{"url_path":"/sec/sjm/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":"2026-06-09","source_url":"https://www.sec.gov/Archives/edgar/data/91419/0000091419-26-000050-index.html","accession_number":"0000091419-26-000050","cik":"0000091419","ticker":"SJM","issuer_name":"J M SMUCKER Co","edgar_url":"https://www.sec.gov/Archives/edgar/data/91419/0000091419-26-000050-index.html","primary_entity_key":"0000091419","primary_entity_name":"J M SMUCKER Co"},"word_count":24361,"has_tables":true,"body_markdown":"Item 8.    Financial Statements and Supplementary Data.\n\nTHE J. M. SMUCKER COMPANY\n\nINDEX TO FINANCIAL STATEMENTS\n\n Page No.\n\nReport of Management on Internal Control Over Financial Reporting\n[45](#i46e7271145864c2cb95e48184e3503d7_79)\n\nReport of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting\n[46](#i46e7271145864c2cb95e48184e3503d7_82)\n\nReport of Independent Registered Public Accounting Firm on the Consolidated Financial Statements (PCAOB ID: 42)\n\n[47](#i46e7271145864c2cb95e48184e3503d7_85)\n\nReport of Management on Responsibility for Financial Reporting\n[50](#i46e7271145864c2cb95e48184e3503d7_88)\n\nConsolidated Balance Sheets at April 30, 2026 and 2025\n\n[52](#i46e7271145864c2cb95e48184e3503d7_97)\n\nFor the years ended April 30, 2026, 2025, and 2024:\n\nStatements of Consolidated Income (Loss)\n[51](#i46e7271145864c2cb95e48184e3503d7_91)\n\nStatements of Consolidated Comprehensive Income (Loss)\n[51](#i46e7271145864c2cb95e48184e3503d7_94)\n\nStatements of Consolidated Cash Flows\n[53](#i46e7271145864c2cb95e48184e3503d7_100)\n\nStatements of Consolidated Shareholders’ Equity\n[54](#i46e7271145864c2cb95e48184e3503d7_103)\n\nNotes to the Consolidated Financial Statements\n[55](#i46e7271145864c2cb95e48184e3503d7_106)\n\n44\n\nREPORT OF MANAGEMENT ON INTERNAL CONTROL\n\nOVER FINANCIAL REPORTING\n\nShareholders\n\nThe J. M. Smucker Company\n\nManagement is responsible for establishing and maintaining adequate accounting and internal control systems over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities and Exchange Act of 1934, as amended. Our internal control system is designed to provide reasonable assurance that we have the ability to record, process, summarize, and report reliable financial information on a timely basis.\n\nOur management, with the participation of the principal financial officer and principal executive officer, assessed the effectiveness of the internal control over financial reporting as of April 30, 2026. In making this assessment, we used the criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (the “COSO criteria”).\n\nBased on our assessment of internal control over financial reporting under the COSO criteria, we concluded the internal control over financial reporting was effective as of April 30, 2026.\n\nErnst & Young LLP, an independent registered public accounting firm, audited the effectiveness of our internal control over financial reporting as of April 30, 2026, and their report thereon is included on page 47 of this report.\n\nMark T. SmuckerTucker H. Marshall\n\nChief Executive Officer, President and Chair of the Board\nChief Financial Officer | Executive Vice President, Frozen Handheld and Spreads and Sweet Baked Snacks\n\n45\n\nReport of Independent Registered Public Accounting Firm\n\nTo the Shareholders and the Board of Directors of The J. M. Smucker Company\n\nOpinion on Internal Control Over Financial Reporting\n\nWe have audited The J. M. Smucker Company’s internal control over financial reporting as of April 30, 2026, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, The J. M. Smucker Company (the Company) maintained, in all material respects, effective internal control over financial reporting as of April 30, 2026, based on the COSO criteria.\n\nWe also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2026 consolidated financial statements of the Company and our report dated June 9, 2026 expressed an unqualified opinion thereon.\n\nBasis for Opinion\n\nThe Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.\n\nOur audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.\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 financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.\n\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.\n\n/s/ Ernst & Young LLP                             \n\nAkron, Ohio\n\nJune 9, 2026         \n\n46\n\nReport of Independent Registered Public Accounting Firm\n\nTo the Shareholders and the Board of Directors of The J. M. Smucker Company\n\nOpinion on the Financial Statements\n\nWe have audited the accompanying consolidated balance sheets of The J. M. Smucker Company (the Company) as of April 30, 2026 and 2025, the related statements of consolidated income (loss), comprehensive income (loss), shareholders’ equity, and cash flows for each of the three years in the period ended April 30, 2026, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at April 30, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended April 30, 2026, in conformity with U.S. generally accepted accounting principles.\n\nWe also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of April 30, 2026, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated June 9, 2026 expressed an unqualified opinion thereon.\n\nBasis for Opinion\n\nThese financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules 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 audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.\n\nCritical Audit Matters\n\nThe critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.\n\n47\n\nHostess brand trademark and Sweet Baked Snacks reporting unit interim impairment test\n\nDescription of the Matter\nAs discussed in Note 1 and Note 7 of the consolidated financial statements, the Company’s goodwill and indefinite-lived trademarks are quantitatively tested for impairment at least annually on February 1, or when events or circumstances occur that would more likely than not reduce the fair value of a reporting unit or indefinite-lived trademark below its carrying amount. If the fair value of a reporting unit (for goodwill) or indefinite-lived trademark is less than its respective carrying value, an impairment loss is recognized in an amount equal to the difference. During the third quarter of 2026, the Company identified an indicator of impairment of the Sweet Baked Snacks reporting unit and Hostess brand trademark in connection with the continued underperformance of the segment as compared to plan and the completion of the long-range planning process which resulted in a decrease in projected sales and segment profit for the Sweet Baked Snacks reporting unit. As a result, the Company performed an interim quantitative goodwill impairment test over the Sweet Baked Snacks reporting unit using an income and market approach and an indefinite-lived trademark impairment test over the Hostess brand using an income approach during the interim period ended January 31, 2026. Based on the results of the impairment tests, the Company recorded impairment charges for goodwill and indefinite-lived intangibles of $507.5 million and $454.2 million, respectively.\n\nAuditing the Company’s interim quantitative goodwill impairment test for the Sweet Baked Snacks reporting unit was especially complex and judgmental due to the significant estimation required in determining the fair value of the reporting unit. In particular, the fair value estimate using the income approach was sensitive to significant assumptions such as the weighted-average cost of capital (WACC), discrete revenue growth and the long-term growth rate. Auditing the Company’s interim quantitative test of the Hostess brand indefinite-lived trademark was especially complex and judgmental due to the significant estimation required in determining the fair value of the indefinite-lived trademark. In particular, the fair value estimate was sensitive to significant assumptions such as the required rate of return, discrete revenue growth, and royalty rate. Elements of these significant assumptions used in both assessments are forward-looking and could be affected by future economic conditions and/or changes in consumer preferences.\n\nHow We Addressed the Matter in Our Audit\n\nWe obtained an understanding, evaluated the design, and tested the operating effectiveness of management’s controls over the Company’s quantitative impairment test of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, including controls over the significant assumptions mentioned above.\n\nTo test the estimated fair value of the Sweet Baked Snacks reporting unit and Hostess brand indefinite-lived trademark, we performed audit procedures that included, among others, assessing fair value methodologies and testing the significant assumptions discussed above and the underlying data used by the Company in its quantitative tests. As it pertains to revenue growth, we compared the significant assumptions used by management to current industry and economic trends and to historical results. We assessed the historical accuracy of management’s estimates and performed sensitivity analyses. In addition, we involved our valuation specialists to assist with our evaluation of the methodology used by the Company and significant assumptions, including the WACC, required rate of return and royalty rate. Specifically, we evaluated the inputs used to calculate the WACC and required rate of return, including an independent corroborative calculation. Further, we performed an independent corroborative profit split calculation to evaluate the royalty rate selected by the Company. We also evaluated the appropriateness of the royalty rate used by the Company and its relevance to the market.\n\n48\n\nQuantitative impairment assessment of goodwill and indefinite-lived trademarks\n\nDescription of the Matter\nAt April 30, 2026, the Company’s total goodwill and indefinite-lived trademarks were $5.2 billion and $2.6 billion, respectively. Goodwill is assigned to the Company’s reporting units as of the acquisition date. As discussed in Note 1 and Note 7 of the consolidated financial statements, the Company’s goodwill and indefinite-lived trademarks are quantitatively tested for impairment at least annually on February 1, or when events or circumstances occur that would more likely than not reduce the fair value of a reporting unit or indefinite-lived trademark below its carrying amount. The Company uses a discounted cash flow valuation technique, a form of income approach, and market-based approach to estimate the fair value of its reporting units. The Company uses a discounted cash flow valuation technique to estimate the fair value of its indefinite-lived trademarks.\n\nAuditing the Company’s quantitative impairment test for certain of its reporting units and indefinite-lived trademarks was complex due to the use of a valuation methodology in the determination of the fair values. In particular, the fair value estimates are impacted by the WACC, which is a significant assumption used in the discounted cash flow valuation technique for goodwill and the required rate of return assumption used in the discounted cash flow valuation technique for indefinite-lived trademarks. Additionally, auditing the Company’s quantitative test of the Pup-Peroni brand indefinite-lived trademark was complex and judgmental due to the significant estimation required in determining the fair value. In particular, the fair value estimate was sensitive to significant assumptions such as the required rate of return, revenue growth, and royalty rate. Elements of these significant assumptions are forward-looking and could be affected by future economic conditions and/or changes in consumer preferences.\n\nHow We Addressed the Matter in Our Audit\n\nWe obtained an understanding, evaluated the design and tested the operating effectiveness of management's controls over the Company’s quantitative impairment test of goodwill and indefinite-lived trademarks. This includes controls over management’s review of the methodology and model, including sensitivities performed on the related inputs, including the WACC and required rate of return, to understand their impact on the estimated fair values. This also includes controls over management’s review of the significant assumptions applicable to the Pup-Peroni brand indefinite-lived trademark mentioned above.\n\nTo test the estimated fair value of the Company’s reporting units, we performed audit procedures that included, among others, assessing the fair value methodologies and testing the completeness and accuracy of the underlying data used by the Company in its quantitative test. For example, we compared certain inputs used by management, including Pup-Peroni brand revenue growth, to current industry and economic trends and to historical results. We assessed the historical accuracy of management’s estimates and performed sensitivity analyses of certain assumptions used by management, such as inputs to the WACC and required rate of return to evaluate the changes in fair value of certain reporting units and trademarks that would result from changes in the assumptions. In addition, we involved our valuation specialists to assist with our evaluation of the methodology used by the Company and the inputs used to calculate the WACC and required rate of return, including an independent corroborative calculation. We also performed an independent corroborative profit split calculation to evaluate the royalty rate selected by the Company for the Pup-Peroni brand indefinite-lived trademark. We also evaluated the appropriateness of the royalty rate used by the Company and its relevance to the market. Further, we evaluated management’s reconciliation of the fair value of the reporting units to the market capitalization of the Company.\n\n/s/ Ernst & Young LLP\n\nWe have served as the Company’s auditor since 1955.\n\nAkron, Ohio\n\nJune 9, 2026                  \n\n49\n\nREPORT OF MANAGEMENT ON RESPONSIBILITY\n\nFOR FINANCIAL REPORTING\n\nShareholders\n\nThe J. M. Smucker Company\n\nManagement of The J. M. Smucker Company is responsible for the preparation, integrity, accuracy, and consistency of the consolidated financial statements and the related financial information in this report. Such information has been prepared in accordance with U.S. generally accepted accounting principles and is based on our best estimates and judgments.\n\nWe maintain systems of internal accounting controls supported by formal policies and procedures that are communicated throughout the Company. There is a program of audits performed by our internal audit staff designed to evaluate the adequacy of and adherence to these controls, policies, and procedures.\n\nErnst & Young LLP, an independent registered public accounting firm, has audited our financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Management has made all financial records and related data available to Ernst & Young LLP during its audit.\n\nOur audit committee, comprised of four independent non-employee members of the Board of Directors, meets regularly with the independent registered public accounting firm and management to review the work of the internal audit staff and the work, audit scope, timing arrangements, and fees of the independent registered public accounting firm. The audit committee also regularly satisfies itself as to the adequacy of controls, systems, and financial records. The lead internal auditor of the internal audit department is required to report directly to the audit committee as to internal audit matters.\n\nIt is our best judgment that our policies and procedures, our program of internal and independent audits, and the oversight activity of the audit committee work together to provide reasonable assurance that our operations are conducted according to law and in compliance with the high standards of business ethics and conduct to which we subscribe.\n\nMark T. SmuckerTucker H. Marshall\n\nChief Executive Officer, President and Chair of the Board\nChief Financial Officer | Executive Vice President, Frozen Handheld and Spreads and Sweet Baked Snacks\n\n50\n\nTHE J. M. SMUCKER COMPANY\n\nSTATEMENTS OF CONSOLIDATED INCOME (LOSS)\n\n  Year Ended April 30,\n\n(Dollars in millions, except per share data)202620252024\n\nNet sales$9,050.9 $8,726.1 $8,178.7 \n\nCost of products sold (A)\n6,016.4 5,341.4 5,063.3 \n\nGross Profit3,034.5 3,384.7 3,115.4 \n\nSelling, distribution, and administrative expenses1,496.6 1,529.0 1,446.2 \n\nAmortization210.6 219.3 191.1 \n\nGoodwill impairment charges507.5 1,661.6 — \n\nOther intangible assets impairment charges454.2 320.9 — \n\nOther special project costs (A)\n21.1 35.8 130.2 \n\nLoss (gain) on divestitures – net— 310.1 12.9 \n\nOther operating expense (income) – net(15.7)(18.1)29.2 \n\nOperating Income (Loss)360.2 (673.9)1,305.8 \n\nInterest expense – net(381.2)(388.7)(264.3)\n\nOther debt gains (charges) – net (A)\n— 30.2 (19.5)\n\nOther income (expense) – net(41.4)(14.4)(25.6)\n\nIncome (Loss) Before Income Taxes(62.4)(1,046.8)996.4 \n\nIncome tax expense76.3 184.0 252.4 \n\nNet Income (Loss)$(138.7)$(1,230.8)$744.0 \n\nEarnings per common share:\n\nNet Income (Loss)$(1.30)$(11.57)$7.14 \n\nNet Income (Loss) – Assuming Dilution$(1.30)$(11.57)$7.13 \n\n(A)Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 4: Special Project Costs, Note 5: Reportable Segments, and Note 8: Debt and Financing Arrangements.\n\nSee notes to consolidated financial statements. \n\nTHE J. M. SMUCKER COMPANY\n\nSTATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)\n\n  Year Ended April 30,\n\n(Dollars in millions)202620252024\n\nNet income (loss)$(138.7)$(1,230.8)$744.0 \n\nOther comprehensive income (loss):\n\nForeign currency translation adjustments3.2 (2.5)(4.9)\n\nCash flow hedging derivative activity, net of tax9.6 53.0 10.5 \n\nPension and other postretirement benefit plans activity, net of tax37.0 0.2 (0.7)\n\nAvailable-for-sale securities activity, net of tax0.6 (0.6)(0.3)\n\nTotal Other Comprehensive Income (Loss)50.4 50.1 4.6 \n\nComprehensive Income (Loss)$(88.3)$(1,180.7)$748.6 \n\nSee notes to consolidated financial statements.\n\n51\n\nTHE J. M. SMUCKER COMPANY\n\nCONSOLIDATED BALANCE SHEETS\n\n   April 30,\n\n(Dollars in millions)20262025\n\nASSETS\n\nCurrent Assets\n\nCash and cash equivalents$58.6 $69.9 \n\nTrade receivables – net656.3 619.0 \n\nInventories:\n\nFinished products584.1 680.0 \n\nRaw materials542.4 529.4 \n\nTotal Inventory1,126.5 1,209.4 \n\nOther current assets131.7 248.3 \n\nTotal Current Assets1,973.1 2,146.6 \n\nProperty, Plant, and Equipment\n\nLand and land improvements158.1 157.5 \n\nBuildings and fixtures1,465.2 1,383.5 \n\nMachinery and equipment3,456.9 3,257.1 \n\nConstruction in progress546.1 619.4 \n\nGross Property, Plant, and Equipment5,626.3 5,417.5 \n\nAccumulated depreciation(2,594.2)(2,337.9)\n\nTotal Property, Plant, and Equipment3,032.1 3,079.6 \n\nOther Noncurrent Assets\n\nOperating lease right-of-use assets148.8 115.4 \n\nGoodwill5,205.0 5,710.0 \n\nOther intangible assets – net5,683.7 6,346.9 \n\nOther noncurrent assets176.7 164.8 \n\nTotal Other Noncurrent Assets11,214.2 12,337.1 \n\nTotal Assets$16,219.4 $17,563.3 \n\nLIABILITIES AND SHAREHOLDERS’ EQUITY\n\nCurrent Liabilities\n\nAccounts payable$1,175.1 $1,288.7 \n\nAccrued compensation115.1 118.0 \n\nAccrued trade marketing and merchandising175.9 188.8 \n\nDividends payable116.9 114.6 \n\nCurrent portion of long-term debt150.0 — \n\nShort-term borrowings420.9 640.8 \n\nOther current liabilities384.3 301.1 \n\nTotal Current Liabilities2,538.2 2,652.0 \n\nNoncurrent Liabilities\n\nLong-term debt, less current portion6,392.8 7,036.8 \n\nDefined benefit pensions50.6 53.0 \n\nOther postretirement benefits44.3 45.8 \n\nDeferred income taxes1,459.6 1,548.6 \n\nNoncurrent operating lease liabilities125.3 84.1 \n\nOther noncurrent liabilities64.8 60.4 \n\nTotal Noncurrent Liabilities8,137.4 8,828.7 \n\nTotal Liabilities10,675.6 11,480.7 \n\nShareholders’ Equity\n\nSerial preferred shares – no par value: Authorized – 6,000,000 shares; outstanding – none\n— — \n\nCommon shares – no par value: Authorized – 300,000,000 shares; outstanding – 106,661,858 at April 30, 2026, and 106,425,081 at April 30, 2025 (net of 43,825,787 and 44,062,564 treasury shares, respectively), at stated value\n26.7 26.6 \n\nAdditional capital5,752.5 5,738.7 \n\nRetained income (accumulated deficit)(101.3)501.8 \n\nAccumulated other comprehensive income (loss)(134.1)(184.5)\n\nTotal Shareholders’ Equity5,543.8 6,082.6 \n\nTotal Liabilities and Shareholders’ Equity$16,219.4 $17,563.3 \n\nSee notes to consolidated financial statements.\n\n52\n\nTHE J. M. SMUCKER COMPANY\n\nSTATEMENTS OF CONSOLIDATED CASH FLOWS\n\n  Year Ended April 30,\n\n(Dollars in millions)202620252024\n\nOperating Activities\n\nNet income (loss)$(138.7)$(1,230.8)$744.0 \n\nAdjustments to reconcile net income (loss) to net cash provided by (used for) operations:\n\nDepreciation346.4 283.2 239.7 \n\nAmortization210.6 219.3 191.1 \n\nGoodwill impairment charges507.5 1,661.6 — \n\nOther intangible assets impairment charges454.2 320.9 — \n\nRealized loss on investment in equity securities – net— — 21.5 \n\nPension settlement loss (gain)34.4 — 3.2 \n\nShare-based compensation expense23.6 29.9 23.9 \n\nLoss (gain) on divestitures – net— 310.1 12.9 \n\nDeferred income tax expense (benefit)(103.3)(108.0)(40.5)\n\nLoss (gain) on disposal of assets – net3.9 12.6 7.8 \n\nOther noncash adjustments – net50.9 15.3 31.9 \n\nSettlement of interest rate contracts— — 42.5 \n\nDefined benefit pension contributions(11.5)(5.0)(4.1)\n\nChanges in assets and liabilities, net of effect from acquisition and divestitures:\n\nTrade receivables(36.9)117.2 41.5 \n\nInventories83.3 (180.6)2.9 \n\nOther current assets61.1 (48.9)(35.5)\n\nAccounts payable(112.0)(36.5)(81.7)\n\nAccrued liabilities(48.5)(85.4)99.4 \n\nIncome and other taxes142.6 (50.6)(34.9)\n\nOther – net6.0 (13.9)(36.2)\n\nNet Cash Provided by (Used for) Operating Activities1,473.6 1,210.4 1,229.4 \n\nInvesting Activities\n\nBusiness acquired, net of cash acquired— — (3,920.6)\n\nProceeds from sale of equity securities— — 466.3 \n\nProceeds from divestitures – net— 326.0 56.3 \n\nAdditions to property, plant, and equipment(317.4)(393.8)(586.5)\n\nProceeds from disposal of property, plant, and equipment13.1 7.0 0.4 \n\nCollateral received (pledged) for derivative cash margin accounts44.9 (39.4)18.9 \n\nOther – net0.6 (0.1)0.6 \n\nNet Cash Provided by (Used for) Investing Activities(258.8)(100.3)(3,964.6)\n\nFinancing Activities\n\nShort-term borrowings (repayments) – net(251.5)19.2 578.2 \n\nProceeds from long-term debt— 650.0 4,285.0 \n\nRepayments of long-term debt(500.0)(1,300.0)(1,791.0)\n\nCapitalized debt issuance costs— (3.0)(32.1)\n\nQuarterly dividends paid(464.7)(455.4)(437.5)\n\nPurchase of treasury shares(5.6)(3.3)(372.8)\n\nPayment of assumed tax receivable agreement obligation— — (86.4)\n\nOther – net(4.7)(10.2)(1.8)\n\nNet Cash Provided by (Used for) Financing Activities(1,226.5)(1,102.7)2,141.6 \n\nEffect of exchange rate changes on cash0.4 0.5 (0.2)\n\nNet increase (decrease) in cash and cash equivalents(11.3)7.9 (593.8)\n\nCash and cash equivalents at beginning of year69.9 62.0 655.8 \n\nCash and Cash Equivalents at End of Year$58.6 $69.9 $62.0 \n\n(  )Denotes use of cash\n\nSee notes to consolidated financial statements.\n\n53\n\nTHE J. M. SMUCKER COMPANY\n\nSTATEMENTS OF CONSOLIDATED SHAREHOLDERS’ EQUITY\n\n(Dollars in millions)Common\nShares\nOutstandingCommon\nSharesAdditional\nCapitalRetained\nIncome (Accumulated Deficit)Accumulated\nOther\nComprehensive\nIncome (Loss)Total Shareholders’ Equity\n\nBalance at May 1, 2023104,398,618 $26.1 $5,371.8 $2,132.1 $(239.2)$7,290.8 \n\nNet income (loss)744.0 744.0 \n\nOther comprehensive income (loss)4.6 4.6 \n\nComprehensive income (loss)748.6 \n\nPurchase of treasury shares(2,416,945)(0.7)(132.8)(242.9)(376.4)\n\nIssuance of shares for acquisition3,989,915 1.0 449.2 450.2 \n\nStock plans222,693 0.1 25.7 (1.1)24.7 \n\nCash dividends declared, $4.24 per common share\n(444.0)(444.0)\n\nBalance at April 30, 2024106,194,281 26.5 5,713.9 2,188.1 (234.6)7,693.9 \n\nNet income (loss)(1,230.8)(1,230.8)\n\nOther comprehensive income (loss)50.1 50.1 \n\nComprehensive income (loss)(1,180.7)\n\nPurchase of treasury shares(29,747)— (3.7)0.8 (2.9)\n\nStock plans260,547 0.1 28.5 0.8 29.4 \n\nCash dividends declared, $4.32 per common share\n  (457.1) (457.1)\n\nBalance at April 30, 2025106,425,081 26.6 5,738.7 501.8 (184.5)6,082.6 \n\nNet income (loss)(138.7)(138.7)\n\nOther comprehensive income (loss)50.4 50.4 \n\nComprehensive income (loss)(88.3)\n\nPurchase of treasury shares(57,768)— (7.1)1.5 (5.6)\n\nStock plans 294,545 0.1 20.9 1.1 22.1 \n\nCash dividends declared, $4.40 per common share\n(467.0)(467.0)\n\nBalance at April 30, 2026106,661,858 $26.7 $5,752.5 $(101.3)$(134.1)$5,543.8 \n\nSee notes to consolidated financial statements.\n\n \n\n54\n\nTHE J. M. SMUCKER COMPANY\n\nNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS\n\n(Dollars and shares in millions, unless otherwise noted, except per share data)\n\nNote 1: Accounting Policies\n\nPrinciples of Consolidation: The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and its majority-owned investments, if any. Intercompany transactions and accounts are eliminated in consolidation.\n\nUse of Estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires that we make certain estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Estimates in these consolidated financial statements include, among others, estimates of future cash flows associated with assets, potential asset impairments, purchase price allocation, goodwill related to acquisitions and divestitures, useful lives and residual values of long-lived assets used in determining depreciation and amortization, net realizable value of inventories, accruals for trade marketing and merchandising programs, income taxes, and discount rates and other assumptions used in determining defined benefit pension and other postretirement benefit expenses. Actual results could differ from these estimates.\n\nCash and Cash Equivalents: We consider all short-term, highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Based on the short-term nature of these assets, carrying value approximates fair value. As of April 30, 2026 and 2025, there were no cash equivalents within cash and cash equivalents in the Consolidated Balance Sheets.\n\nRevenue Recognition: Principally all of our revenue is derived from the sale of food and beverage products to food retailers, online retailers, and foodservice distributors and operators. We recognize revenue when obligations under the terms of a contract with a customer have been satisfied. This occurs when control of our products transfers, which typically takes place upon delivery to or pick up by the customer. Amounts due from our customers are classified as trade receivables in the Consolidated Balance Sheets and require payment on a short-term basis.\n\nTransaction price is based on the list price included in our published price list, which is then reduced by the estimated impact of variable consideration, such as trade marketing and merchandising programs, discounts, unsaleable product allowances, returns, and similar items, in the same period that the revenue is recognized. To estimate the impact of these costs, we consider customer contract provisions, historical data, and our current expectations.\n\nWe have trade marketing and merchandising programs that consist of various promotional activities conducted through retailers, distributors, or directly with consumers, including in-store display and product placement programs, price discounts, coupons, and other similar activities. For additional discussion on these programs, refer to “Critical Accounting Estimates and Policies” within Management’s Discussion and Analysis of Financial Condition and Results of Operations.\n\nFor revenue disaggregated by reportable segment, geographical region, and product category, see Note 5: Reportable Segments.\n\nShipping and Handling Costs: Transportation costs included in cost of products sold relate to the costs incurred to ship our products. Distribution costs are included in SD&A expenses and primarily relate to the warehousing costs incurred to store our products. Total costs recorded within SD&A were $286.5, $291.1, and $267.7 in 2026, 2025, and 2024, respectively.\n\nAdvertising Expense: Advertising costs are expensed as incurred and are included in SD&A in the Statements of Consolidated Income (Loss). Advertising expense was $179.3, $181.0, and $182.5 in 2026, 2025, and 2024, respectively.\n\nResearch and Development Costs: Research and development (“R&D”) costs are expensed as incurred and are included in SD&A in the Statements of Consolidated Income (Loss). R&D costs include expenditures for new and existing product and manufacturing process innovations, which are comprised primarily of internal salaries and wages, consulting, testing, and other supplies attributable to time spent on R&D activities. Other costs include the depreciation and maintenance of research facilities. Total R&D expense was $55.2, $51.7, and $49.1 in 2026, 2025, and 2024, respectively.\n\n55\n\nShare-Based Payments: Share-based compensation expense, including stock options, is recognized on a straight-line basis over the requisite service period, and generally vest over a period of 3 years.\n\nThe following table summarizes amounts related to share-based payments.\n\n  Year Ended April 30,\n\n  202620252024\n\nShare-based compensation expense included in SD&A$22.7 $29.1 $23.7 \n\nShare-based compensation expense included in other special project costs0.9 0.8 0.2 \n\nTotal share-based compensation expense$23.6 $29.9 $23.9 \n\nRelated income tax benefit $5.6 $7.1 $5.6 \n\nAs of April 30, 2026, total unrecognized share-based compensation cost related to nonvested share-based awards, including stock options, was $34.9. The weighted-average period over which this amount is expected to be recognized is 2.2 years.\n\nRealized excess tax benefits and tax deficiencies are presented in the Statements of Consolidated Cash Flows as an operating activity and are recognized within income taxes in the Statements of Consolidated Income (Loss). In 2026 and 2025, the excess tax expense realized upon exercise or vesting of share-based compensation was $1.9 and $1.0, respectively, and in 2024, the excess tax benefit was $2.9. For additional discussion on share-based compensation expense, see Note 13: Share-Based Payments.\n\nEarnings Per Share: Earnings per share is computed in accordance with FASB ASC 260, Earnings Per Share. As required by FASB ASC 260, we computed net income (loss) per common share (“basic earnings per share”) under the two-class method for 2026, 2025, and 2024, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during the periods. Further, we compute net income (loss) per common share – assuming dilution (“diluted earnings per share”) under either the two-class method or the treasury method, dependent on which is more dilutive. In 2026 and 2025, we recognized a net loss and, as a result, excluded the anti-dilutive effect of stock-based awards from the computation of diluted earnings per share. In 2024, the computation of diluted earnings per share was more dilutive under the treasury stock method.\n\nBasic earnings per share is calculated by dividing net income (loss) available to common shareholders by the weighted-average number of common shares outstanding during the period. Under the two-class method, net income (loss) available to common and participating common shareholders is reduced by the net income (loss) allocated to participating securities, which is equal to the amount of dividends declared in the current period, and the contractual amount of dividends that must be paid for the current period related to participating securities. Under the treasury stock method, the diluted earnings per share calculation includes potential common shares assumed to be issued, which reflects the potential dilution that would occur if any outstanding options or warrants were exercised or restricted stock becomes vested, and includes the “if converted” method for participating securities if the effect is dilutive. For additional information on the earnings per share calculations, see Note 6: Earnings Per Share.\n\nDefined Contribution Plans: We offer employee savings plans for domestic and Canadian employees. Our contributions under these plans are based on a specified percentage of employee contributions. Charges to operations for these plans in 2026, 2025, and 2024 were $48.3, $47.7, and $41.5, respectively. For information on our defined benefit plans, see Note 9: Pensions and Other Postretirement Benefits.\n\nIncome Taxes: We account for income taxes using the liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the applicable tax rate is recognized in income or expense in the period that the change is enacted. A tax benefit is recognized when it is more likely than not to be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. We recognize income taxes on global intangible low-taxed income (“GILTI”) as a period expense in the period in which the tax is incurred.\n\nWe account for the financial statement recognition and measurement criteria of a tax position taken or expected to be taken in a tax return under FASB ASC 740, Income Taxes. FASB ASC 740 also provides guidance on derecognition, classification,\n\n56\n\ninterest and penalties, accounting in interim periods, and disclosure. In accordance with the requirements of FASB ASC 740, uncertain tax positions have been classified in the Consolidated Balance Sheets as noncurrent, except to the extent payment is expected within one year. We recognize net interest and penalties related to unrecognized tax benefits in income tax expense. For additional information, refer to Note 14: Income Taxes.\n\nTrade Receivables: In the normal course of business, we extend credit to customers. Trade receivables, less credit losses, reflect the net realizable value of receivables and approximates fair value. We account for trade receivables, less credit losses, in accordance with FASB ASC 326, Financial Instruments–Credit Losses. We evaluate our trade receivables and establish a reserve for credit loss based on a combination of factors. When aware that a specific customer has been impacted by circumstances such as bankruptcy filings or deterioration in the customer’s operating results or financial position, potentially making it unable to meet its financial obligations, we record a specific reserve for bad debt to reduce the related receivable to the amount we reasonably believe is collectible. We also record reserves for credit loss for all other customers based on a variety of factors, including the length of credit terms and risk class, historical collection experience, and an evaluation of current and projected economic conditions at the balance sheet date. Trade receivables are charged off against the reserve for credit losses after we determine that the potential for recovery is remote. The reserve for credit losses was $1.5 at both April 30, 2026 and 2025. We believe there is no concentration of risk with any single customer whose failure or nonperformance would materially affect results other than as discussed in Note 5: Reportable Segments.\n\nInventories: Inventories are stated at the lower of cost or market, with market being defined as net realizable value, less costs to sell. Cost for all inventories is determined using the first-in, first-out method applied on a consistent basis.\n\nThe cost of finished products and work-in-process inventory includes materials, direct labor, and overhead. Work-in-process is included in finished products in the Consolidated Balance Sheets and was $118.2 and $81.0 at April 30, 2026 and 2025, respectively.\n\nDerivative Financial Instruments: We account for derivative instruments in accordance with FASB ASC 815, Derivatives and Hedging, which requires all derivative instruments to be recognized at fair value in the financial statements, regardless of the purpose or intent for holding them.\n\nWe do not qualify commodity derivatives or instruments used to manage foreign currency exchange exposures for hedge accounting treatment, and, as a result, the derivative gains and losses are immediately recognized in earnings. Although we do not perform the assessments required to achieve hedge accounting for derivative positions, we believe all of our derivatives are economic hedges of our risk exposure. The exposures hedged have a high inverse correlation to price changes of the derivative instrument. Thus, we would expect that over time any gain or loss in the estimated fair value of the derivatives would generally be offset by an increase or decrease in the estimated fair value of the underlying exposures.\n\nFrom time to time, we utilize derivative instruments to manage interest rate risk associated with anticipated debt transactions, as well as to manage changes in the fair value of our long-term debt. At the inception of an interest rate contract, the instrument is evaluated and documented for qualifying hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses on the contract are deferred and included as a component of accumulated other comprehensive income (loss) and generally reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as a fair value hedge, the contract is recognized at fair value on the balance sheet and changes in the fair value are recognized in interest expense. Generally, changes in the fair value of the contract are equal to changes in the fair value of the underlying debt and have no net impact on earnings.\n\nProperty, Plant, and Equipment: Property, plant, and equipment is recognized at cost and is depreciated on a straight-line basis over the estimated useful life of the asset (3 to 20 years for machinery and equipment, 1 to 7 years for capitalized software costs related to software that we have purchased or has been licensed to us, and 5 to 40 years for buildings, fixtures, and improvements).\n\nWe lease certain land, buildings, and equipment for varying periods of time, with renewal options. Lease expense in 2026, 2025, and 2024 was $114.4, $118.7, and $121.7, respectively.\n\nIn accordance with FASB ASC 360, Property, Plant, and Equipment, long-lived assets, other than goodwill and other indefinite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to future net undiscounted cash flows estimated to be generated by such assets. If such\n\n57\n\nassets are considered to be impaired, the impairment to be recognized is the amount by which the carrying amount exceeds the estimated fair value of the assets. Assets to be disposed of by sale are recognized as held for sale at the lower of carrying value or fair value less costs to sell. Furthermore, determining fair value is subject to estimates of both cash flows and discount rates, and different estimates could yield different results. There are no events or changes in circumstances of which we are aware of that indicate the carrying value of our long-lived assets may not be recoverable at April 30, 2026.\n\nGoodwill and Other Intangible Assets: Goodwill is the excess of the purchase price paid over the estimated fair value of the net assets of a business acquired. In accordance with FASB ASC 350, Intangibles – Goodwill and Other, goodwill and other indefinite-lived intangible assets are not amortized and are assessed at least annually for impairment. We conduct our annual test for impairment of goodwill and other indefinite-lived intangible assets as of February 1 of each year. A discounted cash flow valuation technique is utilized to estimate the fair value of our reporting units and indefinite-lived intangible assets. We also use a market-based approach to estimate the fair value of our reporting units. An equal weighting of estimated value under these approaches is used to determine the fair value of each reporting unit, respectively. The discount rates utilized in the cash flow analyses are developed using a weighted-average cost of capital methodology. In addition to the annual test, we test for impairment if events or circumstances occur that would more likely than not reduce the fair value of a reporting unit or an indefinite-lived intangible asset below its carrying value. Further, upon disposal of a business, a relative fair value analysis is utilized to determine the amount of goodwill to be disposed of for each impacted reporting unit, using estimates and assumptions consistent with the annual test. Following the allocation of goodwill to the disposal group, the remaining goodwill is assessed for potential indicators of impairment. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. For additional information, see Note 7: Goodwill and Other Intangible Assets.\n\nMarketable Securities and Other Investments: We maintain funds for the payment of benefits associated with nonqualified retirement plans. These funds include investments considered to be available-for-sale marketable securities. At April 30, 2026 and 2025, the fair value of these investments was $18.5 and $20.0, respectively, and was included in other noncurrent assets in the Consolidated Balance Sheets. Included in accumulated other comprehensive income (loss) at April 30, 2026 and 2025, were unrealized pre-tax gains of $1.5 and $0.7, respectively.\n\nInvestment in Equity Securities: Investments in common stock of entities other than our consolidated subsidiaries in which we own less than 20 percent of an entity’s common stock and do not provide significant influence are accounted for as a financial instrument in accordance with FASB ASC 321, Investments – Equity Securities. As required by FASB ASC 321, the ownership interest in the entity is recognized at fair value based on fixed or determinable prices within current assets in the Consolidated Balance Sheets, and any change in fair value is included in other income (expense) – net in the Statements of Consolidated Income (Loss).\n\nThe net proceeds received from the divestiture of certain pet food brands in 2023 included approximately 5.4 million shares of Post Holdings, Inc. (“Post”) common stock, which represented approximately an 8 percent equity interest in Post as of April 30, 2023. The fair value of the investment in Post common stock was $487.8 at April 30, 2023. Upon selling the Post common stock on November 15, 2023, the investment in equity securities was valued at $460.9. We recognized a realized pre-tax loss of $30.7 on the investment, with $26.9 of the loss recognized during the year ended April 30, 2024, which was included in other income (expense) – net in the Statement of Consolidated Income (Loss). For additional information, see Note 3: Divestitures and Note 10: Derivative Financial Instruments.\n\nEquity Method Investments: Investments in common stock of entities other than our consolidated subsidiaries in which we own between 20 percent and 50 percent of an entity’s common stock and are able to exercise significant influence over them are accounted for under the equity method in accordance with FASB ASC 323, Investments–Equity Method and Joint Ventures. Under the equity method, the initial investment is recorded at cost, and the investment is subsequently adjusted for its proportionate share of earnings or losses, including consideration of basis differences resulting from the difference between the initial carrying amount of the investment and the underlying equity in net assets. The difference between the carrying amount of the investment and the underlying equity in net assets is primarily attributable to goodwill and other intangible assets. For additional information, see Note 11: Other Financial Instruments and Fair Value Measurements.\n\nWe have a 20 percent equity interest in Mountain Country Foods, LLC and approximately a 42 percent equity interest in Numi, Inc. The carrying amount of these investments is included in other noncurrent assets in the Consolidated Balance Sheets. The investments did not have a material impact on the consolidated financial statements or the respective reportable segment to which they relate for the years ended April 30, 2026 and 2025.\n\n58\n\nSupplier Financing Program: We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion. We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. However, our right to offset balances due from suppliers against our payment obligations is restricted by the agreement for those payment obligations that have been sold by our suppliers. The payment of these obligations is included in cash provided by operating activities in the Statements of Consolidated Cash Flows. Included in accounts payable in the Consolidated Balance Sheets as of April 30, 2026 and 2025, were $325.1 and $340.4 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers.\n\nForeign Currency Translation: Assets and liabilities of foreign subsidiaries are translated using the exchange rates in effect at the balance sheet dates, while income and expenses are translated using average rates throughout the periods. Translation adjustments are reported as a component of accumulated other comprehensive income (loss). Included in accumulated other comprehensive income (loss) at April 30, 2026 and 2025, were foreign currency losses of $38.5 and $41.7, respectively.\n\nRecently Adopted Accounting Standards: In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 will improve the transparency and decision usefulness of income tax disclosures to better assess how operations and related tax risks affect tax rates and future cash flows on an interim and annual basis. During 2026, we adopted the annual disclosure requirements on a retrospective basis, which are presented in Note 14: Income Taxes. The adoption of this standard did not have a material impact on our consolidated financial statements.\n\nIn November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 will improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis. This ASU requires entities to provide significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), other segment expenses included in each reported measure of segment profitability, and disclosure of the title and position of the CODM. We adopted the interim and annual disclosure requirements on a retrospective basis during 2026 and 2025, respectively. The additional disclosures required are presented in Note 5: Reportable Segments. The adoption of this standard did not have a material impact on our consolidated financial statements.\n\nRecently Issued Accounting Standards Not Yet Adopted: In September 2025, the FASB issued ASU 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. ASU 2025-06 will modernize the accounting guidance for the costs to develop software for internal use by removing all references to software development project stages so that the guidance is neutral to different software development methods. The ASU requires entities to begin capitalizing software costs when management authorizes and commits to funding the software project and it is probable that the project will be completed and the software will be used for its intended purpose. It will be effective for our annual and interim periods beginning May 1, 2028, with the option to early adopt at any time prior to the effective date on either a prospective or retrospective basis. We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.\n\nIn November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 will provide investors with more decision-useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this ASU will require public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. It will be effective for our annual period beginning May 1, 2027, and interim periods beginning May 1, 2028, with the option to early adopt at any time prior to the effective dates on either a prospective or retrospective basis. We do not anticipate any impact to our results of operations, financial position, or cash flows upon adoption and are currently evaluating the impacts of the standard on our disclosures.\n\nRisks and Uncertainties: The raw materials used in each of our segments are primarily commodities, agricultural-based products, and packaging materials. The principal packaging materials we use are plastic, glass, metal cans, caps, carton board, and corrugate. Green coffee, peanuts, flour, sugar, oils, fats, fruit, and other ingredients are obtained from various suppliers. The availability, quality, and costs of many of these commodities have fluctuated, and may continue to fluctuate over time,\n\n59\n\npartially driven by the elevated commodity and supply chain costs we continued to experience in 2026. We actively monitor changes in commodity and supply chain costs, and to mitigate the fluctuation of costs, we may be required to implement material price increases or decreases across our business. Green coffee, along with certain other raw materials, is sourced solely from foreign countries, and its supply and price is subject to high volatility due to factors such as weather, global supply and demand, product scarcity, plant disease, investor speculation, geopolitical conflicts, changes in governmental agricultural and energy policies and regulation, political and economic conditions in the source countries, and tariffs. Raw materials are generally available from numerous sources, although we have elected to source certain plastic packaging materials for our Folgers coffee products, as well as our Jif peanut butter, and certain finished goods, such as K-Cup® pods, our Pup-Peroni dog snacks, and liquid coffee, from primary or single sources of supply pursuant to long-term contracts. While availability may vary from year to year, we have not historically encountered significant shortages of key raw materials, and we believe that we will continue to obtain adequate supplies. We consider our relationships with key raw material suppliers to be in good standing.\n\nWe have consolidated production capacity at a single manufacturing site for certain products, including the majority of our coffee, Milk-Bone dog snacks, and fruit spreads. Although steps are taken at all of our manufacturing sites to reduce the likelihood of a production disruption, an interruption at a single manufacturing site would result in a reduction or elimination of the availability of some of our products for a period of time.\n\nOf our full-time employees, 21 percent are covered by union contracts at eight manufacturing locations. The contracts vary in term depending on location, with three contracts expiring in 2027, representing approximately 5 percent of our total employees.\n\nWe insure our business and assets in each country against insurable risks, to the extent that we deem appropriate, based upon an analysis of the relative risks and costs.\n\nNote 2: Acquisition\n\nOn November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands. The total purchase consideration in connection with the acquisition was $5.4 billion, which reflects an exchange offer of all outstanding shares of Hostess Brands common stock at a price of $34.25 per share, consisting of $30.00 in cash and 0.03002 shares of our common shares, based on the closing stock price on September 8, 2023, that were exchanged for each share of Hostess Brands common stock as of the transaction date. The purchase price included the issuance of approximately 4.0 million of our common shares to Hostess Brands’ shareholders, valued at $450.2, as discussed in Note 17: Common Shares. In addition, we paid $3.9 billion in cash, net of cash acquired, and assumed $991.0 of debt from Hostess Brands and $67.8 of an other debt-like item, reflecting consideration transferred for the cash payment of Hostess Brands’ employee equity awards. New debt of $5.0 billion was borrowed, consisting of $3.5 billion in Senior Notes, an $800.0 senior unsecured delayed-draw Term Loan Credit Agreement (“Term Loan”), and $700.0 of short-term borrowings under our commercial paper program to partially fund the transaction and pay off the debt assumed as part of the acquisition. For additional information on the financing associated with this transaction, refer to Note 8: Debt and Financing Arrangements.\n\nHostess Brands is a manufacturer and marketer of sweet baked goods brands, including Hostess Donettes, Twinkies, CupCakes, DingDongs, Zingers, CoffeeCakes, HoHos, Mini Muffins, and Fruit Pies, and the Voortman cookie brand at the acquisition date. In addition to its headquarters in Lenexa, Kansas, the transaction included six manufacturing facilities located in Emporia, Kansas; Burlington, Ontario; Chicago, Illinois; Columbus, Georgia; Indianapolis, Indiana; and Arkadelphia, Arkansas, a distribution facility in Edgerton, Kansas, and a commercial center of excellence in Chicago, Illinois. Approximately 3,000 employees transitioned with the business at the close of the transaction.\n\nThe final purchase price was allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. We determined the estimated fair values based on independent appraisals, discounted cash flow analyses, quoted market prices, and estimates made by management. The purchase price allocation included total intangible assets of $3,038.6. The purchase price exceeded the estimated fair value of the net identifiable tangible and intangible assets acquired and, as such, the excess was allocated to goodwill. We recognized a total of $2,446.8 of goodwill within the Sweet Baked Snacks reportable segment, representing the value we expected to achieve through the implementation of operational synergies and growth opportunities as we integrated Hostess Brands into our Company. Of the total goodwill included in the purchase price allocation, $196.6 was deductible for tax purposes at the acquisition date, of which $142.7 remains deductible as of April 30, 2026.\n\n60\n\nNote 3: Divestitures\n\nOn March 3, 2025, we sold certain Sweet Baked Snacks value brands to JTM. The transaction included certain trademarks and licenses, a manufacturing facility in Chicago, Illinois, and approximately 400 employees who supported the business. Under our ownership, these Sweet Baked Snacks value brands generated net sales of approximately $48.4 and $30.0 in 2025 and 2024, respectively, which were included in the Sweet Baked Snacks reportable segment. Net proceeds from the divestiture were $34.6, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $44.2 during 2025, within loss (gain) on divestitures – net in the Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\nOn December 2, 2024, we sold the Voortman business to Second Nature. The transaction included products sold under the Voortman brand, inclusive of certain trademarks, a leased manufacturing facility in Burlington, Ontario, and approximately 300 employees who supported the business. Under our ownership, the Voortman business generated net sales of approximately $86.3 and $65.0 in 2025 and 2024, respectively, which were included in the Sweet Baked Snacks reportable segment. Net proceeds from the divestiture were $291.4, inclusive of the final working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $265.9 during 2025, within loss (gain) on divestitures – net in the Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\nOn January 2, 2024, we sold the Canada condiment business to TreeHouse Foods. The transaction included Bick’s pickles, Habitant pickled beets, Woodman’s horseradish, and McLarens pickled onions brands, inclusive of certain trademarks. Under our ownership, these brands generated net sales of $43.8 in 2024, which was included in the International operating segment. Final net proceeds from the divestiture were $25.3, inclusive of a working capital adjustment and cash transaction costs. Upon completion of this transaction during 2024, we recognized a pre-tax loss of $5.7, within loss (gain) on divestitures – net in the Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\nOn November 1, 2023, we sold the Sahale Snacks business to Second Nature. The transaction included products sold under the Sahale Snacks brand, inclusive of certain trademarks and licensing agreements, a leased manufacturing facility in Seattle, Washington, and approximately 100 employees who supported the brand. Under our ownership, the Sahale Snacks brand generated net sales of $24.1 in 2024, primarily included in the U.S. Retail Frozen Handheld and Spreads reportable segment. Final net proceeds from the divestiture were $31.6, inclusive of a working capital adjustment and cash transaction costs. Upon completion of this transaction during 2024, we recognized a pre-tax loss of $6.7, within loss (gain) on divestitures – net in the Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\nOn April 28, 2023, we sold certain pet food brands to Post. The transaction included the Rachael Ray® Nutrish® , 9Lives® , Kibbles ’n Bits® , Nature’s Recipe® , and Gravy Train® brands, as well as the private label pet food business, inclusive of certain trademarks and licensing agreements, manufacturing and distribution facilities in Bloomsburg, Pennsylvania, manufacturing facilities in Meadville, Pennsylvania and Lawrence, Kansas, and approximately 1,100 employees who supported these pet food brands. Under our ownership, these brands generated net sales of $1.5 billion in 2023, primarily included in the U.S. Retail Pet Foods reportable segment. Final net proceeds from the divestiture were $1.2 billion, consisting of $683.9 in cash, net of a working capital adjustment and cash transaction costs, and approximately 5.4 million shares of Post common stock, valued at $491.6 at the close of the transaction. We recognized a pre-tax loss of $1.0 billion upon completion of this transaction during 2023, within loss (gain) on divestitures – net in the Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows. During 2024, we finalized the working capital adjustment and transaction costs, which resulted in an immaterial adjustment to the pre-tax loss. Furthermore, during 2024, we entered into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. All 5.4 million shares of Post common stock were settled for $466.3 under the equity forward contract on November 15, 2023. For additional information, see Note 10: Derivative Financial Instruments.\n\nNote 4: Special Project Costs\n\nSpecial project costs consist primarily of employee-related costs and other transition and termination costs related to certain divestiture, acquisition, integration, and restructuring activities. Employee-related costs include severance, retention bonuses, and relocation costs. Severance costs are generally recognized when deemed probable and estimable, retention bonuses are recognized over the estimated future service period of the impacted employees, and relocation costs are expensed as incurred. Other transition and termination costs include fixed asset-related charges, contract and lease termination costs, professional fees, and other miscellaneous expenditures associated with divestiture, acquisition, integration, and restructuring activities. With the exception of accelerated depreciation, these costs are expensed as incurred. These special project costs are reported\n\n61\n\nin cost of products sold, other special project costs, other debt gains (charges) – net, and other income (expense) – net in the Statements of Consolidated Income (Loss) and are not allocated to segment profit. The obligation related to employee separation costs is included in other current liabilities in the Consolidated Balance Sheets.\n\nDivestiture Costs: Total divestiture costs incurred to date related to the divested Sahale Snacks and Canada condiment businesses that were divested in 2024 were $6.4, which included $4.3 and $2.1 of employee-related and other transition and termination costs, respectively, all of which were cash charges. We did not incur any divestiture costs during 2026 and incurred divestiture costs of $0.9 and $5.5 during 2025 and 2024, respectively, primarily consisting of employee-related costs and a noncash gain related to a lease termination in 2025. We do not anticipate any additional costs to be incurred related to these divestiture activities. The obligation related to severance and retention bonuses was fully satisfied as of April 30, 2025.\n\nAs a result of our recent divestitures, we identified opportunities to address certain distribution inefficiencies. We have recognized total cumulative costs of $9.0 related to these efforts, of which $2.5 and $6.5 were recognized during 2026 and 2025, respectively, all of which were cash charges, primarily consisting of other transition and termination costs. We do not anticipate any additional costs to be incurred related to these activities. For additional information, see Note 3: Divestitures.\n\nIntegration Costs: The following table summarizes our integration costs incurred related to the acquisition of Hostess Brands.\n\n202620252024Total Costs Incurred to Date at April 30, 2026\n\nTransaction costs$— $— $99.0 $99.0 \n\nEmployee-related costs1.3 9.6 33.4 44.3 \n\nOther transition and termination costs1.2 27.9 15.0 44.1 \n\nTotal integration costs$2.5 $37.5 $147.4 $187.4 \n\nCumulative noncash charges incurred through April 30, 2026 were $16.7, including $1.3, $12.2 and $3.2 for 2026, 2025 and 2024, respectively, primarily consisting of accelerated depreciation. Transaction costs primarily reflect equity compensation payouts, legal fees, and fees related to a 364-day senior unsecured Bridge Term Loan Credit Facility (“Bridge Loan”) that provided committed financing for the acquisition of Hostess Brands. Other transition and termination costs primarily consist of contract termination charges, accelerated depreciation, and consulting fees. We do not anticipate any additional costs to be incurred related to these integration activities. The obligation related to severance and retention bonuses was $0.4 and $6.2 at April 30, 2026 and 2025, respectively. For additional information, see Note 2: Acquisition.\n\nRestructuring Costs: During 2026, we closed our Indianapolis, Indiana manufacturing facility, which manufactured Hostess branded products, and consolidated operations into other existing facilities to further optimize operations within our Sweet Baked Snacks reportable segment.\n\nThe following table summarizes our restructuring costs incurred related to the restructuring program.\n\n2026\n\nEmployee-related costs$6.6 \n\nOther transition and termination costs76.9 \n\nTotal integration costs$83.5 \n\nNoncash charges were included in other transition and termination costs and consisted of accelerated depreciation. We incurred noncash charges of $68.2 during 2026. We do not anticipate remaining charges related to these restructuring activities to be material in 2027. The obligation related to severance and retention bonuses was $0.5 at April 30, 2026.\n\n62\n\nNote 5: Reportable Segments\n\nWe operate in one industry: the manufacturing and marketing of food and beverage products. We have five reportable segments: U.S. Retail Coffee, U.S. Retail Frozen Handheld and Spreads, U.S. Retail Pet Foods, Sweet Baked Snacks, and Away From Home. The presentation of Other represents the International operating segment, which does not meet the criteria to be presented as a reportable segment under FASB ASC 280.\n\nIn accordance with FASB ASC 280, we completed our annual evaluation of operating segments to determine which segments meet the quantitative thresholds to be presented as a reportable segment. As a result of this evaluation, the Away From Home operating segment met the reportable segment criteria and is presented as such beginning in the fourth quarter of 2026. Previously, the Away From Home operating segment was presented as a combination of all other operating segments that were not individually reportable. Segment information for 2025 and 2024 has been recast to reflect this change.\n\nThe U.S. Retail Coffee reportable segment primarily includes the domestic sales of Folgers, Dunkin’, and Café Bustelo branded coffee; the U.S. Retail Frozen Handheld and Spreads reportable segment primarily includes the domestic sales of Uncrustables, Jif, and Smucker’s branded products; the U.S. Retail Pet Foods reportable segment primarily includes the domestic sales of Meow Mix, Milk-Bone, Pup-Peroni, and Canine Carry Outs branded products; and the Sweet Baked Snacks reportable segment primarily includes all domestic and foreign sales of Hostess branded products in all channels. The Away From Home reportable segment includes the sale of all products, with the exception of Sweet Baked Snacks products, domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).\n\nReportable segments have been identified based on financial data utilized to manage our businesses by our CODM, Mark Smucker, Chief Executive Officer, President and Chair of the Board. The CODM uses net sales and segment profit to evaluate segment performance and allocate resources, including consideration of plan-to-actual variances and prior year-to-actual variances on a monthly basis. Segment profit represents net sales, less direct and allocable operating expenses, and is consistent with the way in which the CODM manages our segments. However, we do not represent that the segments, if operated independently, would report operating profit equal to the segment profit set forth below, as segment profit excludes certain expenses such as amortization expense and impairment charges related to intangible assets, gains and losses on divestitures, the change in net cumulative unallocated derivative gains and losses, special project costs, as well as corporate administrative expenses.\n\nCommodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility. We would expect that any gain or loss in the estimated fair value of the derivatives would generally be offset by a change in the estimated fair value of the underlying exposures.\n\n63\n\nThe following tables reconcile segment profit to income before income taxes.\n\nYear Ended April 30, 2026\n\nU.S. Retail CoffeeU.S. Retail Frozen Handheld and SpreadsU.S. Retail Pet FoodsSweet Baked SnacksAway From Home\nOther (A)\nTotal\n\nNet sales$3,304.9 $1,853.9 $1,600.0 $971.3 $879.0 $441.8 $9,050.9 \n\n Segment cost of products sold (B)\n2,275.8 1,151.9 874.1 705.6 564.2 320.1 \n\n Segment selling and distribution expense (C)\n326.7 257.3 266.7 168.8 97.0 52.0 \n\n Other segment items (D)\n0.9 — (14.1)(0.3)(2.3)0.1 \n\nSegment profit$701.5 $444.7 $473.3 $97.2 $220.1 $69.6 $2,006.4 \n\nReconciliation of segment profit:\n\nAmortization(210.6)\n\nGoodwill impairment charges(507.5)\n\nOther intangible assets impairment charges(454.2)\n\nInterest expense – net(381.2)\n\nChange in net cumulative unallocated derivative gains and losses(58.6)\n\nCost of products sold – special project costs (E)\n(66.1)\n\nOther special project costs (E)\n(21.1)\n\nCorporate administrative expenses(328.1)\n\nOther income (expense) – net (E)\n(41.4)\n\nIncome (loss) before income taxes$(62.4)\n\nYear Ended April 30, 2025\n\nU.S. Retail CoffeeU.S. Retail Frozen Handheld and SpreadsU.S. Retail Pet FoodsSweet Baked SnacksAway From Home\nOther (A)\nTotal\n\nNet sales$2,806.6 $1,877.0 $1,663.6 $1,178.8 $763.0 $437.1 $8,726.1 \n\n Segment cost of products sold (B)\n1,709.3 1,167.5 936.0 779.9 489.8 308.0 \n\n Segment selling and distribution expense (C)\n308.4 276.7 281.5 181.8 101.2 56.9 \n\n Other segment items (D)\n(6.2)7.5 (13.5)(2.7)(4.1)0.9 \n\nSegment profit$795.1 $425.3 $459.6 $219.8 $176.1 $71.3 $2,147.2 \n\nReconciliation of segment profit:\n\nAmortization(219.3)\n\nGoodwill impairment charge(1,661.6)\n\nOther intangible assets impairment charges(320.9)\n\nGain (loss) on divestitures – net(310.1)\n\nInterest expense – net(388.7)\n\nChange in net cumulative unallocated derivative gains and losses58.2 \n\nCost of products sold – special project costs (E)\n(9.1)\n\nOther special project costs (E)\n(35.8)\n\nOther debt gains (charges) – net (E)\n30.2 \n\nCorporate administrative expenses(322.5)\n\nOther income (expense) – net (E)\n(14.4)\n\nIncome (loss) before income taxes$(1,046.8)\n\n64\n\nYear Ended April 30, 2024\n\nU.S. Retail CoffeeU.S. Retail Frozen Handheld and SpreadsU.S. Retail Pet FoodsSweet Baked SnacksAway From Home\nOther (A)\nTotal\n\nNet sales$2,704.4 $1,815.6 $1,822.8 $637.3 $711.5 $487.1 $8,178.7 \n\n Segment cost of products sold (B)\n1,572.8 1,118.8 1,131.7 410.0 481.9 351.9 \n\n Segment selling and distribution expense (C)\n330.1 261.8 296.7 89.9 94.2 64.1 \n\n Other segment items (D)\n42.3 0.9 (7.7)(0.8)(1.3)(0.3)\n\nSegment profit$759.2 $434.1 $402.1 $138.2 $136.7 $71.4 $1,941.7 \n\nReconciliation of segment profit:\n\nAmortization(191.1)\n\nGain (loss) on divestitures – net(12.9)\n\nInterest expense – net(264.3)\n\nChange in net cumulative unallocated derivative gains and losses6.7 \n\nCost of products sold – special project costs (E)\n(2.9)\n\nOther special project costs (E)\n(130.2)\n\nOther debt gains (charges) - net (E)\n(19.5)\n\nCorporate administrative expenses(305.5)\n\nOther income (expense) – net (E)\n(25.6)\n\nIncome (loss) before income taxes$996.4 \n\n(A)     Represents the International operating segment.\n\n(B)    Segment cost of products sold excludes special project costs related to certain divestiture, acquisition, integration, and restructuring activities and the change in net cumulative unallocated derivative gains and losses. For more information, see Note 4: Special Project Costs and Note 10: Derivative Financial Instruments.\n\n(C)    Segment selling and distribution expense excludes corporate administrative expenses and special project costs that are not allocated to the segments.\n\n(D)    Other segment items primarily reflects the loss (gain) on disposal of assets, plant administrative expenses, equity method investment income, and royalty income. In 2024, the U.S. Retail Coffee reportable segment includes an unfavorable impact related to the termination of a supplier agreement.\n\n(E)    Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 4: Special Project Costs and Note 8: Debt and Financing Arrangements.\n\n65\n\nThe following table presents total assets; total depreciation, amortization, and impairment charges; and total additions to property, plant, and equipment by segment.\n\n  Year Ended April 30,\n\n  202620252024\n\nAssets:\n\nU.S. Retail Coffee$4,692.0 $4,927.8 $4,826.3 \n\nU.S. Retail Frozen Handheld and Spreads3,236.6 3,263.1 3,257.1 \n\nU.S. Retail Pet Foods4,624.2 4,679.3 4,784.1 \n\nSweet Baked Snacks2,318.9 3,394.9 6,267.1 \n\nAway From Home798.4 670.1 624.1 \n\nOther (A)\n422.8 367.0 365.5 \n\nUnallocated (B)\n126.5 261.1 149.5 \n\nTotal assets$16,219.4 $17,563.3 $20,273.7 \n\nDepreciation, amortization, and impairment charges:\n\nU.S. Retail Coffee$97.9 $97.9 $101.1 \n\nU.S. Retail Frozen Handheld and Spreads99.4 90.8 81.6 \n\nU.S. Retail Pet Foods123.5 121.3 118.1 \n\nSweet Baked Snacks (C)\n1,059.6 2,092.0 59.6 \n\nAway From Home30.9 27.4 26.8 \n\nOther (A)\n9.6 10.0 5.6 \n\nUnallocated (D)\n97.8 45.6 38.0 \n\nTotal depreciation, amortization, and impairment charges$1,518.7 $2,485.0 $430.8 \n\nAdditions to property, plant, and equipment:\n\nU.S. Retail Coffee$38.4 $62.7 $79.7 \n\nU.S. Retail Frozen Handheld and Spreads110.2 157.6 334.5 \n\nU.S. Retail Pet Foods53.4 83.2 83.4 \n\nSweet Baked Snacks61.6 43.0 41.2 \n\nAway From Home42.2 39.0 39.4 \n\nOther (A)\n11.6 8.3 8.3 \n\nTotal additions to property, plant, and equipment$317.4 $393.8 $586.5 \n\n(A)Represents the International operating segment.\n\n(B)Primarily represents unallocated cash and cash equivalents and corporate-held investments.\n\n(C)During 2026, we recognized pre-tax impairment charges of $507.5 and $454.2 related to the goodwill of the Sweet Baked Snacks reporting unit and Hostess brand trademark, respectively. During 2025, we recognized pre-tax impairment charges of $1,661.6 and $320.9 related to the goodwill of the Sweet Baked Snacks reporting unit and Hostess brand trademark, respectively. For more information, see Note 7: Goodwill and Other Intangible Assets.\n\n(D)Primarily represents unallocated corporate administrative expenses, mainly consisting of depreciation and software amortization.\n\n66\n\nThe following table presents certain geographical information.\n\nYear Ended April 30,\n\n  202620252024\n\nNet sales:\n\nUnited States$8,568.2 $8,245.7 $7,653.0 \n\nInternational:\n\nCanada$340.8 $352.4 $429.4 \n\nAll other international141.9 128.0 96.3 \n\nTotal international$482.7 $480.4 $525.7 \n\nTotal net sales$9,050.9 $8,726.1 $8,178.7 \n\nAssets:\n\nUnited States$15,866.5 $17,190.0 $19,483.1 \n\nInternational:\n\nCanada$352.6 $373.0 $790.2 \n\nAll other international0.3 0.3 0.4 \n\nTotal international$352.9 $373.3 $790.6 \n\nTotal assets$16,219.4 $17,563.3 $20,273.7 \n\nLong-lived assets (excluding goodwill and other intangible assets):\n\nUnited States$3,306.5 $3,308.4 $3,294.5 \n\nInternational:\n\nCanada$51.1 $51.3 $106.9 \n\nAll other international— 0.1 0.1 \n\nTotal international$51.1 $51.4 $107.0 \n\nTotal long-lived assets (excluding goodwill and other intangible assets)$3,357.6 $3,359.8 $3,401.5 \n\nThe following table presents product category information.\n\nYear Ended April 30,\n\n  202620252024\nPrimary Reportable Segment (A)\n\nCoffee$3,768.7 $3,173.8 $3,063.0 U.S. Retail Coffee\n\nFrozen handheld995.7 918.2 791.1 U.S. Retail Frozen Handheld and Spreads\n\nSweet baked goods971.3 1,093.0 572.5 Sweet Baked Snacks\n\nPet snacks886.0 944.7 1,024.8 U.S. Retail Pet Foods\n\nPeanut butter786.1 827.8 814.1 U.S. Retail Frozen Handheld and Spreads\n\nCat food776.0 763.5 792.4 U.S. Retail Pet Foods\n\nFruit spreads371.0 400.8 427.2 U.S. Retail Frozen Handheld and Spreads\n\nPortion control194.4 211.9 207.9 Away From Home\n\nToppings and syrups109.2 96.8 88.4 U.S. Retail Frozen Handheld and Spreads\n\nBaking mixes and ingredients89.5 88.1 90.3 \nOther (B)\n\nDog food0.1 24.4 76.4 U.S. Retail Pet Foods\n\nCookies— 86.3 64.8 Sweet Baked Snacks\n\nOther102.9 96.8 165.8 \nOther (B)\n\nTotal net sales$9,050.9 $8,726.1 $8,178.7 \n\n(A)The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.\n\n(B)Represents the International operating segment.\n\nSales to Walmart Inc. and subsidiaries, including Sam’s Club, amounted to 34 percent of net sales in 2026 and 33 percent of net sales in both 2025 and 2024. These sales are primarily included in our U.S. Retail reportable segments. No other customer exceeded 10 percent of net sales for any year. Trade receivables – net at April 30, 2026 and 2025, included amounts due from Walmart Inc. and subsidiaries, including Sam’s Club, of $187.4 and $172.3, respectively.\n\n67\n\nNote 6: Earnings Per Share\n\nThe following table sets forth the computation of basic earnings per share and diluted earnings per share under the two-class method.\n\n  Year Ended April 30,\n\n  202620252024\n\nNet income (loss)$(138.7)$(1,230.8)$744.0 \n\nLess: Net income (loss) allocated to participating securities— (0.1)0.2 \n\nNet income (loss) allocated to common stockholders$(138.7)$(1,230.7)$743.8 \n\nWeighted-average common shares outstanding106.7 106.4 104.1 \n\nAdd: Dilutive effect of stock options— — 0.1 \n\nWeighted-average common shares outstanding – assuming dilution106.7 106.4 104.2 \n\nNet income (loss) per common share$(1.30)$(11.57)$7.14 \n\nNet income (loss) per common share – assuming dilution$(1.30)$(11.57)$7.14 \n\nThe following table sets forth the computation of diluted earnings per share under the treasury stock method.\n\nYear Ended April 30,\n\n202620252024\n\nNet income (loss)$(138.7)$(1,230.8)$744.0 \n\nWeighted-average common shares outstanding – assuming dilution:\n\nWeighted-average common shares outstanding106.7 106.4 104.1 \n\nAdd: Dilutive effect of stock options— — 0.1 \n\nAdd: Dilutive effect of restricted shares, restricted stock units, and performance units— — 0.2 \n\nWeighted-average common shares outstanding – assuming dilution106.7 106.4 104.4 \n\nNet income (loss) per common share – assuming dilution$(1.30)$(11.57)$7.13 \n\nWe computed basic earnings per share under the two-class method for 2026, 2025, and 2024, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during these periods. Further, we computed diluted earnings per share under the two-class method and treasury stock method to determine the method that was most dilutive, in accordance with FASB ASC 260, Earnings Per Share. In 2026 and 2025, we recognized a net loss, and as a result, excluded the anti-dilutive effect of stock-based awards from the computation of diluted earnings per share. In 2024, the computation of diluted earnings per share was more dilutive under the treasury stock method.\n\nNote 7: Goodwill and Other Intangible Assets\n\nThe following table summarizes the changes in our goodwill.\n\nU.S. Retail\nCoffeeU.S. Retail\nFrozen Handheld and SpreadsU.S. Retail\nPet FoodsSweet Baked SnacksAway\nFrom HomeOtherTotal\n\nBalance at May 1, 2024$2,090.9 $1,139.9 $1,580.2 $2,447.2 $251.7 $140.0 $7,649.9 \n\nImpairment charges (A)\n— — — (1,661.6)— — (1,661.6)\n\nDivestiture— — — (277.7)— — (277.7)\n\nOther (B)\n— — — (0.4)— (0.2)(0.6)\n\nBalance at April 30, 2025$2,090.9 $1,139.9 $1,580.2 $507.5 $251.7 $139.8 $5,710.0 \n\nImpairment charges (A)\n— — — (507.5)— — (507.5)\n\nOther (B)\n— — — — — 2.5 2.5 \n\nBalance at April 30, 2026$2,090.9 $1,139.9 $1,580.2 $— $251.7 $142.3 $5,205.0 \n\n(A)Accumulated goodwill impairment charges of $2,412.0 have been recognized as of April 30, 2026.\n\n(B)The amounts classified as other primarily represent foreign currency translation adjustments and includes purchase price adjustments in 2025 related to the acquisition of Hostess Brands within the Sweet Baked Snacks reportable segment.\n\n68\n\nThe following table summarizes our other intangible assets and related accumulated amortization and impairment charges, including foreign currency translation adjustments.\n\n  April 30, 2026April 30, 2025\n\n  Acquisition\nCostAccumulated\nAmortization/\nImpairment\nCharges/\nForeign\nCurrency TranslationNetAcquisition\nCostAccumulated\nAmortization/\nImpairment\nCharges/\nForeign\nCurrency\nTranslationNet \n\nFinite-lived intangible assets subject to\n\n  amortization:\n\nCustomer and contractual relationships$4,596.5 $2,294.0 $2,302.5 $4,596.5 $2,099.0 $2,497.5 \n\nPatents and technology163.0 161.3 1.7 163.0 161.0 2.0 \n\nTrademarks1,687.9 905.5 782.4 136.4 116.5 19.9 \n\nTotal intangible assets subject to amortization$6,447.4 $3,360.8 $3,086.6 $4,895.9 $2,376.5 $2,519.4 \n\nIndefinite-lived intangible assets not subject to amortization:\n\nTrademarks$2,820.5 $223.4 $2,597.1 $4,372.0 $544.5 $3,827.5 \n\nTotal other intangible assets$9,267.9 $3,584.2 $5,683.7 $9,267.9 $2,921.0 $6,346.9 \n\nAmortization expense for finite-lived intangible assets was $209.5, $218.3, and $190.1 in 2026, 2025, and 2024, respectively. The weighted-average useful lives of the customer and contractual relationships, patents and technology, and trademarks are 25 years, 20 years, and 20 years, respectively. The weighted-average useful life of total finite-lived intangible assets is\n\n23 years. Based on the carrying value of intangible assets subject to amortization at April 30, 2026, the estimated amortization expense is $231.6 for 2027, $231.9 for 2028, $204.1 for 2029, $177.0 for 2030, and $174.0 for 2031.\n\nWe review goodwill and other indefinite-lived intangible assets for impairment at least annually on February 1 and more often if indicators of impairment exist.\n\n2026 Impairment Assessments: During the third quarter of 2026, both net sales and segment profit continued to underperform as compared to plan for the Sweet Baked Snacks reportable segment, reflecting sustained challenges in the sweet baked goods category, ongoing executional and operating challenges, and the impact of a dynamic macroeconomic environment, inclusive of continued pressures on consumer discretionary spending and an evolving regulatory environment. Furthermore, we also completed our long-range planning process during the third quarter of 2026, which resulted in a decrease in projected net sales and segment profit for the Sweet Baked Snacks reportable segment compared to the projected financial information used in the previous impairment test during the fourth quarter of 2025. The declines are reflective of both near-term underperformance and long-term expectations for both net sales and segment profit, driven by the sustained reduction in consumer discretionary income due to inflationary pressures and an overall shift in consumer sentiment related to sweet baked goods. In addition, the overall reduction in net sales and segment profit, in conjunction with the sustained underperformance of the sweet baked goods category, led to a further reduction of the projected long-term growth rate and royalty rate for the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively.\n\nAs a result of these declines and the narrow differences between estimated fair values and carrying values as of April 30, 2025, we performed an interim impairment test of the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark. As a result of the interim test, we recognized total pre-tax impairment charges of $961.7 during the third quarter of 2026, of which $507.5 and $454.2 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively. The goodwill impairment charge represents the full remaining carrying value of the goodwill within the Sweet Baked Snacks reporting unit and the indefinite-lived trademark impairment charge represents the excess of the carrying value over the estimated fair value. These charges were included as noncash charges in our Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows. As a result of the goodwill impairment charge, we completed an impairment review of the remaining long-lived assets within the Sweet Baked Snacks reporting unit and did not recognize any additional impairment charges. Furthermore, we reassessed the long-term strategic expectations for the Hostess brand, inclusive of the impact of recent category trends, resulting in the reprioritization of our investments in growth brands outside of the reporting unit and the brand being reclassified as a finite-lived intangible asset as of January 31, 2026.\n\n69\n\nAs of February 1, 2026, we completed the annual impairment assessment, in which goodwill was tested for impairment at the reporting unit level for each reporting unit with goodwill as of the annual assessment date. We did not recognize any impairment charges related to our reporting units or indefinite-lived intangible assets as part of our annual evaluation. The estimated fair value exceeded the carrying value by greater than 10 percent for all of our reporting units and indefinite-lived intangible assets, with the exception of the Pup-Peroni brand within the U.S. Retail Pet Foods reportable segment, which is susceptible to future impairment charges if there is any significant adverse change in our near- or long-term projections for the brand or macroeconomic conditions.\n\nThere were no indicators of impairment during the fourth quarter of 2026, and as a result, we do not believe that any of our remaining reporting units or material indefinite-lived intangible assets are more likely than not impaired as of April 30, 2026. For additional information, see Goodwill and Other Intangible Assets in Note 1: Accounting Policies.\n\n2025 Impairment Assessments: During the third quarter of 2025, we completed the integration of the Hostess Brands business and operations, but continued to face execution challenges from a distribution, merchandising, and competitive standpoint, which resulted in lost market share. Further, the sweet baked goods category continued to face increased inflationary pressures and diminished discretionary income for consumers. These factors were key inputs into our long-range planning process, which was also completed during the third quarter of 2025, and indicated a decline in forecasted net sales and segment profit for the Sweet Baked Snacks reporting unit. As a result, we performed an interim impairment assessment of the Sweet Baked Snacks reporting unit that indicated an estimated fair value significantly below the carrying value of the reporting unit. We also performed an interim impairment assessment of the Hostess brand indefinite-lived trademark. As a result of these assessments, we recognized total pre-tax impairment charges of $1.0 billion during the third quarter of 2025, of which $794.3 and $208.2 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively. These charges were included as noncash charges in our Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\nDuring the fourth quarter of 2025, we continued to underperform as compared to plan in both net sales and segment profit for the Sweet Baked Snacks reportable segment as a result of ongoing performance challenges from a distribution, merchandising, and competitive standpoint and sustained challenges in the sweet baked goods category. Performance during the fourth quarter of 2025 reflected the impact of a dynamic macroeconomic environment, inclusive of a reduction in discretionary consumer spending and the changing regulatory environment. Furthermore, in conjunction with leadership transitions in the fourth quarter of 2025, we re-evaluated the strategic priorities for the Sweet Baked Snacks reportable segment to drive growth for the Hostess brand, with a focus on strengthening our portfolio, elevating our execution, and refocusing our strategy to reignite sustainable growth. Following the leadership transition, we revised our financial plan for 2026 as compared to prior expectations, reflecting near-term underperformance, an evolving macroeconomic environment, and updated Sweet Baked Snacks strategic priorities, inclusive of the recently announced closure of the Indianapolis, Indiana manufacturing facility in 2026. The updated financial plan reflected decreased net sales and segment profit, as compared to the projections used in the annual impairment review. The overall reduction in net sales and segment profit, in conjunction with the sustained underperformance of the sweet baked goods category since acquisition, led to a reduction of the forecasted long-term growth rate for the Sweet Baked Snacks reporting unit. As a result of these declines and the narrow differences between estimated fair values and carrying values as of the annual assessment date, we performed an interim impairment assessment of the Sweet Baked Snacks reporting unit that indicated an estimated fair value significantly below the carrying value of the reporting unit. We also performed an interim impairment assessment of the Hostess brand indefinite-lived trademark. As a result of these assessments, we recognized total pre-tax impairment charges of $980.0 during the fourth quarter of 2025, of which $867.3 and $112.7 related to the goodwill of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark, respectively. These charges were included as noncash charges in our Statement of Consolidated Income (Loss) and Statement of Consolidated Cash Flows.\n\n70\n\nNote 8: Debt and Financing Arrangements\n\nThe following table summarizes the components of our long-term debt.\n\n  April 30, 2026April 30, 2025\n\n  Principal\nOutstanding\nCarrying Amount (A)\nPrincipal\nOutstanding\nCarrying\n\n Amount (A)\n\n3.38% Senior Notes due December 15, 2027\n$500.0 $499.3 $500.0 $498.9 \n\n5.90% Senior Notes due November 15, 2028\n750.0 746.9 750.0 745.7 \n\n2.38% Senior Notes due March 15, 2030\n500.0 498.1 500.0 497.7 \n\n2.13% Senior Notes due March 15, 2032\n364.5 361.8 364.5 361.3 \n\n6.20% Senior Notes due November 15, 2033\n1,000.0 993.3 1,000.0 992.4 \n\n4.25% Senior Notes due March 15, 2035\n650.0 646.3 650.0 645.9 \n\n2.75% Senior Notes due September 15, 2041\n177.5 176.2 177.5 176.1 \n\n6.50% Senior Notes due November 15, 2043\n750.0 737.9 750.0 737.2 \n\n4.38% Senior Notes due March 15, 2045\n600.0 589.8 600.0 589.2 \n\n3.55% Senior Notes due March 15, 2050\n161.2 159.4 161.2 159.3 \n\n6.50% Senior Notes due November 15, 2053\n1,000.0 983.8 1,000.0 983.2 \n\nTerm Loan Credit Agreement due March 5, 2027150.0 150.0 650.0 649.9 \n\nTotal long-term debt$6,603.2 $6,542.8 $7,103.2 $7,036.8 \n\nCurrent portion of long-term debt150.0 150.0 — — \n\nTotal long-term debt, less current portion$6,453.2 $6,392.8 $7,103.2 $7,036.8 \n\n(A)    Represents the carrying amount included in the Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.\n\nIn March 2025, we entered into a Term Loan for an unsecured $650.0 term facility. Borrowings under the Term Loan bear interest on the prevailing SOFR and are payable at the end of the borrowing term. The Term Loan matures on March 5, 2027, and does not require scheduled amortization payments. Voluntary prepayments are permitted without premium or penalty. On March 14, 2025, the full amount was drawn on the Term Loan to partially finance the repayment of $1.0 billion in principal of our 3.50% Senior Notes due March 15, 2025. During 2026, we prepaid $500.0. As of April 30, 2026, the interest rate on the Term Loan was 4.75 percent.\n\nIn March 2025, we also entered into an unsecured revolving credit facility with a group of ten banks, which provides for a revolving credit line of $2.0 billion and matures in March 2030. As a result of the new facility in March 2025, we terminated the previous $2.0 billion revolving credit facility. The new revolving credit facility includes approximately $3.9 of capitalized debt issuance costs, to be amortized to interest expense – net in the Statements of Consolidated Income (Loss) over the time for which the revolving credit facility is effective. Borrowings under the revolving credit facility bear interest on the prevailing U.S. Prime Rate, SOFR, Euro Interbank Offered Rate, or Canadian Overnight Repo Rate Average, based on our election. Interest is payable either on a quarterly basis or at the end of the borrowing term. We did not have a balance outstanding under the new revolving credit facility as of April 30, 2026, or the previous facility as of April 30, 2025.\n\nIn December 2024, we commenced cash tender offers to purchase up to $300.0 aggregate purchase price, not including accrued and unpaid interest, of certain outstanding Senior Notes. As a result, an aggregate principal amount of $122.5 of our 2.750% Senior Notes due 2041 and $138.8 of our 3.550% Senior Notes due 2050 were tendered and accepted, and $194.1 of our 2.125% Senior Notes due 2032 were tendered, of which $135.5 was accepted. We recorded a net gain on the extinguishment of debt of $30.3 during the year ended April 30, 2025, included within other debt gains (charges) – net on the Statement of Consolidated Income (Loss). Components of the net gain include debt carrying value write-off of $335.9 (inclusive of terminated interest rate contract, debt issuance costs, and discounts), net of the reacquisition price of $300.0, debt tender fees of $1.1, and a loss on the associated reverse treasury locks of $4.5. For additional information, see Note 10: Derivative Financial Instruments.\n\nIn October 2023, we completed an offering of $3.5 billion in Senior Notes due November 15, 2028, November 15, 2033, November 15, 2043, and November 15, 2053. The Senior Notes included $31.8 of capitalized debt issuance costs and $15.0 of offering discounts to be amortized to interest expense – net in the Statements of Consolidated Income (Loss) over the time\n\n71\n\nperiod for which the debt is outstanding. The net proceeds from the offering were used to partially finance the acquisition of Hostess Brands and pay off the debt assumed as part of the acquisition.\n\nIn September 2023, we entered into a Term Loan with a group of banks for an unsecured $800.0 term facility. Borrowings under the Term Loan bear interest on the prevailing SOFR. In November 2023, the full amount was drawn on the Term Loan to partially finance the acquisition of Hostess Brands and pay off the debt assumed as part of the acquisition, as discussed in Note 2: Acquisition. As of April 30, 2024, the $800.0 Term Loan was prepaid in full.\n\nIn September 2023, we entered into a commitment letter for a $5.2 billion Bridge Loan that provided committed financing for the acquisition of Hostess Brands, as discussed in Note 2: Acquisition. No balances were drawn against this facility, as the commitment letter was terminated after completion of the Senior Notes offering and drawing on the Term Loan. Included in other debt gains (charges) – net in the Statement of Consolidated Income (Loss) during the year ended April 30, 2024 was $19.5 related to financing fees associated with the Bridge Loan.\n\nIn 2020, we completed an offering of $800.0 in Senior Notes due March 15, 2030, and March 15, 2050. Concurrent with the pricing of these Senior Notes, we terminated interest rate contracts that were designated as cash flow hedges and were used to manage our exposure to interest rate volatility associated with the anticipated debt financing. The termination resulted in a pre-tax loss of $239.8, which was deferred and included as a component of accumulated other comprehensive income (loss) and is amortized as interest expense over the life of the debt. For additional information, see Note 10: Derivative Financial Instruments.\n\nAll of our Senior Notes outstanding at April 30, 2026, are unsecured, and interest is paid semiannually, with no required scheduled principal payments until maturity. We may prepay all or part of the Senior Notes at 100 percent of the principal amount thereof, together with the accrued and unpaid interest, and any applicable make-whole amount.\n\nWe participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $2.0 billion at any time. The commercial paper program is backed by our revolving credit facility and reduces what we can borrow under the revolving credit facility by the amount of commercial paper outstanding. Commercial paper is used as a continuing source of short-term financing for general corporate purposes. As of April 30, 2026 and 2025, we had $421.0 and $641.0 of short-term borrowings outstanding, respectively, which were issued under our commercial paper program at weighted-average interest rates of 4.03 and 4.73 percent, respectively.\n\nInterest paid totaled $383.1, $410.6, and $170.7 in 2026, 2025, and 2024, respectively. This differs from interest expense due to capitalized interest, the effect of interest rate contracts, amortization of debt issuance costs and discounts, payment of other debt fees, and the timing of interest payments.\n\nOur debt instruments contain certain covenant restrictions, including an interest coverage ratio. As of April 30, 2026, we are in compliance with all covenants.\n\nNote 9: Pensions and Other Postretirement Benefits\n\nWe have defined benefit pension plans covering certain U.S. and Canadian employees. Pension benefits are based on the employee’s years of service and compensation levels. Our plans are funded in conformity with the funding requirements of applicable government regulations.\n\nIn addition to providing pension benefits, we sponsor several unfunded postretirement plans that provide health care and life insurance benefits to certain retired U.S. and Canadian employees. These plans are contributory, with retiree contributions adjusted periodically, and contain other cost-sharing features, such as deductibles and coinsurance. Covered employees generally are eligible for these benefits when they reach age 55 and have attained 10 years of credited service.\n\nTo determine the ultimate obligation under our defined benefit pension and other postretirement benefit plans, we must estimate the future cost of benefits and attribute that cost to the time period during which each covered employee works. Various actuarial assumptions must be made in order to predict and measure costs and obligations many years prior to the settlement date, the most significant being the interest rates used to discount the obligations of the plans, the long-term rates of return on the plans’ assets, and mortality assumptions. We, along with third-party actuaries and investment managers, review all of these assumptions on an ongoing basis to ensure that the most reasonable information available is being considered.\n\n72\n\nThe following table summarizes the components of net periodic benefit cost and the change in accumulated other comprehensive income (loss) related to the defined benefit pension and other postretirement plans.\n\nDefined Benefit Pension PlansOther Postretirement Benefits\n\n  Year Ended April 30,Year Ended April 30,\n\n202620252024202620252024\n\nService cost$0.7 $0.7 $0.9 $0.7 $0.6 $0.8 \n\nInterest cost14.9 17.7 18.5 2.4 2.7 2.6 \n\nExpected return on plan assets(13.2)(12.3)(16.1)— — — \n\nAmortization of prior service cost (credit)0.2 0.1 0.1 (0.6)(0.6)(0.6)\n\nAmortization of net actuarial loss (gain)3.9 4.3 3.5 (1.9)(2.0)(1.5)\n\nCurtailment loss (gain)— — (1.2)— — — \n\nSettlement loss (gain) 34.4 — 3.2 — — — \n\nNet periodic benefit cost$40.9 $10.5 $8.9 $0.6 $0.7 $1.3 \n\nOther changes in plan assets and benefit liabilities recognized in\naccumulated other comprehensive income (loss) before income taxes:\n\nPrior service credit (cost) arising during the year$— $(0.3)$— $— $— $— \n\nNet actuarial gain (loss) arising during the year11.3 1.3 (6.6)0.9 (2.3)5.4 \n\nAmortization of prior service cost (credit)0.2 0.1 0.1 (0.6)(0.6)(0.6)\n\nAmortization of net actuarial loss (gain)3.9 4.3 3.5 (1.9)(2.0)(1.5)\n\nCurtailment loss (gain)— — (1.2)— — — \n\nSettlement loss (gain)34.4 — — — — — \n\nForeign currency translation— — — — — (0.1)\n\nNet change for year$49.8 $5.4 $(4.2)$(1.6)$(4.9)$3.2 \n\nWeighted-average assumptions used in determining net periodic benefit costs:\n\nU.S. plans:\n\nDiscount rate used to determine benefit obligation5.21 %5.43 %5.19 %5.52 %5.86 %5.15 %\n\nDiscount rate used to determine service cost6.07 6.06 5.38 5.60 5.92 5.23 \n\nDiscount rate used to determine interest cost4.88 5.38 5.08 5.04 5.77 5.06 \n\nExpected return on plan assets5.48 4.70 5.35 — — — \n\nRate of compensation increase3.00 3.00 3.66 — — — \n\nCanadian plans:\n\nDiscount rate used to determine benefit obligation4.32 %5.07 %4.59 %4.60 %5.12 %4.62 %\n\nDiscount rate used to determine service cost— — — 5.03 5.21 4.73 \n\nDiscount rate used to determine interest cost3.90 5.04 4.65 4.10 5.07 4.65 \n\nExpected return on plan assets— — 3.30 — — — \n\nWe amortize gains and losses for our postretirement plans over the average expected future period of vested service. For plans that consist of less than 5 percent of participants that are active, average life expectancy is used instead of the average expected future service period.\n\nWe utilize a spot rate methodology for the estimation of service and interest cost for our plans by applying specific spot rates along the yield curve to the relevant projected cash flows to provide a better estimate of service and interest costs. For 2027 expense recognition, we will use weighted-average discount rates for the U.S. defined benefit pension plans of 5.62 percent to determine benefit obligation, 6.04 percent to determine service cost, and 5.13 percent to determine interest cost. As of April 30, 2026, a 50 basis-point decrease in the discount rate assumption would increase the 2027 net periodic benefit cost by approximately $0.2, and the benefit obligation would increase by approximately $9.2. In addition, we anticipate using an expected rate of return on plan assets of 6.10 percent for the U.S. defined benefit pension plans. A 50 basis-point decrease in the expected rate of return on plan assets assumption would increase the 2027 net periodic benefit cost by approximately $0.7.\n\n73\n\nWe use a measurement date of April 30 to determine defined benefit pension and other postretirement benefit plans’ assets and benefit obligations. The following table sets forth the combined status of the plans as recognized in the Consolidated Balance Sheets.\n\nDefined Benefit Pension PlansOther Postretirement Benefits\n\n  Year Ended April 30,Year Ended April 30,\n\n2026202520262025\n\nChange in benefit obligation:\n\nBenefit obligation at beginning of year$332.6 $345.9 $50.6 $48.9 \n\nService cost0.7 0.7 0.7 0.6 \n\nInterest cost14.9 17.7 2.4 2.7 \n\nAmendments— 0.2 — — \n\nActuarial loss (gain) (A)\n(8.4)6.7 (0.9)2.3 \n\nBenefits paid(26.6)(38.6)(3.6)(3.8)\n\nCurtailment— — — — \n\nSettlement(115.6)— — — \n\nForeign currency translation adjustments— — — (0.1)\n\nBenefit obligation at end of year$197.6 $332.6 $49.2 $50.6 \n\nChange in plan assets:\n\nFair value of plan assets at beginning of year$269.6 $283.0 $— $— \n\nActual return on plan assets16.1 20.2 — — \n\nCompany contributions11.5 5.0 3.6 3.8 \n\nBenefits paid(26.6)(38.6)(3.6)(3.8)\n\nSettlement(115.6)— — — \n\nForeign currency translation adjustments— — — — \n\nFair value of plan assets at end of year$155.0 $269.6 $— $— \n\nFunded status of the plans$(42.6)$(63.0)$(49.2)$(50.6)\n\nDefined benefit pensions$(50.6)$(53.0)$— $— \n\nOther noncurrent assets11.9 9.1 — — \n\nAccrued compensation(3.9)(19.1)(4.9)(4.8)\n\nOther postretirement benefits— — (44.3)(45.8)\n\nNet benefit liability$(42.6)$(63.0)$(49.2)$(50.6)\n\n(A) The actuarial losses and gains for our defined benefit pension plans and other postretirement benefits were primarily due to changes in the discount rates used in determining the plan obligations.\n\nIn 2021, we transferred obligations related to our Canadian defined benefit pension plan to an insurance company through the purchase of an irrevocable group annuity contract (the “Canadian Buy-Out Contract”). The group annuity contract was purchased using assets from the pension trust. During 2024, we received corporate approval to proceed with distribution of the surplus that remains within the Canadian defined benefit pension plan. As a result, we recognized a noncash pre-tax settlement charge of $3.2 related to the acceleration of prior service cost for the portion of the plan surplus to be allocated to plan members, which is subject to regulatory approval before a payout can be made. The settlement charge was included within other income (expense) – net in the Statement of Consolidated Income (Loss). We did not recognize any charges related to the Canadian Buy-Out Contract during 2026 and 2025.\n\nIn October 2023, we approved an amendment and provided notice to participants of the intent to terminate one of our U.S. qualified defined benefit plans, effective as of December 31, 2023. Pension obligations were distributed through a combination of lump sum payments to eligible plan participants in December 2025 and through the purchase of a group annuity contract in April 2026. During the plan year ended December 31, 2023, the asset allocation for the plan’s assets was adjusted in anticipation of the plan termination. Upon settlement of the pension obligations in 2026, we reclassified unrecognized actuarial gains or losses that were recorded in accumulated other comprehensive income (loss) to the Statement of Consolidated Income (Loss) as a settlement charge. As a result of significant lump sum payments during 2026, we recognized noncash pre-tax settlement charges of $34.0 to accelerate the unrecognized losses within accumulated other comprehensive income (loss) that would have otherwise been recognized in subsequent periods. The settlement charges were\n\n74\n\nincluded within other income (expense) – net in the Statement of Consolidated Income (Loss). As of April 30, 2026, the termination process was substantially complete.\n\nThe following table summarizes amounts recognized in accumulated other comprehensive income (loss) in the Consolidated Balance Sheets, before income taxes.\n\n  Defined Benefit Pension PlansOther Postretirement Benefits\n\nYear Ended April 30,Year Ended April 30,\n\n2026202520262025\n\nNet actuarial gain (loss) $(41.6)$(91.2)$20.2 $21.2 \n\nPrior service credit (cost) (0.4)(0.6)0.7 1.3 \n\nTotal recognized in accumulated other comprehensive income (loss)$(42.0)$(91.8)$20.9 $22.5 \n\nThe following table sets forth the weighted-average assumptions used in determining the benefit obligations.\n\n  Defined Benefit Pension PlansOther Postretirement Benefits\n\nYear Ended April 30,Year Ended April 30,\n\n2026202520262025\n\nU.S. plans:\n\nDiscount rate5.62 %5.21 %5.49 %5.52 %\n\nRate of compensation increase3.00 3.00 — — \n\nInterest crediting rate4.51 4.51 — — \n\nCanadian plans:\n\nDiscount rate4.49 %4.32 %4.79 %4.60 %\n\nFor 2027, the assumed health care trend rates are 6.75 percent and 4.50 percent for the U.S. and Canadian plans, respectively. The rate for participants under age 65 is assumed to decrease to 5.00 percent in 2034 for the U.S. plan and remain at 4.50 percent for the Canadian plan. The health care cost trend rate assumption impacts the amount of the other postretirement benefits obligation and periodic other postretirement benefits cost reported.\n\nThe following table sets forth additional information related to our defined benefit pension plans.\n\n  April 30,\n\n  20262025\n\nAccumulated benefit obligation for all pension plans$196.8 $331.7 \n\nPlans with an accumulated benefit obligation in excess of plan assets:\n\nAccumulated benefit obligation$143.4 $267.7 \n\nFair value of plan assets89.3 195.8 \n\nPlans with a projected benefit obligation in excess of plan assets:\n\nProjected benefit obligation$143.4 $267.7 \n\nFair value of plan assets89.3 195.8 \n\nWe employ a total return on investment approach for the defined benefit pension plans’ assets. A mix of equity, fixed-income, and alternative investments is used to maximize the long-term rate of return on assets for the level of risk. In determining the expected long-term rate of return on the defined benefit pension plans’ assets, we consider the historical rates of return, the nature of investments, the asset allocation, and expectations of future investment strategies. The actual rate of return was a gain of 6.80 percent and 8.50 percent for the years ended April 30, 2026 and 2025, respectively, which excludes administrative and investment expenses.\n\nOur current investment policy includes a mix of investments that consist of approximately 75 percent fixed-income securities, 24 percent equity securities, and 1 percent cash and cash equivalents.\n\n75\n\nThe following tables summarize the major asset classes for the U.S. and Canadian defined benefit pension plans and the levels within the fair value hierarchy for those assets measured at fair value.\n\nQuoted Prices in\nActive Markets for\nIdentical Assets\n(Level 1)Significant \nObservable \nInputs \n(Level 2)Significant \nUnobservable \nInputs \n(Level 3)Plan Assets at April 30, 2026\n\nCash and cash equivalents (A)\n$4.6 $— $— $4.6 \n\nEquity securities:\n\nU.S. (B)\n12.3 — — 12.3 \n\nInternational (C)\n23.5 — — 23.5 \n\nFixed-income securities:\n\nBonds (D)\n114.6 — — 114.6 \n\nOther types of investments (E)\n— — — — \n\nTotal financial assets measured at fair value$155.0 $— $— $155.0 \n\nTotal financial assets measured at net asset value (F)\n— \n\nTotal plan assets$155.0 \n\nQuoted Prices in \nActive Markets for\nIdentical Assets \n(Level 1)Significant \nObservable \nInputs \n(Level 2)Significant \nUnobservable \nInputs \n(Level 3)Plan Assets at April 30, 2025\n\nCash and cash equivalents (A)\n$34.0 $— $— $34.0 \n\nEquity securities:\n\nU.S. (B)\n9.7 — — 9.7 \n\nInternational (C)\n18.6 — — 18.6 \n\nFixed-income securities:\n\nBonds (D)\n200.0 — — 200.0 \n\nOther types of investments (E)\n— 7.3 — 7.3 \n\nTotal financial assets measured at fair value$262.3 $7.3 $— $269.6 \n\nTotal financial assets measured at net asset value (F)\n— \n\nTotal plan assets$269.6 \n\n \n\n(A)    This category includes money market holdings with maturities of three months or less and are classified as Level 1 assets. Based on the short-term nature of these assets, carrying value approximates fair value.\n\n(B)    This category is invested in a diversified portfolio of common stocks and index funds that primarily invest in U.S. stocks with broad market capitalization ranges similar to those found in the S&P 500 Index and/or the various Russell Indices, and are traded on active exchanges. The Level 1 assets are valued using quoted market prices for identical securities in active markets.\n\n(C)    This category is invested primarily in common stocks and other equity securities traded on active exchanges of foreign issuers located outside the U.S. The fund invests primarily in developed countries, but may also invest in emerging markets. The Level 1 assets are valued using quoted market prices for identical securities in active markets.\n\n(D)    This category is primarily composed of bond funds, which seek to duplicate the return characteristics of high-quality U.S. and foreign corporate bonds with a duration range of 10 to 13 years, as well as various U.S. Treasury Separate Trading of Registered Interest and Principal holdings, with wide-ranging maturity dates. These assets are valued using quoted market prices for identical securities in active markets and are classified as Level 1 assets.\n\n(E)    This category is composed of a real estate fund whereby the underlying investments are contained in the Canadian market and a common collective trust fund investing in direct commercial property funds. The real estate fund and the collective trust fund investing in direct commercial property are classified as Level 2 assets, whereby the underlying securities are valued utilizing quoted market prices for identical securities in active markets and based on the quoted market prices of the underlying investments in the common collective trust, respectively.\n\n(F)    This category was composed of a private equity fund that consisted primarily of limited partnership interests in corporate finance and venture capital funds, as well as a private limited investment partnership. The fair value estimates of the private equity fund and private limited investment partnership were based on the underlying funds’ net asset values. Furthermore, as a practical expedient equivalent to our defined benefit plan’s ownership interest in the partners’ capital, a proportionate share of the net assets was attributed and further corroborated by our review. The private equity fund and private limited investment partnership were non-redeemable, and the return of principal was based on the liquidation of the underlying assets. In accordance with ASU 2015-07, the private equity fund and private limited investment partnership were removed from the total financial assets measured at fair value and disclosed separately.\n\n76\n\nIn 2027, we expect to make contributions of $0.7 to increase funding for our U.S. qualified defined benefit pension plans and direct benefit payments of approximately $8.9. Furthermore, we expect the following payments to be made from the defined benefit pension and other postretirement benefit plans: $25.6 in 2027, $21.7 in 2028, $21.0 in 2029, $20.8 in 2030, $19.6 in 2031, and $102.3 in 2032 through 2036.\n\nMulti-Employer Pension Plan: We participate in one multi-employer pension plan, the Bakery and Confectionery Union and Industry International Pension Fund (“Bakery and Confectionery Union Fund”) (52-6118572), which provides defined benefits to certain union employees. During 2026 and 2025, a total of $2.7 and $2.8 was contributed to the plan, respectively, and we anticipate contributions of $2.6 in 2027.\n\nThe risks of participating in multi-employer pension plans are different from the risks of participating in single-employer pension plans. For instance, the assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers, and if a participating employer stops contributing to the plan, the unfunded obligations of the plan allocable to the withdrawing employer may be the responsibility of the remaining participating employers. Additionally, if we stop participating in the multi-employer pension plan, we may be required to pay the plan an amount based on our allocable share of the underfunded status of the plan, referred to as a withdrawal liability.\n\nThe Pension Protection Act of 2006 ranks the funded status of multi-employer pension plans depending upon a plan’s current and projected funding. A plan is in the Red Zone (Critical) if it has a current funded percentage less than 65 percent. A plan is in the Yellow Zone (Endangered) if it has a current funded percentage of less than 80 percent or projects a credit balance deficit within seven years. A plan is in the Green Zone (Healthy) if it has a current funded percentage greater than 80 percent and does not have a projected credit balance deficit within seven years. The zone status is based on the plan’s year-end, not our fiscal year-end. The zone status is based on information that we received from the plan and is certified by the plan’s actuary. At January 1, 2025, the Bakery and Confectionery Union Fund was in Red Zone status, as the current funding status was 41.0 percent. A funding improvement plan, or rehabilitation plan, has been implemented.\n\nThe American Rescue Plan Act (the “ARPA”), signed into law on March 11, 2021, established a special financial assistance program for financially troubled multi-employer pension plans. Under the ARPA, eligible multi-employer plans can apply to receive a cash payment in an amount projected by the Pension Benefit Guaranty Corporation (“PBGC”) to pay pension benefits through the plan year ending 2051. On March 1, 2023, the Bakery and Confectionery Union Fund applied for assistance under the ARPA program. After working directly with the PBGC to review and revise assumptions, the Bakery and Confectionery Union Fund submitted a revised application for assistance on February 21, 2024. The application for relief was approved on June 20, 2024 and on July 22, 2024 the plan received relief funds.\n\nNote 10: Derivative Financial Instruments\n\nWe are exposed to market risks, such as changes in commodity prices, foreign currency exchange rates, and interest rates. To manage the volatility related to these exposures, we enter into various derivative transactions. We have policies in place that define acceptable instrument types we may enter into and establish controls to limit our market risk exposure. By policy, we do not enter into derivative transactions for speculative purposes.\n\nCommodity Derivatives: We enter into commodity derivatives to manage the price volatility and reduce the variability of future cash flows related to anticipated inventory purchases of key raw materials, notably green coffee, wheat, soybean meal, edible oils, and corn. We also enter into commodity derivatives to manage price risk for energy input costs, including diesel fuel and natural gas. Our derivative instruments generally have maturities of less than one year.\n\nWe do not qualify commodity derivatives for hedge accounting treatment, and as a result, the derivative gains and losses are immediately recognized in cost of products sold. Although we do not perform the assessments required to achieve hedge accounting for derivative positions, we believe all of our commodity derivatives are economic hedges of our risk exposure.\n\nThe commodities hedged have a high inverse correlation to price changes of the derivative instrument. Thus, we would expect that over time any gain or loss in the estimated fair value of its derivatives would generally be offset by an increase or decrease in the estimated fair value of the underlying exposures.\n\nForeign Currency Exchange Derivatives: We utilize foreign currency derivatives to manage the effect of foreign currency exchange fluctuations on future cash payments primarily related to purchases of certain raw materials and finished goods.\n\n77\n\nThe contracts generally have maturities of less than one year. We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment.\n\nInterest Rate Derivatives: From time to time, we utilize derivative instruments to manage interest rate risk associated with anticipated debt transactions, as well as to manage changes in the fair value of our long-term debt. At the inception of an interest rate contract, the instrument is evaluated and documented for qualifying hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses on the contract are deferred and included as a component of accumulated other comprehensive income (loss) and generally reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as a fair value hedge, the contract is recognized at fair value on the balance sheet, and changes in the fair value are recognized in interest expense. Generally, changes in the fair value of the contract are equal to changes in the fair value of the underlying debt and have no net impact on earnings.\n\nIn November 2024, we entered into reverse treasury locks to manage our exposure to interest rate fluctuations related to the tender offers. In December 2024, concurrent with the pricing of the tender offers, we settled the reverse treasury locks and realized a net loss of $4.5 during the year ended April 30, 2025, recognized in earnings within other debt gains (charges) – net on the Statement of Consolidated Income (Loss), netting with the gain on extinguishment associated with the tender offers. For additional information, see Note 8: Debt and Financing Arrangements.\n\nEquity Forward Derivative: During the first quarter of 2024, we began entering into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. We did not qualify the forward sale derivative contract for hedge accounting treatment, and as a result, derivative gains and losses associated with the economic hedge were immediately recognized in earnings within other income (expense) – net in the Statements of Consolidated Income (Loss), netting with the change in fair value of the underlying shares. All 5.4 million shares of Post common stock were hedged and later settled on November 15, 2023, for $466.3, resulting in a pre-tax gain of $5.4 during the year ended April 30, 2024. For additional information, see Note 3: Divestitures.\n\nThe following table presents the gross notional value of outstanding derivative contracts.\n\n  Year Ended April 30,\n\n  20262025\n\nCommodity contracts$606.2 $1,698.1 \n\nForeign currency exchange contracts74.4 122.4 \n\nThe following tables set forth the gross fair value amounts of derivative instruments recognized in the Consolidated Balance     Sheets.\n\n  April 30, 2026\n\n  Other\nCurrent\nAssetsOther\nCurrent\nLiabilitiesOther\nNoncurrent\nAssetsOther\nNoncurrent\nLiabilities\n\nDerivatives not designated as hedging instruments:\n\nCommodity contracts$32.0 $11.0 $— $— \n\nForeign currency exchange contracts0.2 0.4 — — \n\nTotal derivative instruments$32.2 $11.4 $— $— \n\n  April 30, 2025\n\n  Other\nCurrent\nAssetsOther\nCurrent\nLiabilitiesOther\nNoncurrent\nAssetsOther\nNoncurrent\nLiabilities\n\nDerivatives not designated as hedging instruments:\n\nCommodity contracts$81.5 $18.7 $— $— \n\nForeign currency exchange contracts0.8 1.5 — — \n\nTotal derivative instruments$82.3 $20.2 $— $— \n\n78\n\nWe have elected to not offset fair value amounts recognized for our exchange-traded derivative instruments and our cash margin accounts executed with the same counterparty that are generally subject to enforceable netting agreements. We are required to maintain cash margin accounts in connection with funding the settlement of our open positions. Our cash margin accounts represented collateral received of $7.4 and collateral pledged of $37.5 at April 30, 2026 and 2025, respectively, and are included in other current assets in the Consolidated Balance Sheets. The change in the cash margin accounts is included in investing activities in the Statements of Consolidated Cash Flows. In the event of default and immediate net settlement of all of our open positions with individual counterparties, all of our derivative liabilities would be fully offset by either our derivative asset positions or margin accounts based on the net asset or liability position with our individual counterparties. Cash flows associated with the settlement of derivative instruments are classified in the same line item as the cash flows of the related hedged item, which is within operating activities in the Statements of Consolidated Cash Flows.\n\nEconomic Hedges\n\nThe following table presents the net gains and losses recognized in cost of products sold on derivatives not designated as hedging instruments.\n\n  Year Ended April 30,\n\n  202620252024\n\nDerivative gains (losses) on commodity contracts$(114.5)$100.7 $26.1 \n\nDerivative gains (losses) on foreign currency exchange contracts0.2 1.6 1.5 \n\nTotal derivative gains (losses) recognized in cost of products sold$(114.3)$102.3 $27.6 \n\nCommodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility.\n\nThe following table presents the net change in cumulative unallocated derivative gains and losses.\n\n  Year Ended April 30,\n\n  202620252024\n\nNet derivative gains (losses) recognized and classified as unallocated$(114.3)$102.3 $27.6 \n\nLess: Net derivative gains (losses) reclassified to segment operating profit(55.7)44.1 20.9 \n\nChange in net cumulative unallocated derivative gains and losses$(58.6)$58.2 $6.7 \n\nThe net cumulative unallocated derivative gains were $22.2 and $80.8 at April 30, 2026 and 2025, respectively.\n\nCash Flow Hedges\n\nIn November 2023, we terminated interest rate contracts for $42.5 concurrent with the payment of the debt assumed with the acquisition of Hostess Brands. The interest rate contracts were designated as cash flow hedges and were used to manage exposure to changes in cash flows associated with variable rate debt.\n\nIn 2020, we terminated all outstanding interest rate contracts concurrent with the pricing of the Senior Notes due March 15, 2030, and March 15, 2050. The contracts were designated as cash flow hedges and were used to manage our exposure to interest rate volatility associated with the anticipated debt financing. The termination resulted in a pre-tax loss of $239.8, which was deferred and included as a component of accumulated other comprehensive income (loss) and is being amortized as interest expense over the life of the debt.\n\n79\n\nThe following table presents information on the pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges.\n\nYear Ended April 30,\n\n202620252024\n\nGains (losses) recognized in other comprehensive income (loss)$— $— $— \n\nLess: Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)\n(12.5)(12.8)(13.6)\n\nLess: Gains (losses) reclassified from accumulated other comprehensive income to other debt gains (charges) – net (B)\n— (56.9)— \n\nChange in accumulated other comprehensive income (loss)$12.5 $69.7 $13.6 \n\n(A)Interest expense – net, as presented in the Statements of Consolidated Income (Loss), was $381.2, $388.7, and $264.3 in 2026, 2025, and 2024, respectively. The reclassification includes terminated contracts which were designated as cash flow hedges.\n\n(B)Other debt gains (charges) – net, as presented in the Statements of Consolidated Income (Loss), was a gain of $30.2 and a charge of $19.5, in 2025 and 2024, respectively. There were no reported other debt gains (charges) – net in 2026 . The reclassification is related to the debt extinguishment due to the tender offers in 2025, as discussed in Note 8: Debt and Financing Arrangements.\n\nIncluded as a component of accumulated other comprehensive income (loss) at April 30, 2026 and 2025, were deferred net pre-tax losses of $104.9 and $117.4, respectively, related to the terminated interest rate contracts. The related net tax benefit recognized in accumulated other comprehensive income (loss) was $24.4 and $27.3 at April 30, 2026 and 2025, respectively. Approximately $12.5 of the net pre-tax loss will be recognized over the next 12 months related to the terminated interest rate contracts.\n\nNote 11: Other Financial Instruments and Fair Value Measurements\n\nFinancial instruments, other than derivatives, that potentially subject us to significant concentrations of credit risk consist principally of cash investments, short-term borrowings, and trade receivables. The carrying value of these financial instruments approximates fair value. Our remaining financial instruments, with the exception of long-term debt, are recognized at estimated fair value in the Consolidated Balance Sheets.\n\nThe following table provides information on the carrying amounts and fair values of our financial instruments.\n\n  April 30, 2026April 30, 2025\n\n  Carrying\nAmount\nFair ValueCarrying\nAmount\nFair Value\n\nMarketable securities and other investments$18.5 $18.5 $20.0 $20.0 \n\nDerivative financial instruments – net20.8 20.8 62.1 62.1 \n\nTotal long-term debt(6,542.8)(6,401.9)(7,036.8)(7,242.0)\n\nFair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions.\n\n80\n\nThe following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements fall for our financial instruments.\n\nQuoted Prices in \nActive Markets \nfor Identical \nAssets (Level 1)Significant \nObservable \nInputs \n(Level 2)Significant \nUnobservable \nInputs \n(Level 3)\nFair Value at \n\nApril 30, 2026\n\nMarketable securities and other investments: (A)\n\nEquity mutual funds$4.5 $— $— $4.5 \n\nMunicipal obligations— 14.0 — 14.0 \n\nMoney market funds— — — — \n\nDerivative financial instruments: (B)\n\nCommodity contracts – net20.8 0.2 — 21.0 \n\nForeign currency exchange contracts – net— (0.2)— (0.2)\n\nTotal long-term debt (C)\n(6,245.4)(156.5)— (6,401.9)\n\nTotal financial instruments measured at fair value$(6,220.1)$(142.5)$— $(6,362.6)\n\nQuoted Prices in \nActive Markets \nfor Identical \nAssets (Level 1)Significant \nObservable \nInputs \n(Level 2)Significant \nUnobservable \nInputs \n(Level 3)\nFair Value at April 30, 2025\n\nMarketable securities and other investments: (A)\n\nEquity mutual funds$4.0 $— $— $4.0 \n\nMunicipal obligations— 15.8 — 15.8 \n\nMoney market funds0.2 — — 0.2 \n\nDerivative financial instruments: (B)\n\nCommodity contracts – net62.8 — — 62.8 \n\nForeign currency exchange contracts – net— (0.7)— (0.7)\n\nTotal long-term debt (C)\n(6,532.5)(709.5)— (7,242.0)\n\nTotal financial instruments measured at fair value$(6,465.5)$(694.4)$— $(7,159.9)\n\n(A)Marketable securities and other investments consist of funds maintained for the payment of benefits associated with nonqualified retirement plans. The funds include equity securities listed in active markets, municipal obligations valued by a third-party using valuation techniques that utilize inputs that are derived principally from or corroborated by observable market data, and money market funds with maturities of three months or less. Based on the short-term nature of these money market funds, carrying value approximates fair value. As of April 30, 2026, our municipal obligations are scheduled to mature as follows: $4.0 in 2027, $0.4 in 2028, $2.0 in 2029, $0.6 in 2030, $1.1 in 2031, and the remaining $5.9 in 2032 and beyond. For additional information, see Marketable Securities and Other Investments in Note 1: Accounting Policies.\n\n(B)Level 1 commodity and foreign currency exchange derivatives are valued using quoted market prices for identical instruments in active markets. Level 2 commodity and foreign currency exchange derivatives are valued using quoted prices for similar assets or liabilities in active markets. For additional information, see Note 10: Derivative Financial Instruments.\n\n(C)Long-term debt is composed of public Senior Notes classified as Level 1 and the Term Loan classified as Level 2. The public Senior Notes are traded in an active secondary market and valued using quoted prices. The fair value of the Term Loan is based on the net present value of each interest and principal payment calculated utilizing an interest rate derived from an estimated yield curve obtained from independent pricing sources for similar types of term loan borrowing arrangements. For additional information, see Note 8: Debt and Financing Arrangements.\n\nWe utilized Level 3 inputs based on management’s best estimates and assumptions to estimate the fair value of the Sweet Baked Snacks reporting unit and the Hostess brand indefinite-lived trademark as of the date of each impairment test performed during 2026 and 2025. For additional information, see Note 7: Goodwill and Other Intangible Assets.\n\nDuring 2025, we recognized losses in our Statement of Consolidated Income (Loss) related to the divested Voortman business and certain Sweet Baked Snacks value brands. The pre-tax losses for the divested Voortman business and certain Sweet Baked Snacks value brands included the impact of an allocation of $251.1 and $26.6 of goodwill, respectively, from the Sweet Baked Snacks reportable segment, which were determined based on relative fair value analyses. The noncash impact of the goodwill disposed was included in the pre-tax loss on the divestitures in our Statement of Consolidated Income (Loss). For additional information, see Note 3: Divestitures.\n\n81\n\nNote 12: Leases\n\nWe lease certain warehouses, manufacturing facilities, office space, equipment, and vehicles, primarily through operating lease agreements. We have elected to not recognize leases with a term of 12 months or less in the Consolidated Balance Sheets. Instead, we recognize the related lease expense on a straight-line basis over the lease term.\n\nAlthough the majority of our right-of-use asset and lease liability balances consist of leases with renewal options, these optional periods do not typically impact the lease term as we are not reasonably certain to exercise them. Certain leases also include termination provisions or options to purchase the leased property. Since we are not reasonably certain to exercise these types of options, minimum lease payments do not include any amounts related to these termination or purchase options. Our lease agreements generally do not contain residual value guarantees or restrictive covenants that are material.\n\nWe determine if an agreement is or contains a lease at inception by evaluating whether an identified asset exists that we control over the term of the arrangement. A lease commences when the lessor makes the identified asset available for our use. We generally account for lease and non-lease components as a single lease component. Minimum lease payments do not include variable lease payments other than those that depend on an index or rate.\n\nBecause the interest rate implicit in the lease cannot be readily determined for the majority of our leases, we utilize our incremental borrowing rate to present value lease payments using information available at the lease commencement date. We consider our credit rating and the current economic environment in determining this collateralized rate. As of April 30, 2026, we have entered into operating lease commitments related to two distribution centers that had not yet commenced. The leases will begin during the first half of 2027, and upon commencement, we expect to recognize a right-of-use asset and lease liability of approximately $45.0 in the Consolidated Balance Sheet.\n\nThe following table sets forth the right-of-use assets and lease liabilities recognized in the Consolidated Balance Sheets.\n\nYear Ended April 30,\n\n20262025\n\nOperating lease right-of-use assets$148.8 $115.4 \n\nOperating lease liabilities:\n\nCurrent operating lease liabilities$30.4 $37.5 \n\nNoncurrent operating lease liabilities\n125.3 84.1 \n\nTotal operating lease liabilities$155.7 $121.6 \n\nFinance lease right-of-use assets:\n\nMachinery and equipment\n$25.9 $25.4 \n\nAccumulated depreciation\n(16.2)(13.5)\n\nTotal property, plant, and equipment$9.7 $11.9 \n\nFinance lease liabilities:\n\nOther current liabilities\n$3.5 $3.3 \n\nOther noncurrent liabilities\n6.9 9.2 \n\nTotal finance lease liabilities$10.4 $12.5 \n\nThe following table summarizes the components of lease expense.\n\nYear Ended April 30,\n\n202620252024\n\nOperating lease cost$47.6 $46.2 $49.7 \n\nFinance lease cost:\n\nAmortization of right-of-use assets 3.5 3.5 3.4 \n\nInterest on lease liabilities\n0.6 0.6 0.6 \n\nVariable lease cost22.2 23.2 23.7 \n\nShort-term lease cost40.5 45.2 44.3 \n\nTotal lease cost (A)\n$114.4 $118.7 $121.7 \n\n(A)Total lease cost does not include sublease income, which is immaterial for all years presented.\n\n82\n\nThe following table sets forth cash flow and noncash information related to leases.\n\nYear Ended April 30,\n\n202620252024\n\nCash paid for amounts included in the measurement of lease liabilities:\n\nOperating cash flows from operating leases\n$46.5 $64.4 $49.2 \n\nOperating cash flows from finance leases 0.5 0.6 0.5 \n\nFinancing cash flows from finance leases\n3.7 3.4 3.3 \n\nRight-of-use assets obtained in exchange for new lease liabilities:\n\nOperating leases72.7 10.2 98.4 \n\nFinance leases\n1.3 4.7 10.9 \n\nThe following table summarizes the maturity of our lease liabilities by fiscal year.\n\nApril 30, 2026\n\nOperating LeasesFinance Leases\n\n2027$36.7 $3.8 \n\n202828.0 3.6 \n\n202926.4 2.2 \n\n203026.2 0.9 \n\n203124.7 0.5 \n\n2032 and beyond39.3 0.3 \n\nTotal undiscounted minimum lease payments $181.3 $11.3 \n\nLess: Imputed interest25.6 0.9 \n\nLease liabilities $155.7 $10.4 \n\nWe entered into a lease and financing agreement with the Development Authority of Columbus, Georgia (the “Development Authority”), effective December 1, 2025, in connection with a taxable revenue bond transaction between Hostess Brands, LLC and the Development Authority on December 30, 2025 (the “Bond Transaction”). The Bond Transaction required Hostess Brands, LLC to exchange its property to the taxing jurisdiction for one or more tax-exempt bonds issued in the name of Hostess Brands, LLC not to exceed $120.6. As both the owner of the bonds and the lessee of the project, we are not required to make lease payments as our obligation to pay rent is equal to the Development Authority’s obligation to pay debt service on the bonds. Further, in connection with the Bond Transaction, we received a letter agreement from the Columbus, Georgia Board of Tax Assessors granting tax abatement for certain real and personal property located at our Columbus, Georgia bakery through 2045, subject to certain commitments. We have elected to use the right of offset under FASB ASC 210-20 to net the asset and the liability.\n\nWe entered into bond and lease agreements with Clark County, Arkansas, on October 4, 2022. The bond-lease transaction required Hostess Brands, LLC and New HB Acquisition (RE), LLC to exchange its property to the taxing jurisdiction for tax-exempt bonds issued in the name of Hostess Brands, LLC not to exceed $160.0. As both the holder of the bonds and the lessee of the project, we are not required to make lease payments as our obligation to pay rent is equal to the county’s obligation to pay debt service on the bonds. Also, on October 4, 2022, we entered into agreements for payments in lieu of taxes (“PILOT”) with Clark County, Arkansas, whereby the county granted ad valorem tax savings with respect to certain real and personal property in Arkadelphia, Arkansas through September 30, 2052. In accordance with the PILOT agreements, we will owe 35% of the ad valorem taxes on the Arkadelphia, Arkansas property that would have otherwise been due. We have elected to use the right of offset under FASB ASC 210-20 to net the asset and the liability.\n\n83\n\nThe following table sets forth the weighted-average remaining lease term and discount rate.\n\nYear Ended April 30,\n\n20262025\n\nWeighted-average remaining lease term (in years):\n\nOperating leases\n6.16.1\n\nFinance leases 3.34.0\n\nWeighted-average discount rate:\n\nOperating leases4.9 %4.6 %\n\nFinance leases\n4.7 %5.0 %\n\nNote 13: Share-Based Payments\n\nWe provide for equity-based incentives to be awarded to key employees and non-employee directors. Currently, these incentives consist of restricted shares, restricted stock units (which may also be referred to as deferred stock units), and performance units. During 2026, 2025, and 2024, these awards were administered through the 2020 Equity and Incentive Compensation Plan (the “2020 Plan”), which was approved by our shareholders in August 2020. Awards under the 2020 Plan may be in the form of stock options, stock appreciation rights, restricted shares, restricted stock units, performance shares, performance units, incentive awards, and other share-based awards, and they may be granted to our non-employee directors, consultants, officers, and other employees. Deferred stock units granted to non-employee directors vest immediately and, along with dividends credited on those deferred stock units, are paid out in the form of common shares upon termination of service as a non-employee director. At April 30, 2026, there were 3,095,104 shares available for future issuance under the 2020 Plan.\n\nUnder the 2020 Plan, we have the option to settle share-based awards by issuing common shares from treasury, issuing new Company common shares, or issuing a combination of common shares from treasury and new Company common shares.\n\nStock Options: Under the 2020 Plan, we granted 84,568 stock options during 2024. No stock options were granted in 2026 and 2025. Stock options granted in 2024 vest ratably over a period of three years. The exercise price of all stock options granted was equal to the market value of the shares on the date of grant, and all stock options granted and outstanding have a contractual term of 10 years.\n\nThe fair value of each stock option is estimated on the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions for stock options granted:\n\n2024\n\nExpected volatility25.0 %\n\nDividend yield2.7 %\n\nRisk-free interest rate3.9 %\n\nExpected life of stock options (years)6.0\n\nExpected volatility was calculated in accordance with the provisions of FASB ASC 718, Compensation—Stock Compensation, based on consideration of both historical and implied volatilities. The expected life of a stock option represents the period from the grant date through the expected exercise date of the option. This was calculated using a simplified method whereby the midpoint between the vesting date and the end of the contractual term is utilized to compute the expected term.\n\nThe following table is a summary of our stock option activity.\n\nNumber of \nStock OptionsWeighted-Average\nExercise Price\n\nOutstanding at May 1, 2025\n637,539 $125.72 \n\nExercised— — \n\nCancelled(32,209)128.79 \n\nOutstanding at April 30, 2026\n605,330 $125.56 \n\nExercisable at April 30, 2026\n585,033 $124.60 \n\n84\n\nThe intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the stock option. As the Company’s stock price was below the exercise price for these options, there was no intrinsic value associated with the stock options outstanding or exercisable at April 30, 2026, with an average remaining contractual term of 4.1 years and 4.0 years, respectively. The total intrinsic value of stock options exercised during both 2025 and 2024 was $0.1, and during 2026, there were no stock options exercised. The closing market price of our common stock on the last trading day of 2026 was $98.03 per share.\n\nCompensation cost related to stock options is recognized ratably over the service period from the grant date through the end of the requisite service period. During 2026, 2025, and 2024, we recognized compensation cost of $1.0, $1.9, and $2.8, respectively. The annual tax benefit related to the stock option expense was $0.2, $0.4, and $0.7 for 2026, 2025, and 2024, respectively. As of April 30, 2026, we had unrecognized compensation cost of $0.1 related to the stock options that were granted in 2024.\n\nWe did not receive cash from stock option exercises for the years ended April 30, 2026. Cash received from stock option exercises was $1.9 and $3.2 for the years ended April 30, 2025 and 2024, respectively.\n\nOther Equity Awards: The following table is a summary of our restricted shares, deferred stock units, and performance units.\n\nRestricted Shares\nand Deferred\nStock UnitsWeighted-Average\nGrant Date Fair Value Per SharePerformance\nUnitsWeighted-Average\nGrant Date Fair Value Per Share\n\nOutstanding at May 1, 2025\n324,421 $124.16 354,106 $132.51 \n\nGranted289,730 102.68 172,132 96.91 \n\nVested(168,687)123.23 (84,665)133.01 \n\nForfeited(69,955)112.34 (48,099)118.47 \n\nOutstanding at April 30, 2026\n375,509 $110.21 393,474 $118.62 \n\nThe weighted-average grant date fair value of equity awards other than stock options that vested in 2026, 2025, and 2024 was $34.3, $27.7, and $36.5, respectively. The weighted-average grant date fair value of restricted shares, deferred stock units, and performance units is the average of the high and the low share price on the date of grant. The vesting date fair value of equity awards other than stock options that vested in 2026, 2025, and 2024 was $27.4, $25.7, and $46.9, respectively.\n\nThe following table summarizes the weighted-average fair values of the equity awards granted.\n\nYear Ended April 30,Restricted Shares\nand Deferred\nStock UnitsWeighted-Average\nGrant Date Fair Value Per SharePerformance\nUnitsWeighted-Average\nGrant Date Fair Value Per Share\n\n2026289,730 $102.68 172,132 $96.91 \n\n2025186,895 111.44 157,329 117.74 \n\n2024155,354 143.60 117,312 153.20 \n\nThe restricted shares and deferred stock units granted in 2026, 2025, and 2024 under our long-term incentive compensation program vest ratably over three years from the date of grant. The performance units granted in 2026, 2025, and 2024 vest three years from the date of grant and are converted to common shares upon vesting based on the performance achieved during the service period. The performance goals for the performance units granted in 2026 and 2025 are based on adjusted earnings per share and average net sales growth. The performance goals for the performance units granted in 2024 are based on adjusted earnings per share and return on invested capital targets. Dividend equivalents are accumulated on the performance units from the date of grant, but participants only receive payment if the awards vest.\n\nNote 14: Income Taxes\n\nThe following table sets forth our income (loss) before income taxes.\n\nYear Ended April 30,\n\n  202620252024\n\nDomestic$(95.8)$(1,087.6)$975.8 \n\nForeign33.4 40.8 20.6 \n\nIncome (loss) before income taxes$(62.4)$(1,046.8)$996.4 \n\n85\n\nThe following table summarizes the components of the provision for income taxes.\n\n  Year Ended April 30,\n\n  202620252024\n\nCurrent:\n\nFederal$135.1 $228.0 $234.1 \n\nForeign6.0 11.7 10.1 \n\nState and local38.5 52.3 48.7 \n\nDeferred:\n\nFederal(93.2)(45.4)(35.7)\n\nForeign0.4 (0.5)(2.3)\n\nState and local(10.5)(62.1)(2.5)\n\nTotal income tax expense$76.3 $184.0 $252.4 \n\nThe income tax expense of $76.3 for 2026 includes the unfavorable permanent impact associated with the goodwill impairment charge for the Sweet Baked Snacks reporting unit. The income tax expense of $184.0 for 2025 includes unfavorable permanent impacts associated with the goodwill impairment charges for the Sweet Baked Snacks reporting unit and the sale of the Voortman business, partially offset by the favorable noncash deferred tax benefits associated with the integration of Hostess Brands into our Company and certain state legislative changes enacted during the year. The income tax expense of $252.4 for 2024 includes unfavorable permanent and deferred tax impacts associated with the acquisition of Hostess Brands.\n\nThe following table sets forth a reconciliation of the statutory federal income tax rate and the effective income tax rate. The Company adopted ASU 2023-09 related to income tax disclosures on a retrospective basis.\n\n  Year Ended April 30,\n\n202620252024\n\nAmountPercentAmountPercentAmountPercent\n\nStatutory federal income tax rate$(13.1)21.0 %$(219.8)21.0 %$209.2 21.0 %\n\nState and local income taxes, net of federal tax effect (A)\n22.7 (36.4)(7.7)0.8 36.5 3.7 \n\nForeign tax effects3.6 (5.8)3.9 (0.4)3.1 0.3 \n\nEffect of cross border tax laws (B)\n(0.7)1.2 23.2 (2.2)(0.6)(0.1)\n\nTax credits(3.6)5.8 (3.4)0.3 (3.5)(0.4)\n\nChanges in valuation allowances(2.0)3.2 7.6 (0.7)— — \n\nNontaxable or nondeductible items:\n\nGoodwill impairment charges65.3 (104.7)348.9 (33.3)— — \n\nSale of Voortman business\n— — 21.5 (2.1)— — \n\nOther2.6 (4.2)5.9 (0.6)15.4 1.6 \n\nChanges in unrecognized tax benefits(1.0)1.6 (1.2)0.1 (1.9)(0.2)\n\nOther adjustments2.5 (4.0)5.1 (0.5)(5.8)(0.6)\n\nEffective income tax rate$76.3 (122.3)%$184.0 (17.6)%$252.4 25.3 %\n\n(A)State taxes in Kansas, Pennsylvania, New Jersey, Georgia, Illinois, Texas, Louisiana, and Minnesota make up the majority (greater than 50%) of tax effect in this category in 2026. State taxes in Kansas and California make up the majority (greater than 50%) of tax effect in this category in 2025. State taxes in Kansas, California, Illinois, and Pennsylvania make up the majority (greater than 50%) of tax effect in this category in 2024.\n\n(B)The effect of cross border tax laws in 2025 primarily related to the GILTI inclusion on the sale of the Voortman business.\n\nOn July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (the “Act”). The corporate tax changes included in the Act did not have a material impact on our effective income tax rate in 2026 and we do not anticipate a material impact on our effective income tax rate in future periods. The Act’s provisions for accelerated tax deductions reduced our federal cash income tax requirements for the current year.\n\n86\n\nThe following table sets forth the income taxes paid, net of refunds received, by material jurisdiction.\n\nYear Ended April 30,\n\n202620252024\n\nFederal$2.3 $268.6 $266.6 \n\nForeign13.3 10.9 2.3 \n\nState and local26.5 52.6 47.6 \n\nIncome taxes paid$42.1 $332.1 $316.5 \n\nWe are a voluntary participant in the Compliance Assurance Process (“CAP”) program offered by the IRS and are currently under a CAP examination for the tax years ended April 30, 2025, April 30, 2026, and April 30, 2027. The fiscal years prior to 2023 are no longer subject to U.S. federal tax examination under the statute of limitations. With limited exceptions, we are no longer subject to examination for state, local, and foreign jurisdictions for the tax years prior to 2022.\n\nDeferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting. The following table summarizes significant components of our deferred tax assets and liabilities.\n\n  April 30,\n\n  20262025\n\nDeferred tax liabilities:\n\nIntangible assets$1,323.8 $1,454.4 \n\nProperty, plant, and equipment296.6 275.5 \n\nLeases31.0 24.3 \n\nOther27.1 25.9 \n\nTotal deferred tax liabilities$1,678.5 $1,780.1 \n\nDeferred tax assets:\n\nPost-employment and other employee benefits$53.5 $62.1 \n\nTax credit and loss carryforwards35.2 35.5 \n\nIntangible assets61.6 34.4 \n\nHedging transactions20.2 11.6 \n\nLeases32.9 26.0 \n\nOther48.0 95.5 \n\nTotal deferred tax assets$251.4 $265.1 \n\nValuation allowance(32.5)(33.6)\n\nTotal deferred tax assets, less allowance$218.9 $231.5 \n\nNet deferred tax liability$1,459.6 $1,548.6 \n\nWe evaluate the realizability of deferred tax assets for each of the jurisdictions in which we operate. The total valuation allowance decreased by $1.1 during the year.\n\nAs of April 30, 2026, we have determined that a portion of our undistributed earnings, in Canada, is not permanently reinvested, resulting in the recognition of an immaterial deferred tax liability.\n\nOur unrecognized tax benefits were $1.5, $2.5, and $4.6, of which $1.2, $2.0, and $3.7 would affect the effective income tax rate, if recognized, as of April 30, 2026, 2025, and 2024, respectively.\n\n87\n\nThe following table sets forth a reconciliation of our unrecognized tax benefits.\n\n202620252024\n\nBalance at May 1, $2.5 $4.6 $5.3 \n\nIncreases:\n\nAcquired business— — 1.3 \n\nDecreases:\n\nExpiration of statute of limitations periods1.0 1.3 2.0 \n\nDisposed business— 0.8 — \n\nBalance at April 30,$1.5 $2.5 $4.6 \n\nNote 15: Accumulated Other Comprehensive Income (Loss)\n\nThe components of accumulated other comprehensive income (loss), including the reclassification adjustments for items that are reclassified from accumulated other comprehensive income (loss) to net income (loss), are shown below.\n\nForeign\nCurrency\nTranslation\nAdjustment\nNet Gains (Losses)\n\n on Cash Flow \n\nHedging\n\nDerivatives (A)\n\nPension\n\nand Other\n\nPostretirement\n\nLiabilities (B)\nUnrealized\nGain (Loss) on\nAvailable-for-Sale\nSecuritiesAccumulated Other Comprehensive Income (Loss)\n\nBalance at May 1, 2023$(34.3)$(153.6)$(52.7)$1.4 $(239.2)\n\nReclassification adjustments— 13.6 0.3 — 13.9 \n\nCurrent period credit (charge)(4.9)— (1.3)(0.4)(6.6)\n\nIncome tax benefit (expense)— (3.1)0.3 0.1 (2.7)\n\nBalance at April 30, 2024$(39.2)$(143.1)$(53.4)$1.1 $(234.6)\n\nReclassification adjustments— 69.7 1.8 — 71.5 \n\nCurrent period credit (charge)(2.5)— (1.3)(0.7)(4.5)\n\nIncome tax benefit (expense)— (16.7)(0.3)0.1 (16.9)\n\nBalance at April 30, 2025$(41.7)$(90.1)$(53.2)$0.5 $(184.5)\n\nReclassification adjustments— 12.5 36.0 — 48.5 \n\nCurrent period credit (charge)3.2 — 12.2 0.8 16.2 \n\nIncome tax benefit (expense)— (2.9)(11.2)(0.2)(14.3)\n\nBalance at April 30, 2026$(38.5)$(80.5)$(16.2)$1.1 $(134.1)\n\n(A)The reclassification from accumulated other comprehensive income (loss) is primarily composed of deferred gains (losses) related to terminated interest rate contracts which were reclassified to interest expense – net. In addition, a portion of the reclassification in 2025 was reclassified to other debt gains (charges) – net resulting from the extinguishment of debt from the tender offers. For additional information, see Note 10: Derivative Financial Instruments and Note 8: Debt and Financing Arrangements.\n\n(B)The reclassification from accumulated other comprehensive income (loss) to other income (expense) – net is composed of settlement and curtailment activity and amortization of net losses and prior service costs. For additional information, see Note 9: Pensions and Other Postretirement Benefits.\n\nNote 16: Contingencies\n\nWe, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings arising in the ordinary course of business. We are currently a defendant in a variety of such legal proceedings, and while we cannot predict with certainty the ultimate results of these proceedings or potential settlements associated with these or other matters, we have accrued losses for certain contingent liabilities that we have determined are probable and reasonably estimable at April 30, 2026. Based on the information known to date, with the exception of the matters discussed below, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position, results of operations, or cash flows.\n\nClass Action Lawsuits: We are defendants in a series of putative class action lawsuits that were transferred to the United States District Court for the Western District of Missouri for coordinated pre-trial proceedings. The plaintiffs assert claims arising under various state laws for false advertising, consumer protection, deceptive and unfair trade practices, and similar statutes. Their claims are premised on allegations that we have misrepresented the number of servings that can be made from\n\n88\n\nvarious canisters of Folgers coffee on the packaging for those products. The outcome and the financial impact of these cases, if any, cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of April 30, 2026, as the likelihood of loss is not considered probable or reasonably estimable. However, if we are required to pay significant damages, our business and financial results could be adversely impacted, and sales of those products could suffer not only in these locations but elsewhere.\n\nVoortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the Sellers under the terms of the Purchase Agreement pursuant to which Hostess Brands acquired Voortman. The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under the RWI that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands $42.5 CAD (the RWI coverage limit) related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances.\n\nOn November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought the Claim against certain of the Sellers related to the alleged breaches. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued. We retained rights to the Claim upon the divestiture of the Voortman business in 2025.\n\nTariff Refunds: In April 2026, we began pursuing claims for refunds of tariffs previously paid on certain imported goods. As of April 30, 2026, recovery of these claims was subject to regulatory review and approval, and the timing and amount of any recovery was uncertain. Accordingly, no amounts were recognized as of April 30, 2026. The scope and realization of any recoveries remain subject to ongoing legal and administrative proceedings, including an announced appeal by the U.S. Department of Justice, which may affect our ability to recover or retain any amounts received.\n\nNote 17: Common Shares\n\nVoting: The Amended Articles of Incorporation provide that each holder of a common share outstanding is entitled to one vote on each matter submitted to a vote of the shareholders.\n\nRepurchase Program: We did not repurchase any common shares under a repurchase plan authorized by the Board during 2026 and 2025. The shares repurchased during 2026 and 2025 consisted of shares repurchased from stock plan recipients in lieu of cash payments. As of April 30, 2026, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations.\n\nShares Issued: On November 7, 2023, we acquired Hostess Brands, and as a result, we issued approximately 4.0 million common shares valued at $450.2 in exchange for the outstanding shares of Hostess Brands common stock to partially fund the acquisition. The shares issued were based on each outstanding share of Hostess Brands common stock receiving $30.00 per share in cash and 0.03002 shares of our common shares, which represented a value of $4.25 based on the closing stock price of our common shares on September 8, 2023, the last trading day preceding September 11, 2023, the date on which the execution of the Hostess Brands merger agreement was publicly announced. For additional information on the acquisition of Hostess Brands, see Note 2: Acquisition.\n\nNote 18: Supplier Financing Program\n\nAs part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion. We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. However, our right to offset balances\n\n89\n\ndue from suppliers against our payment obligations is restricted by the agreement for those payment obligations that have been sold by our suppliers. The payment of these obligations is included in cash provided by operating activities in the Statements of Consolidated Cash Flows.\n\nThe following table presents the rollforwards of our outstanding payment obligations under the supplier financing program, which are included in accounts payable in the Consolidated Balance Sheets as of April 30, 2026 and 2025.\n\n20262025\n\nSupplier financing program obligations outstanding at the beginning of the year$340.4 $384.9 \n\nInvoice amounts added during the year1,254.8 1,517.8 \n\nInvoice amounts paid during the year(1,270.1)(1,562.3)\n\nSupplier financing program obligations outstanding at the end of the year$325.1 $340.4"}