Financial Analysis

2. ACQUISITIONS In July 2024, we acquired the manufacturing operations of an existing contract manufacturer of our cooking spray products, for a cash purchase price of $51.2 million, including working capital adjustments. Approximately $46.3 million of the purchase price has been classified as goodwill, which is deductible for income tax purposes. The settlement of certain pre-existing contractual agreements between Conagra and the contract manufacturer as part of the transaction resulted in a net gain of $3.4 million within SG&A expenses in fiscal 2025. In August 2024, we acquired the outstanding equity of Sweetwood Smoke & Co., maker of FATTY smoked meat sticks, for a cash purchase price of $179.4 million, net of cash acquired and including working capital adjustments. Approximately $130.0 million of the purchase price has been classified as goodwill, which is deductible for income tax purposes. Approximately $55.8 million and $5.5 million of the purchase price has been allocated to non-amortizing and amortizing intangible assets, respectively. For each of these acquisitions, the amounts allocated to goodwill were primarily attributable to anticipated synergies, future growth opportunities, and other intangibles that do not qualify for separate recognition such as an assembled workforce. The results of each of these acquisitions, subsequent to the acquisition closings, are primarily included in the Grocery & Snacks segment and through May 31, 2026, were not mate …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

16. CONTINGENCIES Litigation Matters We are party to a number of matters asserting product liability claims against the Company related to certain Pam and other cooking spray products. We have denied liability, however, we cannot predict with certainty the results of these actions. To date, the Company has settled all but a few of these matters. Pursuant to these settlements, the Company paid $141.1 million in fiscal 2026 and $25 million in fiscal 2025 and has agreed to pay an additional $44.3 million in the first quarter of fiscal 2027. In connection with these settlements, the Company has secured insurance recovery from certain applicable insurers, recognizing related insurance receivables of $1.6 million within Receivables as of May 31, 2026 and $81.8 million ($78.4 million within Receivables and $3.4 million within Other assets) as of May 25, 2025. The Company believes adequate provision has been made in its Consolidated Financial Statements for all probable and reasonably estimable losses for the litigation related to the cooking spray products based on information available to us at the time of our evaluation. In the third quarter of fiscal 2026, a jury entered a verdict against the Company for $25 million in compensatory damages in a lawsuit captioned Esparza v. Conagra Brands, Inc., et al. , in which a consumer claimed personal injury due to alleged exposure to diacetyl from Pam butter flavored cooking spray. An initial judgment on the verdict for $22.9 million was en …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

5. CREDIT FACILITIES AND BORROWINGS 2025 Term Loan In the fourth quarter of fiscal 2025, we entered into an unsecured Term Loan Agreement with a financial institution (the 2025 Term Loan Agreement), borrowing an aggregate principal amount of $200.0 million (the 2025 Term Loan) which was classified as notes payable within our Consolidated Balance Sheets. The 2025 Term Loan matured on October 29, 2025 and bore interest at, based upon the Companys election, either (a) the sum of Term SOFR, plus 0.875% per annum or (b) 0.00% per annum plus the Base Rate, described in the 2025 Term Loan Agreement as the highest of (i) the prime rate in the U.S. published in The Wall Street Journal, (ii) the Federal Funds Rate plus 0.50%, and (iii) one-month Term SOFR plus 1.00%. The 2025 Term Loan Agreement allowed the Company to voluntarily prepay loans, in whole or in part, without premium or penalty, subject to certain conditions. During the first quarter of fiscal 2026, we prepaid the $200.0 million aggregate principal amount outstanding under the unsecured term loan utilizing a portion of the proceeds received in connection with the sale of our Chef Boyardee business (see Note 7) and proceeds from the issuance of the Senior Unsecured Notes (see Note 4). 2024 Term Loan In the fourth quarter of fiscal 2024, we entered into an unsecured Term Loan Agreement with a financial institution (the 2024 Term Loan Agreement), borrowing an aggregate principal amount of $300.0 million (the 2024 Term Loan) w …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

13. SHARE-BASED PAYMENTS In accordance with stockholder-approved equity incentive plans, we grant stock-based compensation awards, including restricted stock units, performance shares, performance-based restricted stock units, and stock options. The shares delivered upon vesting or lapse of restriction under any such arrangement may consist, in whole or part, of treasury stock or authorized but unissued stock, not reserved for any other purpose. On September 14, 2023, our stockholders approved the Conagra Brands, Inc. 2023 Stock Plan (the Plan). The Plan authorizes the issuance of up to 17.4 million shares of Conagra Brands common stock. In addition to the shares under the 2023 Stock Plan, certain shares of Conagra Brands common stock subject to outstanding awards under predecessor stock plans that expire, lapse, are cancelled, terminated, forfeited, otherwise become unexercisable, or are settled for cash are available for issuance. At May 31, 2026, approximately 11.3 million shares remained reserved for granting new share-based awards. Share Unit Awards In accordance with stockholder-approved equity incentive plans, we grant awards of restricted stock units (share units) to employees and directors. These awards generally have requisite service periods of three years. Under each such award, stock is issued without direct cost to the employee. We estimate the fair value of the share units based upon the market price of our stock at the date of grant. Certain share unit grants …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

19. FAIR VALUE MEASUREMENTS Financial Accounting Standards Board guidance establishes a three-level fair value hierarchy based upon the assumptions (inputs) used to price assets or liabilities. The three levels of inputs used to measure fair value are as follows: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities, Level 2 Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets, and Level 3 Unobservable inputs reflecting our own assumptions and best estimate of what inputs market participants would use in pricing the asset or liability. The fair values of our Level 2 derivative instruments were determined using valuation models that use market observable inputs including both forward and spot prices for currencies and commodities. Derivative assets and liabilities included in Level 2 primarily represent commodity and foreign currency option and forward contracts. The following table presents our financial assets and liabilities measured at fair value on a recurring basis, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2026: Level 1 Level 2 Level 3 Total Assets: Derivative assets $ 3.1 $ 1.6 $ $ 4.7 Deferred compensation assets 6.6 6.6 Available-for-sale debt securities 2.0 2.0 Total assets $ 9.7 $ 1.6 $ 2.0 $ 13.3 Liabilities: Derivat …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

9. GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS The change in the carrying amount of goodwill for fiscal 2026 and 2025, excluding amounts classified as held for sale (see Note 7), was as follows: Grocery & Refrigerated & Snacks Frozen 1 International Foodservice Total Balance as of May 26, 2024 $ 4,486.8 $ 4,916.6 $ 202.4 $ 720.1 $ 10,325.9 Currency translation (0.3) (0.3) Acquisitions 176.3 176.3 Balance as of May 25, 2025 $ 4,663.1 $ 4,916.6 $ 202.1 $ 720.1 $ 10,501.9 Currency translation (0.2) (0.2) Impairments (2,382.4) (2,382.4) Balance as of May 31, 2026 $ 4,663.1 $ 2,534.2 $ 201.9 $ 720.1 $ 8,119.3 1 The carrying amounts of goodwill within the Refrigerated & Frozen segment as of both May 31, 2026 and May 25, 2025 were net of accumulated impairment losses of $3.05 billion and $668.2 million, respectively. Other identifiable intangible assets, excluding amounts classified as held for sale, were as follows: 2026 2025 Gross Carrying Accumulated Gross Carrying Accumulated Amount Amortization Amount Amortization Non-amortizing intangible assets Brands and trademarks $ 1,253.3 $ $ 1,800.5 $ Amortizing intangible assets Customer relationships and intellectual property 1,215.7 638.3 1,215.9 595.3 $ 2,469.0 $ 638.3 $ 3,016.4 $ 595.3 2026 Goodwill and Indefinite-Lived Intangible Asset Impairment Testing During the second quarter of fiscal 2026, we identified triggering events requiring an interim goodwill impairment assessment of certain reporting units and certa …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

14. PRE-TAX INCOME AND INCOME TAXES Pre-tax income (loss) (including equity method investment earnings) consisted of the following: 2026 2025 2024 United States $ (1,912.5) $ 1,047.1 $ 538.4 Foreign 88.1 109.1 71.8 $ (1,824.4) $ 1,156.2 $ 610.2 The provision for income taxes included the following: 2026 2025 2024 Current Federal $ 141.1 $ 171.7 $ 281.2 State 32.3 28.1 46.1 Foreign 27.4 28.0 28.3 200.8 227.8 355.6 Deferred Federal (61.7) (207.5) (66.7) State (12.3) (14.7) (17.6) Foreign (35.0) (1.9) (8.8) (109.0) (224.1) (93.1) $ 91.8 $ 3.7 $ 262.5 Income taxes computed by applying the U.S. Federal statutory rates to income (loss) before income taxes are reconciled to the provision for income taxes set forth in the Consolidated Statements of Operations as follows: 2026 2025 2024 Amount Percent Amount Percent Amount Percent U.S. federal statutory income tax rate $ (383.1) 21.0% $ 242.8 21.0% $ 128.1 21.0% Domestic federal Tax credits Foreign tax credit (1.3) 0.1% (16.0) (1.4)% (1.2) (0.2)% Other (9.6) 0.5% (9.3) (0.8)% (5.8) (0.9)% Nontaxable and nondeductible items Goodwill impairments 478.6 (26.2)% 1.7 0.1% 102.1 16.7% Other 8.4 (0.5)% (1.9) (0.2)% 0.8 0.1% Cross-border tax laws (2.3) 0.1% (2.7) (0.2)% (3.3) (0.5)% Changes in valuation allowances 5.3 (0.3)% (222.8) (19.3)% 0.4 0.1% Other - 0.0% 1.7 0.1% 2.1 0.3% Domestic state and local income taxes, net of federal effect 20.0 (1.1)% 11.7 1.0% 24.5 4.0% Foreign tax effects Canada Withholding tax 0.5 (0.0)% 2.0 0.2% 10.8 1.8% …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

4. LONG-TERM DEBT May 31, 2026 May 25, 2025 5.4% senior debt due November 2048 $ 1,000.0 $ 1,000.0 4.65% senior debt due January 2043 176.7 176.7 6.625% senior debt due August 2039 91.4 91.4 5.3% senior debt due November 2038 1,000.0 1,000.0 5.75% senior debt due August 2035 500.0 8.25% senior debt due September 2030 300.0 300.0 5.0% senior debt due August 2030 500.0 4.85% senior debt due November 2028 1,300.0 1,300.0 7.0% senior debt due October 2028 382.2 382.2 1.375% senior debt due November 2027 1,000.0 1,000.0 6.7% senior debt due August 2027 9.2 9.2 7.125% senior debt due October 2026 262.5 262.5 5.3% senior debt due October 2026 500.0 500.0 4.6% senior debt due November 2025 1,000.0 0.89% to 13.22% lease financing obligations due on various dates through 2043 240.4 267.2 Total face value of debt 7,262.4 7,289.2 Unamortized fair value adjustment 16.1 16.9 Unamortized discounts (13.6) (14.7) Unamortized debt issuance costs (30.7) (28.5) Less current installments (778.2) (1,028.8) Total long-term debt $ 6,456.0 $ 6,234.1 The aggregate minimum principal maturities of the long-term debt for each of the five fiscal years following May 31, 2026 are as follows: 2027 $ 778.8 2028 1,025.9 2029 1,699.3 2030 19.0 2031 818.0 Senior Notes In the second quarter of fiscal 2026, we repaid the entire outstanding $1.00 billion aggregate principal amount of our 4.60% senior unsecured notes on their maturity date of November 1, 2025. The repayment was funded by using the net proceeds from …

LongTermDebtTextBlock · excerpt; the full note is in the filing

New Accounting Standards In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures , to provide more detailed income tax disclosure requirements. The guidance requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as information on income taxes paid. We adopted this ASU in the fourth quarter of fiscal 2026 and added certain disclosures to Note 14, Pre-tax Income and Income Taxes . The disclosures were applied retrospectively and impacted all prior periods presented. …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

18. PENSION AND POSTRETIREMENT BENEFITS We have defined benefit retirement plans (pension plans) for eligible salaried and hourly employees. Benefits are based on years of credited service and average compensation or stated amounts for each year of service. We also sponsor postretirement plans which provide certain medical and dental benefits to qualifying U.S. employees. Effective August 1, 2013, our defined benefit pension plan for eligible salaried employees was closed to new hire salaried employees. New hire salaried employees will generally be eligible to participate in our defined contribution plan. During fiscal 2026, in connection with the termination and settlement of a pension plan for the benefit of certain hourly employees, we transferred $40.3 million of our U.S. defined benefit pension plan obligations to an insurance company through the purchase of an irrevocable group annuity contract. The group annuity contract was purchased and funded directly from the assets of our pension plans, resulting in an immaterial actuarial loss in other comprehensive income. As a result of this transaction, we recognized a noncash pre-tax settlement loss of $2.7 million in pension and postretirement non-service income in the fourth quarter of fiscal 2026. During fiscal 2025, we transferred $760.6 million of our U.S. defined benefit pension plan obligations to an insurance company through the purchase of an irrevocable group annuity contract (the U.S. buy-out contract). This includ …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

3. RESTRUCTURING ACTIVITIES Optimization and Transformation Initiatives We regularly evaluate our operations for ways to increase efficiencies and optimize our investments. Initiatives designed to achieve our efficiency goals may take a year or more to complete and result in various restructuring charges as a result of accelerated depreciation, asset write-offs, and exit costs including severance, lease and other contract termination charges, and disposal costs. In fiscal 2026, we approved initiatives designed to optimize and enhance our supply chain network related to our frozen fried chicken products. We expect these initiatives will result in approximately $34 million of restructuring charges within the Refrigerated & Frozen segment, of which approximately $12 million will be cash. These charges are expected to consist of approximately $22 million of accelerated depreciation and asset write-offs and $12 million of other costs within SG&A. We recognized charges of $13.4 million in fiscal 2026, which is also the cumulative amount incurred to date. We expect these initiatives to be completed by the end of fiscal 2028. Subsequent to the end of fiscal 2026, management approved a multi-year transformation initiative (Project Catalyst) that seeks to simplify and modernize our operations through process redesign, technology adoption, and organizational optimization to accelerate growth, improve productivity, and enhance cash flow performance. We anticipate that we may inve …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

20. BUSINESS SEGMENTS AND RELATED INFORMATION We reflect our results of operations in four reporting segments: Grocery & Snacks, Refrigerated & Frozen, International, and Foodservice. The Grocery & Snacks reporting segment principally includes branded, shelf-stable food products sold in various retail channels in the United States. The Refrigerated & Frozen reporting segment includes branded, temperature-controlled food products sold in various retail channels in the United States. The International reporting segment principally includes branded food products, in various temperature states, sold in various retail and foodservice channels outside of the United States. The Foodservice reporting segment includes branded and customized food products, including meals, entrees, sauces, and a variety of custom-manufactured culinary products packaged for sale to restaurants and other foodservice establishments primarily in the United States. We do not aggregate operating segments when determining our reporting segments. Our chief operating decision maker (CODM) is identified as our Chief Executive Officer. Our CODM uses segment operating profit in the annual plan and forecasting process and considers year-over-year performance when making decisions about allocating resources to our segments. The CODM also uses segment operating profit as an input to the overall compensation measures under our incentive compensation plans. We believe it is appropriate to disclose this …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Fiscal Year The fiscal year of Conagra Brands, Inc. (Conagra Brands, Company, we, us, or our) ends the last Sunday in May. The fiscal years for the consolidated financial statements presented consist of a 53-week period for fiscal 2026 and 52-week periods for fiscal 2025 and 2024. Basis of Consolidation The consolidated financial statements include the accounts of Conagra Brands, Inc. and all majority-owned subsidiaries. All significant intercompany investments, accounts, and transactions have been eliminated. Investments in Unconsolidated Affiliates The investments in, and the operating results of, 50%-or-less-owned entities not required to be consolidated are included in the consolidated financial statements on the basis of the equity method of accounting. We review our investments in unconsolidated affiliates for impairment whenever events or changes in business circumstances indicate that the carrying amount of the investments may not be fully recoverable. Evidence of a loss in value that is other than temporary includes the absence of an ability to recover the carrying amount of the investment, the inability of the investee to sustain an earnings capacity that would justify the carrying amount of the investment, or, where applicable, estimated sales proceeds which are insufficient to recover the carrying amount of the investment. Managements assessment as to whether any decline in value is other than temporary is based on our …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

12. CAPITAL STOCK The total number of shares we are authorized to issue is 1,218,050,000 shares, which shares may be issued as follows: 1,200,000,000 shares of common stock, par value $5.00 per share; 150,000 shares of Class B Preferred Stock, par value $50.00 per share; 250,000 shares of Class C Preferred Stock, par value $100.00 per share; 1,100,000 shares of Class D Preferred Stock, no par value per share; and 16,550,000 shares of Class E Preferred Stock, no par value per share. There were no preferred shares issued or outstanding as of May 31, 2026. We have repurchased our shares of common stock from time to time after considering market conditions and in accordance with repurchase limits authorized by our Board. We repurchased 0.8 million shares of our common stock for approximately $15.0 million in fiscal 2026 and 2.1 million shares of our common stock for approximately $64.0 million in fiscal 2025.

StockholdersEquityNoteDisclosureTextBlock

12. CONTINGENCIES Litigation Matters We are party to a number of matters asserting product liability claims against the Company related to certain Pam and other cooking spray products. We have denied liability, however, we cannot predict with certainty the results of these actions. To date, the Company has settled all but a few of these matters. Pursuant to these settlements, the Company paid an aggregate of $141.1 million in fiscal 2026 and made an additional $44.3 million payment in the first quarter of fiscal 2027. The Company believes adequate provision has been made in its Condensed Consolidated Financial Statements for all probable and reasonably estimable losses for this litigation based on information available to us at the time of our evaluation. In the third quarter of fiscal 2026, in a lawsuit related to a consumers personal injury allegedly from exposure to diacetyl from Pam butter flavored cooking spray, a jury entered a verdict against the Company for $25 million, which was reduced, following post-trial motions, to a $22.9 million final judgement in the first quarter of fiscal 2027. The Company has filed an appeal. The Company believes adequate provision has been made in its Condensed Consolidated Financial Statements for all probable and reasonably estimable losses from this lawsuit based on information available to us at the time of our evaluation. Additionally, we have put the applicable insurance carriers on notice and are pursuing available insurance covera …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

8. SHARE-BASED PAYMENTS For the first quarter of fiscal 2027 and 2026, we recognized total stock-based compensation expense (including restricted stock units and performance shares) of $14.3 million and $19.6 million, respectively. In the first quarter of fiscal 2027, we granted 4.2 million restricted stock units at a weighted average grant date price of $14.70 per share unit and 1.2 million performance shares at a weighted average grant date price of $14.83 per share. Performance shares are granted to selected executives and other key employees with vesting contingent upon meeting various Company-wide performance goals. The performance goals for the three -year performance periods ending in fiscal 2027 (the 2027 performance period), fiscal 2028 (the 2028 performance period), and fiscal 2029 (the 2029 performance period) are based on our net sales and diluted earnings per share on a three-year cumulative basis, subject to certain adjustments, measured over the defined performance periods. For each of the 2027, 2028, and 2029 performance periods, the awards actually earned will range from zero to two hundred percent of the relevant target number of performance shares. Awards, if earned, will be paid in shares of our common stock. Dividend equivalents are paid on the portion of performance shares actually earned at our regular dividend rate in additional shares of common stock. Subject to limited exceptions set forth in our performance share agreements, any shares earned will b …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

15. FAIR VALUE MEASUREMENTS Financial Accounting Standards Board guidance establishes a three-level fair value hierarchy based upon the assumptions (inputs) used to price assets or liabilities. The three levels of inputs used to measure fair value are as follows: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities, Level 2 Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets, and Level 3 Unobservable inputs reflecting our own assumptions and best estimate of what inputs market participants would use in pricing the asset or liability. The fair values of our Level 2 derivative instruments were determined using valuation models that use market observable inputs including both forward and spot prices for currencies and commodities. Derivative assets and liabilities included in Level 2 primarily represent commodity and foreign currency option and forward contracts. The following table presents our financial assets and liabilities measured at fair value on a recurring basis, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of August 30, 2026: Level 1 Level 2 Level 3 Net Value Assets: Derivative assets $ 5.4 $ 3.2 $ $ 8.6 Deferred compensation assets 6.4 6.4 Total assets $ 11.8 $ 3.2 $ $ 15.0 Liabilities: Derivative liabilities $ $ 1.3 $ $ 1.3 Deferre …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

6. GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS The change in the carrying amount of goodwill for the first quarter of fiscal 2027 was as follows: Grocery & Snacks Refrigerated & Frozen 1 International Foodservice Total Balance as of May 31, 2026 $ 4,663.1 $ 2,534.2 $ 201.9 $ 720.1 $ 8,119.3 Currency translation (0.4) (0.4) Balance as of August 30, 2026 $ 4,663.1 $ 2,534.2 $ 201.5 $ 720.1 $ 8,118.9 1 The carrying amounts of goodwill within the Refrigerated & Frozen segment as of both August 30, 2026 and May 31, 2026 were net of accumulated impairment losses of $3.05 billion. See Note 9, Goodwill and Other Identifiable Intangible Assets , to the financial statements contained in our Annual Report on Form 10-K for the fiscal year ended May 31, 2026 for further information. Other identifiable intangible assets were as follows: August 30, 2026 May 31, 2026 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Non-amortizing intangible assets Brands and trademarks $ 1,253.3 $ $ 1,253.3 $ Amortizing intangible assets Customer relationships and intellectual property 1,215.5 649.0 1,215.7 638.3 $ 2,468.8 $ 649.0 $ 2,469.0 $ 638.3 Goodwill and Indefinite-Lived Intangible Assets The Refrigerated & Frozen reporting unit and certain of our indefinite lived intangibles were written down to fair value as of the end of fiscal 2026, resulting in zero excess fair value over carrying amount, and, as a result, will have a heightened r …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

11. INCOME TAXES In the first quarter of fiscal 2027 and 2026, we recognized income tax expense of $58.6 million and $124.6 million, respectively. The effective tax rate (calculated as the ratio of income tax expense to pre-tax income, inclusive of equity method investment earnings) was 25.2% and 43.1% for the first quarter of fiscal 2027 and 2026, respectively. The effective tax rate in the first quarter of fiscal 2027 reflected $3.8 million of tax expense related to stock-based compensation due to the decline in our stock price. The effective tax rate in the first quarter of fiscal 2026 was negatively impacted by non-deductible goodwill related to the divestiture of the Chef Boyardee , Mrs. Pauls , and Van de Kamps businesses. This resulted in $62.8 million of tax expense being recognized on a pre-tax gain of $42.4 million. Additionally, $5.5 million of tax expense was recognized related to stock-based compensation due to the decline in our stock price. …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

4. DEBT AND REVOLVING CREDIT FACILITY Senior Notes During the first quarter of fiscal 2027, we issued $500.0 million aggregate principal amount of 5.40% senior unsecured notes due August 1, 2031. During the second quarter of fiscal 2026, we repaid the entire outstanding $1.00 billion aggregate principal amount of our 4.60% senior unsecured notes on their maturity date of November 1, 2025. The repayment was funded by using the net proceeds from the issuance of $500.0 million aggregate principal amount of 5.00% senior unsecured notes due August 1, 2030 and $500.0 million aggregate principal amount of 5.75% senior unsecured notes due August 1, 2035 (the Notes), along with the issuance of commercial paper and operating cash flows. Term Loans During the first quarter of fiscal 2026, we prepaid the $200.0 million aggregate principal amount outstanding under the unsecured term loan entered into with a financial institution in fiscal 2025 utilizing a portion of the proceeds received in connection with the sale of our Chef Boyardee business (see Note 2) and proceeds from the issuance of the Notes discussed above. During the first quarter of fiscal 2026, we prepaid the $300.0 million aggregate principal amount outstanding under the unsecured term loan entered into with a financial institution in fiscal 2024 utilizing a portion of the proceeds received in connection with the sale of our Chef Boyardee business (see Note 2) and proceeds from the issuance of the Notes discussed above. Revo …

LongTermDebtTextBlock · excerpt; the full note is in the filing

Recently Issued Accounting Pronouncements and Disclosure Rules In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , to provide disaggregated disclosures of specific expense categories underlying certain income statement expense line items on an annual and interim basis. The disclosure requirements will be applied on a prospective basis, with the option to apply it retrospectively. The effective date for the standard is for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. We are in the process of analyzing the impact of the ASU on our related disclosures. In September 2025, the FASB issued ASU 2025-06, Intangibles Goodwill and Other Internal-Use Software , to modernize the outdated guidance for accounting for software costs by aligning the accounting with how software is developed today. The effective date for the standard is for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU should be applied either prospectively, retrospectively, or utilizing a modified transition approach. We are in the process of analyzing the impact of the ASU on our consolidated financial statements and related disclosures. In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815) , to more closely align financial reporting with the econom …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

13. PENSION AND POSTRETIREMENT BENEFITS We have defined benefit retirement plans (pension plans) for eligible salaried and hourly employees. Benefits are based on years of credited service and average compensation or stated amounts for each year of service. We also sponsor postretirement plans which provide certain medical and dental benefits to qualifying U.S. employees. Components of pension and postretirement plan costs (benefits) are: Pension Plans Thirteen Weeks Ended August 30, 2026 August 24, 2025 Service cost $ 1.4 $ 1.4 Interest cost 21.0 22.0 Expected return on plan assets (26.5) (27.8) Amortization of prior service cost 0.4 0.4 Pension cost (benefit) Company plans (3.7) (4.0) Pension cost (benefit) multi-employer plans 2.0 2.3 Total pension cost (benefit) $ (1.7) $ (1.7) Postretirement Plans Thirteen Weeks Ended August 30, 2026 August 24, 2025 Interest cost 0.5 0.6 Amortization of prior service cost (benefit) (0.5) (0.4) Recognized net actuarial gain (0.8) (0.9) Total postretirement cost (benefit) $ (0.8) $ (0.7) The Company uses a split discount rate (spot-rate approach) for the U.S. plans and certain foreign plans. The spot-rate approach applies separate discount rates for each projected benefit payment in the calculation of pension service and interest cost. The weighted-average discount rates for service and interest costs under the spot-rate approach used for pension cost in fiscal 2027 were 5.93% and 5.20%, respectively. During the first quarter of fiscal 202 …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

3. RESTRUCTURING ACTIVITIES See our Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2026 for additional information on our restructuring activities. Optimization and Transformation Initiatives We regularly evaluate our operations for ways to increase efficiencies and optimize our investments. Initiatives designed to achieve our efficiency goals may take a year or more to complete and result in various restructuring charges as a result of accelerated depreciation, asset write-offs, and exit costs including severance, lease and other contract termination charges, and disposal costs. In fiscal 2026, we approved initiatives designed to optimize and enhance our supply chain network related to our frozen fried chicken products. We expect these initiatives will result in approximately $85 million of restructuring charges within the Refrigerated & Frozen segment, of which approximately $21 million will be cash. These charges are expected to consist of approximately $64 million of accelerated depreciation and asset write-offs and $21 million of other costs within Selling, general and administrative (SG&A) expenses. We recognized charges of $3.1 million in the first quarter of fiscal 2027 and incurred cumulative charges of $16.5 million ($7.5 million of cash charges and $9.0 million of non-cash charges) through the end of the first quarter of fiscal 2027. We expect these initiatives to be completed …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

16. BUSINESS SEGMENTS AND RELATED INFORMATION We reflect our results of operations in four reporting segments: Grocery & Snacks, Refrigerated & Frozen, International, and Foodservice. The Grocery & Snacks reporting segment principally includes branded, shelf-stable food products sold in various retail channels in the United States. The Refrigerated & Frozen reporting segment includes branded, temperature-controlled food products sold in various retail channels in the United States. The International reporting segment principally includes branded food products, in various temperature states, sold in various retail and foodservice channels outside of the United States. The Foodservice reporting segment includes branded and customized food products, including meals, entrees, sauces, and a variety of custom-manufactured culinary products packaged for sale to restaurants and other foodservice establishments primarily in the United States. We do not aggregate operating segments when determining our reporting segments. Our chief operating decision maker (CODM) is identified as our Chief Executive Officer. Our CODM uses segment operating profit in the annual plan and forecasting process and considers year-over-year performance when making decisions about allocating resources to our segments. The CODM also uses segment operating profit as an input to the overall compensation measures under our incentive compensation plans. We believe it is appropriate to disclose this …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying Condensed Consolidated Financial Statements of Conagra Brands, Inc. (the Company, Conagra Brands, we, us, or our) have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) for interim financial information and with the rules and regulations for reporting on Form 10-Q. Accordingly, they do not include certain information and disclosures required for comprehensive financial statements. The unaudited financial information reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations, financial position, and cash flows for the periods presented. All adjustments are of a normal recurring nature. The results of operations for any quarter or a partial fiscal year period are not necessarily indicative of the results to be expected for other periods or the full fiscal year. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2026. There were no significant changes to our accounting policies from those disclosed in Note 1, Summary of Significant Accounting Policies , to the Consolidated Financial Statements in that Form 10-K. Recently Issued Accounting Pronouncements and Disclosure Rules In November 2024, the FASB issued ASU 2024-03, Disaggregation of Incom …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

14. STOCKHOLDERS EQUITY The following table presents a reconciliation of our stockholders equity accounts for the thirteen weeks ended August 30, 2026: Conagra Brands, Inc. Stockholders' Equity Accumulated Additional Other Common Common Paid-in Retained Comprehensive Treasury Total Shares Stock Capital Earnings Income Stock Equity Balance at May 31, 2026 584.2 $ 2,921.2 $ 2,316.1 $ 4,171.7 $ 7.4 $ (3,058.8) $ 6,357.6 Stock option and incentive plans (54.0) (0.9) 56.7 1.8 Currency translation adjustments (0.4) (0.4) Repurchase of common shares (44.0) (44.0) Derivative adjustments 0.4 0.4 Pension and postretirement healthcare benefits (0.8) (0.8) Dividends declared on common stock; $0.175 per share (84.0) (84.0) Net income 174.3 174.3 Balance at August 30, 2026 584.2 $ 2,921.2 $ 2,262.1 $ 4,261.1 $ 6.6 $ (3,046.1) $ 6,404.9 The following table presents a reconciliation of our stockholders equity accounts for the thirteen weeks ended August 24, 2025: Conagra Brands, Inc. Stockholders' Equity Accumulated Additional Other Common Common Paid-in Retained Comprehensive Treasury Total Shares Stock Capital Earnings Income Stock Equity Balance at May 25, 2025 584.2 $ 2,921.2 $ 2,347.2 $ 6,759.1 $ 16.3 $ (3,111.1) $ 8,932.7 Stock option and incentive plans (60.2) 61.1 0.9 Currency translation adjustments 1.1 1.1 Repurchase of common shares (15.0) (15.0) Derivative adjustments (0.4) (0.4) Pension and postretirement healthcare benefits (0.3) (0.3) Dividends declared on common stock; $0.35 …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing