our consolidated financial statements.\n\nAs of May 31, 2026, we have not recognized a deferred tax liability for unremitted earnings from foreign operations because we\n\ncurrently believe our subsidiaries have invested the undistributed earnings indefinitely or the earnings will be remitted in a tax-neutral\n\ntransaction. It is not practicable for us to determine the amount of unrecognized tax expense on these reinvested earnings. Deferred\n\ntaxes are recorded for earnings of our foreign operations when we determine that such earnings are no longer indefinitely reinvested.\n\nAll earnings prior to fiscal 2018 remain permanently reinvested. Earnings from fiscal 2018 and later are not permanently reinvested\n\nand local country withholding taxes are recorded on earnings each year.\n\nWe are subject to federal income taxes in the United States as well as various state, local, and foreign jurisdictions. A number of years\n\nmay elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the\n\ntiming of resolution of any particular uncertain tax position, we believe that our liabilities for income taxes reflect the most likely\n\noutcome. We adjust these liabilities, as well as the related interest, in light of changing facts and circumstances. Settlement of any\n\nparticular position would usually require the use of cash.\n\nThe number of years with open tax audits varies depending on the tax jurisdiction. Our major taxing jurisdiction is the United States\n\n(federal and state). Various tax examinations by United States state taxing authorities could be conducted for any open tax year, which\n\nvary by jurisdiction, but are generally from 3 to 5 years.\n\n83\n\nThe Internal Revenue Service (IRS) is currently auditing our federal tax returns for fiscal 2018 through 2022. Several state and foreign\n\nexaminations are currently in progress. We do not expect these examinations to result in a material impact on our results of operations\n\nor financial position. During fiscal 2024, we received a notice of proposed adjustment from the IRS associated with a capital loss from\n\nfiscal 2019.  We believe that we have meritorious defense against this assessment and will vigorously defend our position. We do not\n\nexpect the resolution of the proposed adjustment to have a material impact on our financial position or liquidity. We have effectively\n\nsettled all issues with the IRS for fiscal years 2015 and prior.\n\nThe Brazilian tax authority, Secretaria da Receita Federal do Brasil (RFB), has concluded audits of our 2012 through 2020 tax return\n\nyears. These audits included a review of our determinations of amortization of certain goodwill arising from the acquisition of Yoki\n\nAlimentos S.A. The RFB has proposed adjustments that effectively eliminate the goodwill amortization benefits related to this\n\ntransaction. We believe we have meritorious defenses and intend to continue to contest the disallowance for all years. Tax return years\n\n2012 through 2013 have been resolved with no adjustments.\n\nWe apply a more-likely-than-not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize\n\nthe amount of tax benefit that has a greater than 50 percent likelihood of being ultimately realized upon settlement. Future changes in\n\njudgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the period of such change.\n\nThe following table sets forth changes in our total gross unrecognized tax benefit liabilities, excluding accrued interest, for fiscal 2026\n\nand fiscal 2025. Approximately $94.5 million of this total in fiscal 2026 represents the amount that, if recognized, would affect our\n\neffective income tax rate in future periods. This amount differs from the gross unrecognized tax benefits presented in the table because\n\ncertain portions of the liabilities below would impact deferred taxes if recognized. We also would record a decrease in U.S. federal\n\nincome taxes upon recognition of the state tax benefits included therein. Our unrecognized tax benefit liability was classified in other\n\nliabilities.\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\nBalance, beginning of year\n\n$199.0\n\n$149.0\n\nTax positions related to current year:\n\nAdditions\n\n51.2\n\n48.7\n\nTax positions related to prior years:\n\nAdditions\n\n2.8\n\n13.0\n\nReductions\n\n(38.1)\n\n(2.8)\n\nSettlements\n\n(6.3)\n\n(2.6)\n\nLapses in statutes of limitations\n\n(4.7)\n\n(6.3)\n\nBalance, end of year\n\n$203.9\n\n$199.0\n\nWe report accrued interest and penalties related to unrecognized tax benefit liabilities in income tax expense. For fiscal 2026, we\n\nrecognized a net expense of $3.0 million of tax-related net interest and penalties, and had $29.1 million of accrued interest and\n\npenalties as of May 31, 2026. For fiscal 2025, we recognized a net expense of $2.7 million of tax-related net interest and penalties, and\n\nhad $27.0 million of accrued interest and penalties as of May 25, 2025.\n\nNOTE 16. COMMITMENTS AND CONTINGENCIES\n\nAs of May 31, 2026, we have issued guarantees with various terms of $164.4 million for the debt and other obligations of non-\n\nconsolidated affiliates, mainly CPW. This amount represents the maximum potential obligation that would be required to pay under\n\nthe guarantees. We have determined the likelihood of any significant amounts being paid under these guarantees to be remote. Off-\n\nbalance sheet arrangements were not material as of May 31, 2026.\n\nNOTE 17. BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION\n\nWe operate in the packaged foods industry. Our operating segments are as follows: North America Retail, International, North\n\nAmerica Pet, and North America Foodservice.\n\nOur North America Retail operating segment reflects business with a wide variety of grocery stores, mass merchandisers, membership\n\nstores, natural food chains, drug, dollar and discount chains, convenience stores, and e-commerce grocery providers. Our product\n\ncategories in this business segment include ready-to-eat cereals, soup, meal kits, refrigerated and frozen dough products, dessert and\n\nbaking mixes, frozen pizza and pizza snacks, snack bars, fruit snacks, savory snacks, and a wide variety of organic products including\n\nready-to-eat cereal, frozen vegetables, meal kits, fruit snacks and snack bars.\n\n84\n\nOur International operating segment consists of retail and foodservice businesses outside of the United States and Canada. Our product\n\ncategories include super-premium ice cream and frozen desserts, meal kits, salty snacks, snack bars, dessert and baking mixes, shelf-\n\nstable vegetables, and pet food products. We also sell super-premium ice cream and frozen desserts directly to consumers through\n\nowned retail shops. Our International segment also includes products manufactured in the United States for export, mainly to\n\nCaribbean and Latin American markets, as well as products we manufacture for sale to our international joint ventures. Revenues from\n\nexport activities are reported in the region or country where the end customer is located.\n\nOur North America Pet operating segment includes pet food products sold primarily in the United States and Canada in national pet\n\nsuperstore chains, e-commerce retailers, grocery stores, regional pet store chains, mass merchandisers, and veterinary clinics and\n\nhospitals. Our product categories include dog and cat food (dry foods, wet foods, fresh foods, and treats) made with whole meats,\n\nfruits, vegetables and other high-quality natural ingredients. Our tailored pet product offerings address specific dietary, lifestyle, and\n\nlife-stage needs and span different product types, diet types, breed sizes for dogs, life-stages, flavors, product functions, and textures\n\nand cuts for wet and fresh foods.\n\nOur North America Foodservice segment consists of foodservice businesses in the United States and Canada. Our major product\n\ncategories in our North America Foodservice operating segment are ready-to-eat cereals, snacks, frozen meals, unbaked and fully\n\nbaked frozen dough products, baking mixes, and bakery flour. Many products we sell are branded to the consumer and nearly all are\n\nbranded to our customers. We sell to distributors and operators in many customer channels including foodservice, vending, and\n\nsupermarket bakeries.\n\nOur CODM is the Chairman of the Board and Chief Executive Officer. The CODM predominantly uses segment operating profit in\n\nthe annual planning process which includes segment operating profit performance targets. The CODM assesses progress against\n\nperformance targets by comparing segment operating profit actual-to-plan variances on a monthly basis. The performance assessment\n\ncompleted by the CODM is used to determine whether resource allocations require adjustment and contributes to the determination of\n\nincentive compensation.\n\nOperating profit for these segments excludes unallocated corporate items, gain or loss on divestitures, and restructuring,\n\ntransformation, impairment, and other exit costs. Results from certain businesses managed by our Strategic Growth Office are\n\nincluded within corporate and other net sales and unallocated corporate items within operating profit. Unallocated corporate items also\n\ninclude corporate overhead expenses, variances to planned North American employee benefits and incentives, certain charitable\n\ncontributions, restructuring initiative project-related costs, gains and losses on corporate investments, and other items that are not part\n\nof our measurement of segment operating performance. These include gains and losses arising from the revaluation of certain grain\n\ninventories and gains and losses from mark-to-market valuation of certain commodity positions until passed back to our operating\n\nsegments. These items affecting operating profit are centrally managed at the corporate level and are excluded from the measure of\n\nsegment profitability reviewed by executive management. Under our supply chain organization, our manufacturing, warehouse, and\n\ndistribution activities are substantially integrated across our operations in order to maximize efficiency and productivity. As a result,\n\nfixed assets and depreciation and amortization expenses are neither maintained nor available by operating segment.\n\nOur operating segment results were as follows:\n\nFiscal Year 2026\n\nIn Millions\n\nNorth\n\nAmerica\n\nRetail\n\nInternational\n\nNorth\n\nAmerica Pet\n\nNorth\n\nAmerica\n\nFoodservice\n\nTotal\n\nSegment net sales\n\n$10,571.8\n\n$3,043.8\n\n$2,613.3\n\n$2,169.5\n\n$18,398.4\n\nCorporate and other net sales\n\n26.2\n\nTotal net sales\n\n$18,424.6\n\nCost of sales\n\n$6,793.2\n\n$2,235.5\n\n$1,568.6\n\n$1,663.3\n\nSelling, general, and\n\n  administrative expenses\n\n1,589.6\n\n619.6\n\n545.9\n\n173.2\n\nSegment operating profit\n\n$2,189.0\n\n$188.7\n\n$498.8\n\n$333.0\n\n$3,209.5\n\nUnallocated corporate items\n\n402.3\n\nDivestitures gain, net\n\n(1,049.4)\n\nRestructuring, transformation, impairment,\n\n  and other exit costs\n\n2,970.8\n\nOperating profit\n\n$885.8\n\n85\n\nFiscal Year 2025\n\nIn Millions\n\nNorth\n\nAmerica\n\nRetail\n\nInternational\n\nNorth\n\nAmerica Pet\n\nNorth\n\nAmerica\n\nFoodservice\n\nTotal\n\nSegment net sales\n\n$11,907.0\n\n$2,797.8\n\n$2,470.8\n\n$2,300.9\n\n$19,476.5\n\nCorporate and other net sales\n\n10.1\n\nTotal net sales\n\n$19,486.6\n\nCost of sales\n\n$7,472.1\n\n$2,110.6\n\n$1,476.4\n\n$1,772.9\n\nSelling, general, and\n\n  administrative expenses\n\n1,705.0\n\n590.8\n\n493.4\n\n172.6\n\nSegment operating profit\n\n$2,729.9\n\n$96.4\n\n$501.0\n\n$355.4\n\n$3,682.7\n\nUnallocated corporate items\n\n395.5\n\nDivestiture gain\n\n(95.9)\n\nRestructuring, transformation, impairment,\n\n  and other exit costs\n\n78.3\n\nOperating profit\n\n$3,304.8\n\nFiscal Year 2024\n\nIn Millions\n\nNorth\n\nAmerica\n\nRetail\n\nInternational\n\nNorth\n\nAmerica Pet\n\nNorth\n\nAmerica\n\nFoodservice\n\nTotal\n\nSegment net sales\n\n$12,473.4\n\n$2,746.5\n\n$2,375.8\n\n$2,258.7\n\n$19,854.4\n\nCorporate and other net sales\n\n2.8\n\nTotal net sales\n\n$19,857.2\n\nCost of sales\n\n$7,650.8\n\n$2,073.4\n\n$1,446.8\n\n$1,781.9\n\nSelling, general, and\n\n  administrative expenses\n\n1,742.2\n\n547.9\n\n443.1\n\n161.3\n\nSegment operating profit\n\n$3,080.4\n\n$125.2\n\n$485.9\n\n$315.5\n\n$4,007.0\n\nUnallocated corporate items\n\n333.9\n\nRestructuring, impairment,\n\n  and other exit costs\n\n241.4\n\nOperating profit\n\n$3,431.7\n\nNet sales for our North America Retail operating units were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nBig G Cereal & Canada (a)\n\n$3,153.4\n\n$4,311.8\n\n$4,610.2\n\nU.S. Snacks\n\n3,212.6\n\n3,356.3\n\n3,538.9\n\nU.S. Meals & Baking Solutions\n\n4,205.8\n\n4,238.9\n\n4,324.3\n\nTotal\n\n$10,571.8\n\n$11,907.0\n\n$12,473.4\n\n(a)Upon completion of the United States yogurt business divestiture in fiscal 2026, the former U.S. Morning Foods and Canada operating units\n\nwere combined into a new Big G Cereal & Canada operating unit. Prior period amounts have been recast to conform to the current period\n\npresentation. This did not result in a change to the composition of our reportable segments or information reviewed by our CODM.\n\n86\n\nNet sales by class of similar products were as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nSnacks\n\n$4,138.5\n\n$4,187.4\n\n$4,327.3\n\nCereal\n\n3,089.7\n\n3,078.6\n\n3,187.5\n\nConvenient meals\n\n2,870.9\n\n2,816.1\n\n2,906.5\n\nPet\n\n2,766.4\n\n2,585.8\n\n2,382.7\n\nDough\n\n2,396.0\n\n2,384.2\n\n2,423.6\n\nBaking mixes and ingredients\n\n1,926.1\n\n1,940.2\n\n1,996.0\n\nYogurt\n\n102.0\n\n1,391.6\n\n1,482.5\n\nSuper-premium ice cream\n\n782.7\n\n721.6\n\n728.7\n\nOther\n\n352.3\n\n381.1\n\n422.4\n\nTotal\n\n$18,424.6\n\n$19,486.6\n\n$19,857.2\n\nThe following tables provide financial information by geographic area:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nNet sales:\n\nUnited States\n\n$14,704.7\n\n$15,780.4\n\n$16,062.2\n\nNon-United States\n\n3,719.9\n\n3,706.2\n\n3,795.0\n\nTotal\n\n$18,424.6\n\n$19,486.6\n\n$19,857.2\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nCash and cash equivalents:\n\nUnited States\n\n$46.2\n\n$47.8\n\nNon-United States\n\n407.6\n\n316.1\n\nTotal\n\n$453.8\n\n$363.9\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nLand, buildings, and equipment:\n\nUnited States\n\n$2,965.6\n\n$3,036.6\n\nNon-United States\n\n477.8\n\n596.0\n\nTotal\n\n$3,443.4\n\n$3,632.6\n\nPlease see Note 3 for additional information on cash and cash equivalents and land, buildings, and equipment classified as held for\n\nsale as of May 31, 2026, and therefore excluded from the information above.\n\nNOTE 18. SUPPLEMENTAL INFORMATION\n\nThe components of certain Consolidated Balance Sheets accounts are as follows:\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nReceivables:\n\nCustomers\n\n$1,679.9\n\n$1,829.1\n\nLess allowance for doubtful accounts\n\n(33.1)\n\n(33.2)\n\nTotal\n\n$1,646.8\n\n$1,795.9\n\n87\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nInventories:\n\nFinished goods\n\n$1,914.1\n\n$1,883.9\n\nRaw materials and packaging\n\n488.2\n\n460.0\n\nGrain\n\n101.9\n\n112.5\n\nExcess of FIFO over LIFO cost (a)\n\n(586.3)\n\n(545.6)\n\nTotal\n\n$1,917.9\n\n$1,910.8\n\n(a)Inventories of $1,278.3 million as of May 31, 2026, and $1,305.6 million as of May 25, 2025, were valued at LIFO. During fiscal 2026, LIFO\n\ninventory layers were reduced. Results of operations were not materially affected by these liquidations of LIFO inventory. The difference\n\nbetween replacement cost and the stated LIFO inventory value is not materially different from the reserve for the LIFO valuation method.\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nPrepaid expenses and other current assets:\n\nPrepaid expenses\n\n$284.9\n\n$269.0\n\nOther receivables\n\n243.2\n\n141.2\n\nDerivative receivables\n\n53.4\n\n11.6\n\nMiscellaneous\n\n18.3\n\n42.9\n\nTotal\n\n$599.8\n\n$464.7\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nLand, buildings, and equipment:\n\nEquipment\n\n$6,971.3\n\n$6,722.2\n\nBuildings\n\n2,528.1\n\n2,535.8\n\nConstruction in progress\n\n487.6\n\n598.1\n\nCapitalized software\n\n470.2\n\n531.6\n\nLand\n\n46.9\n\n50.4\n\nEquipment under finance lease\n\n7.2\n\n7.3\n\nBuildings under finance lease\n\n0.3\n\n0.3\n\nTotal land, buildings, and equipment\n\n10,511.6\n\n10,445.7\n\nLess accumulated depreciation\n\n(7,068.2)\n\n(6,813.1)\n\nTotal\n\n$3,443.4\n\n$3,632.6\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nOther assets:\n\nRight of use operating lease assets\n\n$384.8\n\n$399.1\n\nInvestments in and advances to joint ventures\n\n254.7\n\n431.9\n\nPension assets\n\n185.0\n\n144.7\n\nDeferred income taxes\n\n—\n\n186.1\n\nMiscellaneous\n\n291.2\n\n297.2\n\nTotal\n\n$1,115.7\n\n$1,459.0\n\n88\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nOther current liabilities:\n\nAccrued trade and consumer promotions\n\n$547.0\n\n$527.2\n\nAccrued payroll\n\n284.3\n\n311.7\n\nAccrued interest, including interest rate swaps\n\n128.6\n\n148.9\n\nCurrent portion of operating lease liabilities\n\n102.0\n\n115.3\n\nRestructuring, transformation, and other exit costs reserve\n\n49.9\n\n77.1\n\nAccrued taxes\n\n49.8\n\n102.1\n\nDividends payable\n\n23.0\n\n22.9\n\nDerivative payables\n\n15.1\n\n31.5\n\nMiscellaneous\n\n273.1\n\n287.3\n\nTotal\n\n$1,472.8\n\n$1,624.0\n\nIn Millions\n\nMay 31, 2026\n\nMay 25, 2025\n\nOther non-current liabilities:\n\nAccrued compensation and benefits, including obligations for underfunded other\n\n  postretirement benefit and postemployment benefit plans\n\n$641.1\n\n$642.5\n\nNon-current portion of operating lease liabilities\n\n300.4\n\n302.8\n\nAccrued taxes\n\n157.9\n\n215.9\n\nMiscellaneous\n\n80.8\n\n67.4\n\nTotal\n\n$1,180.2\n\n$1,228.6\n\nPlease see Note 3 for additional information on certain assets and liabilities classified as held for sale as of May 31, 2026.\n\nCertain Consolidated Statements of (Loss) Earnings amounts are as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nDepreciation and amortization\n\n$555.2\n\n$539.0\n\n$552.7\n\nResearch and development expense\n\n256.0\n\n256.6\n\n257.8\n\nAdvertising and media expense (including production and communication costs)\n\n873.6\n\n847.5\n\n824.6\n\nThe components of interest, net are as follows:\n\nFiscal Year\n\nIn Millions\n\n2026\n\n2025\n\n2024\n\nInterest expense\n\n$581.1\n\n$559.6\n\n$509.4\n\nCapitalized interest\n\n(11.5)\n\n(10.8)\n\n(11.4)\n\nInterest income\n\n(31.0)\n\n(24.6)\n\n(18.8)\n\nInterest, net\n\n$538.6\n\n$524.2\n\n$479.2\n\n89\n\nNOTE 19. QUARTERLY DATA (UNAUDITED)\n\nSummarized quarterly data for fiscal 2026 and fiscal 2025 follows:\n\nFirst Quarter\n\nSecond Quarter\n\nThird Quarter\n\nFourth Quarter\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nFiscal Year\n\nIn Millions, Except Per\n\n  Share Amounts\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\n2026\n\n2025\n\nNet sales\n\n$4,517.5\n\n$4,848.1\n\n$4,860.8\n\n$5,240.1\n\n$4,436.7\n\n$4,842.2\n\n$4,609.6\n\n$4,556.2\n\nGross margin\n\n1,532.8\n\n1,688.8\n\n1,692.5\n\n1,931.1\n\n1,366.9\n\n1,639.1\n\n1,603.5\n\n1,474.0\n\nNet earnings (loss) attributable to\n\n  General Mills\n\n1,204.2\n\n579.9\n\n413.0\n\n795.7\n\n303.1\n\n625.6\n\n(2,007.9)\n\n294.0\n\nEPS:\n\nBasic\n\n$2.22\n\n$1.03\n\n$0.78\n\n$1.43\n\n$0.57\n\n$1.14\n\n$(3.74)\n\n$0.53\n\nDiluted\n\n$2.22\n\n$1.03\n\n$0.78\n\n$1.42\n\n$0.56\n\n$1.12\n\n$(3.74)\n\n$0.53\n\nIn the fourth quarter of fiscal 2026, we recorded a $1,500.0 million non-cash goodwill impairment charge related to our North\n\nAmerica Pet reporting unit and $250.0 million of non-cash impairment charges related to our Nudges and True Chews brand intangible\n\nassets. Also, we recorded a $1,031.8 million non-cash pre-tax valuation loss related to the planned divestiture of our Brazil business.\n\nAdditionally, we recorded $20.0 million of restructuring charges related to the multi-year organizational initiative to increase the\n\ncompetitiveness of our supply chain and $12.2 million of restructuring and transformation charges related to actions previously\n\nannounced. In addition, after-tax loss from joint ventures was $17.6 million, primarily driven by our share of losses related to the sale\n\nof certain assets at CPW. We also recorded $14.8 million of transaction costs, primarily related to the definitive agreement to sell our\n\nBrazil business.\n\nIn the fourth quarter of fiscal 2025, we approved a multi-year global transformation initiative to drive increased productivity by\n\nenhancing end-to-end business processes and recorded $70.1 million of charges. We also recorded $17.4 million of restructuring\n\ncharges related to actions previously announced. Additionally, we purchased the outstanding GMC Class A Interests from the third-\n\nparty holder for $252.8 million, which reflected an original capital account balance of $242.3 million and $10.5 million primarily\n\nrelated to capital account appreciation. We also recorded $16.2 million of transaction costs, primarily related to the definitive\n\nagreement to sell our U.S. yogurt business, and $6.7 million of integration costs related to the fiscal 2025 acquisition of Whitebridge\n\nPet Brands and the fiscal 2024 acquisition of a pet food business in Europe.\n\n90\n\nGlossary\n\nAOCI. Accumulated other comprehensive income (loss).\n\nAdjusted diluted EPS. Diluted EPS adjusted for certain items affecting year-to-year comparability.\n\nAdjusted operating profit. Operating profit adjusted for certain items affecting year-to-year comparability.\n\nAdjusted operating profit margin. Operating profit adjusted for certain items affecting year-to-year comparability, divided by net\n\nsales.\n\nConstant currency. Financial results translated to United States dollars using constant foreign currency exchange rates based on the\n\nrates in effect for the comparable prior-year period. To present this information, current period results for entities reporting in\n\ncurrencies other than United States dollars are translated into United States dollars at the average exchange rates in effect during the\n\ncorresponding period of the prior fiscal year, rather than the actual average exchange rates in effect during the current fiscal year.\n\nTherefore, the foreign currency impact is equal to current year results in local currencies multiplied by the change in the average\n\nforeign currency exchange rate between the current fiscal period and the corresponding period of the prior fiscal year.\n\nCore working capital. Accounts receivable plus inventories less accounts payable, all as of the last day of our fiscal year.\n\nDerivatives. Financial instruments such as futures, swaps, options, and forward contracts that we use to manage our risk arising from\n\nchanges in commodity prices, interest rates, foreign exchange rates, and equity prices.\n\nEarnings before interest, taxes, depreciation and amortization (EBITDA). The calculation of earnings before income taxes and\n\nafter-tax earnings from joint ventures, net interest, depreciation and amortization.\n\nEuribor. European Interbank Offered Rate.\n\nFair value hierarchy. For purposes of fair value measurement, we categorize assets and liabilities into one of three levels based on\n\nthe assumptions (inputs) used in valuing the asset or liability. Level 1 provides the most reliable measure of fair value, while Level 3\n\ngenerally requires significant management judgment. The three levels are defined as follows:\n\nLevel 1:Unadjusted quoted prices in active markets for identical assets or liabilities.\n\nLevel 2:Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in\n\nactive markets or quoted prices for identical assets or liabilities in inactive markets.\n\nLevel 3:Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability.\n\nFree cash flow. Net cash provided by operating activities less purchases of land, buildings, and equipment.\n\nFree cash flow conversion rate. Free cash flow divided by our net earnings, including earnings attributable to noncontrolling interests\n\nadjusted for certain items affecting year-to-year comparability.\n\nGenerally accepted accounting principles (GAAP). Guidelines, procedures, and practices that we are required to use in recording\n\nand reporting accounting information in our financial statements.\n\nGoodwill. The difference between the purchase price of acquired companies plus the fair value of any noncontrolling interests and the\n\nrelated fair values of net assets acquired.\n\nGross margin. Net sales less cost of sales.\n\nHedge accounting. Accounting for qualifying hedges that allows changes in a hedging instrument’s fair value to offset corresponding\n\nchanges in the hedged item in the same reporting period. Hedge accounting is permitted for certain hedging instruments and hedged\n\nitems only if the hedging relationship is highly effective, and only prospectively from the date a hedging relationship is formally\n\ndocumented.\n\nHolistic Margin Management (HMM). Company-wide initiative to use productivity savings, mix management, and price realization\n\nto offset input cost inflation, protect margins, and generate funds to reinvest in sales-generating activities.\n\nMark-to-market. The act of determining a value for financial instruments, commodity contracts, and related assets or liabilities based\n\non the current market price for that item.\n\nNet debt. Long-term debt, current portion of long-term debt, and notes payable, less cash and cash equivalents.\n\n91\n\nNet mark-to-market valuation of certain commodity positions. Realized and unrealized gains and losses on derivative contracts\n\nthat will be allocated to segment operating profit when the exposure we are hedging affects earnings.\n\nNet price realization. The impact of list and promoted price changes, net of trade and other price promotion costs.\n\nNet realizable value. The estimated selling price in the ordinary course of business, less reasonably predictable costs of completion,\n\ndisposal, and transportation.\n\nNoncontrolling interests. Interests of consolidated subsidiaries held by third parties.\n\nNotional principal amount. The principal amount on which fixed-rate or floating-rate interest payments are calculated.\n\nOCI. Other comprehensive (loss) income.\n\nOperating cash flow conversion rate. Net cash provided by operating activities, divided by net earnings, including earnings\n\nattributable to noncontrolling interests.\n\nOrganic net sales growth. Net sales growth adjusted for foreign currency translation, as well as acquisitions, divestitures, and a 53rd\n\nweek impact, when applicable.\n\nProject-related costs. Costs incurred related to our restructuring initiatives not included in restructuring charges.\n\nReporting unit. An operating segment or a business one level below an operating segment.\n\nSOFR. Secured Overnight Financing Rate.\n\nStrategic Revenue Management (SRM). A company-wide capability focused on generating sustainable benefits from net price\n\nrealization and mix by identifying and executing against specific opportunities to apply tools including pricing, sizing, mix\n\nmanagement, and promotion optimization across each of our businesses.\n\nSupply chain input costs. Costs incurred to produce and deliver product, including costs for ingredients and conversion, inventory\n\nmanagement, logistics, and warehousing.\n\nTotal debt. Notes payable and long-term debt, including current portion.\n\nTranslation adjustments. The impact of the conversion of our foreign affiliates’ financial statements to United States dollars for the\n\npurpose of consolidating our financial statements.\n\nWorking capital. Current assets and current liabilities, all as of the last day of our fiscal year."}