{"url_path":"/sec/tsn/8-k/2026-02-20/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-02-20","source_url":"https://www.sec.gov/Archives/edgar/data/100493/0001140361-26-006328-index.html","accession_number":"0001140361-26-006328","cik":"0000100493","ticker":"TSN","issuer_name":"TYSON FOODS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/100493/0001140361-26-006328-index.html","primary_entity_key":"0000100493","primary_entity_name":"TYSON FOODS, INC."},"word_count":603,"has_tables":true,"body_markdown":"Item 1.01.\n\nEntry into a Material Definitive Agreement.\n\nOn February 20, 2026, Tyson Foods, Inc. (the “Company”) completed its previously announced public offering and sale of $500,000,000 aggregate principal\namount of its 4.950% Senior Notes due 2036 (the “Notes”).\n\nThe sale of the Notes was made pursuant to the Company’s Registration Statement on Form S-3 (Registration No. 333-272538), including a prospectus\nsupplement dated February 10, 2026 (the “Prospectus Supplement”) to the prospectus contained therein dated June 9, 2023, filed by the Company with the Securities and Exchange Commission, pursuant to Rule 424(b)(5) under the Securities Act of 1933,\nas amended.\n\nThe Company issued the Notes under an indenture dated as of June 1, 1995 (the “Base Indenture”) between the Company and The Bank of New York Mellon\nTrust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. (formerly The Chase Manhattan Bank, N.A.)), as trustee (the “Trustee”), as amended and supplemented by a supplemental indenture dated as of February 20, 2026 for the Notes (the\n“Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), by and between the Company and the Trustee. The Base Indenture and the Supplemental Indenture (including the form of Notes) are filed as Exhibits 4.1 through 4.3 to\nthis report and are incorporated herein by reference. The following description of the Notes and the Indenture is a summary and is not meant to be a complete description thereof.\n\nThe Notes will mature on February 20, 2036. The Notes will bear interest at a fixed rate per annum equal to 4.950%. Interest on the Notes is payable\nsemiannually in arrears on February 20 and August 20 of each year, commencing on August 20, 2026. Interest is payable to the persons in whose names the Notes are registered at the close of business on the 14th calendar day immediately preceding the\napplicable interest payment date (whether or not a business day). The amount of interest payable on the Notes will be computed on the basis of a 360-day year of twelve 30-day months.\n\nThe Notes are the general senior unsecured obligations of the Company and will rank equally in right of payment with all of the Company’s other\nexisting and future senior unsecured indebtedness from time to time outstanding, including all other senior notes issued under the Indenture.\n\nThe Company may redeem the Notes, in whole or in part, under the terms provided in the Supplemental Indenture.\n\nThe Indenture includes certain restrictive covenants, including covenants that limit the ability of the Company and certain of its subsidiaries to,\namong other things, incur secured debt, enter into sale and lease-back transactions and consolidate, merge or transfer substantially all of the Company’s assets to another entity. The covenants are subject to a number of important exceptions and\nqualifications set forth in the Indenture.\n\nThe Indenture contains customary terms, including that upon certain events of default occurring and continuing, either the trustee or the holders of\nnot less than 25% in aggregate principal amount of the Notes then outstanding may declare the unpaid principal of the Notes and any accrued and unpaid interest thereon immediately due and payable. In the case of certain events of bankruptcy,\ninsolvency or reorganization relating to the Company, the principal amount of the Notes together with any accrued and unpaid interest thereon will automatically become and be immediately due and payable.\n\nThe foregoing description of the Indenture and the related instruments and transactions associated therewith does not purport to be complete and is\nsubject to, and qualified in its entirety by, the full text of the agreements and instruments, each of which is attached hereto as an Exhibit."}