POST 10-K & 10-Q changes, risk factors and insider trading

In addition to the factors discussed elsewhere in this report, the following risks and uncertainties, some of which have occurred and any of which may occur in the future, could have a material adverse effectimpacts on our businesses, financial condition, results of operations and cash flows. Although the risks below are organized by heading, and each risk is described separately, many of the risks are interrelated. While we believe we have identified and discussed below the material risks to us, additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our businesses, financial condition, results of operations and cash flows.

DisruptionIncreased costs for our inputs, including ingredients, packaging, energy or other supplies, or freight, or limited availability of oursuch supplyinputs chainor freight, could havenegatively an adverse effect onimpact our businesses, financial condition, results of operations and cash flows.

Many of our business activities are subject to a variety of agricultural risks, including agricultural diseases and pests, which can adversely affect the quality and quantityavailability of the raw materials we use and the products we produce and distribute (or have produced or distributed by third parties), as well as increase the costsvolatility ofin production.our raw materials costs. Any actual or potential contamination of our products could result in product recalls, market withdrawals, product detentions, safety alerts, cessation of manufacturing or distribution or, if we fail to comply with applicable FDA, USDA or other U.S. or international regulatory authority requirements, enforcement actions. We also could be subject to product liability claims, adverse publicity or reputational harm if any of our products are alleged to have caused illness or injury. Further, when the increased costs for raw materials result in increased prices for our products, our businesses could be impacted by reduced demand for our products or governmental investigations.

HPAI periodically affects the domestic poultry industry, leading to hen deaths. In fiscal 2015, an HPAI outbreak occurred in the Midwest of the U.S., affecting a substantial portion of our owned and third-party contracted flocks and materially impacting our financial results. In addition, in recent fiscal 2022,years, 2023including andfiscal 2024,2025, we werehave been impacted by outbreaks of HPAI. Although we utilize biosecurity measures at our layer hen locations to protect against disease exposures,exposures and similar measures are used for our third-party contracted flocks, if our facilitiesfacilities, or if any of our third-party contracted flocks, are exposed to diseases and pests,HPAI, such exposure could in the future affect a substantial portion of our production facilities in any year and have a material adverse effectimpacts on our businesses, financial condition, results of operations and cash flows. In addition, diseases affecting livestock occasionally impact sow supply, which could adversely affect our businesses, financial condition, results of operations and cash flows.

DeteriorationDisruption of generalour macroeconomicsupply conditionschain could harmhave an adverse impact on our businesses, financial condition, results of operations and cash flows.

We have in the past been and continue to be adversely affected by changes in macroeconomic conditions,conditions and other conditions and events resulting in economic or financial market uncertainty or business disruption, which may from time to time include inflation, new or increased tariffs or other trade restrictions, reduced consumer confidence or spending rates, the negative impacts caused by animal health crises (such as HPAI outbreaks), supply chain challenges, labor shortages, increased unemployment, heightened interest rates, decreased availability of capital, volatility in financial markets, slow economic growth, recessions, decreased energy availability and increased energy costs (including fuel surcharges), changes in governmental administrations,administrations or regulatory priorities, geopolitical events or tensions,tensions (including the negativetensions impactsbetween causedthe byU.S. and China), war or armed hostilities (including the conflicts in Ukraine and the Middle East), terrorism or other acts of violence, government shutdowns, the negative impacts caused by public health crises (such as the COVID-19 pandemic),crises, foreign currency exchange rate volatility and adverse changes in tax laws or rates, and the effects of governmental initiativesresponses to manage economicsuch conditions.conditions or events.

The impacts of adverse macroeconomicsuch conditions or events from time to time include:

•fluctuations in consumer demand, including consumers shifting purchases from branded to lower-priced private label or other value products, shifting purchases from traditional retail outlets to mass merchandisers and dollar stores or forgoing certain purchases altogether, which from time to time result in loss of our category share or sales volume or a shift in our product mix to lower margin offeringsofferings, or decreases in away-from-home demand, which during the COVID-19 pandemic materially impacted our Foodservice segment;

•increased uncollectible receivables or non-performance due to the financial instability of our customers, suppliers, distributorsdistributors, third-party manufacturers or financial institutions or other counterparties;

•increases in the cost or difficulty of obtaining debt or equity financing to fund operations or investment opportunities, or to refinance our debt in the future, in each case on terms and within a time period acceptable to us; and

•decreases in the fair value of our fixed rate debt and increases in interest expense on our variable rate debt.debt;

We may not be able to operate successfully if we lose the services of key employees or are unable to recruit, hire, retain and develop a qualified workforce.workforce or if we lose the services of key employees.

Our employees are criticalability to achieve our success.operating Wegoals depends upon our ability to recruit, hire, retain and develop a workforce with the appropriate skills to operate and expand our businesses. In addition, we depend upon the skills, working relationships and continued services of key employees, including members of our senior management team. In addition, our ability to achieve our operating goals depends upon our ability to recruit, hire, retain and develop a qualified workforce to operate and expand our businesses. We compete with other companies both within and outside of our industry for skilled and talented people. In recent years, wehiring haveand experiencedretaining employees with the necessary technical skills and upskilling our current workforce has been challenging. Additionally, the hiring environment has evolved to require our response to an increasingly competitive employment environment, including increased demand for greater flexibility and control over work schedules and locations and greater expectations around investment in career paths, learning and development,development. Failure to hire and retain or otherwise develop a skilled workforce could have material adverse impacts on us. Further, from time to time, we may face sudden and unforeseen challenges in the availability of labor, such as we experiencedresulting in fiscalmaterial 2022adverse andimpacts 2023,on or the retention of our workforce.us. Activities relating to recruiting, hiring, integrating and training our workforce also may require significant time and expense. Additionally, in recent years, we have been undergoing various network optimization projects, which have resulted or will result in workforce reductions of selected workers. If we fail to retain the necessary employees during and because of these projects, it could have material adverse impacts on our operations.

Further, we may lose the services of a member of our senior management team or another key employeeemployee, mayincluding find it necessarydue to take a leave of absence due tofor medical or other reasons. Our President and Chief Executive Officer took medical leave at the beginning of fiscal 2024, and our Executive Vice President and Chief Operating Officer served as our Interim President and Chief Executive Officer during such medical leave. While this leave ended and our officers resumed their regular roles in January 2024, any further transition, or any future loss of services of any key employee, including one or more members of our senior management team, could materially adversely impact our businesses, financial condition, results of operations and cash flows, significantly delay or prevent the achievement of our strategic objectives and operating goals and cause volatility in our stock price. In addition, our Executive Vice President and Chief Operating Officer announced his intention to retire in January 2026, and we announced a succession plan for his position. The effectiveness of our succession plan for this transition, or the failure to develop adequate succession plans in the future, could have material adverse impacts on us.

Unsuccessful implementation of business strategies to improve operating efficiency or reduce costs, or unintended consequences of the implementation of such strategies, may adversely affect our businesses, strategic plans, financial condition, results of operations and cash flows.

ManyAs many of our costs, such as raw materials, energy, other supplies and freight, are impacted by factors that are outside of our control. Therefore,control, to offset any increases in such costs, we must seek to reduce costs in other areas, such as through projects to increase operating efficiency.efficiency or eliminate redundant costs. In addition, we from time to time pursue such projects in response to reduced consumer demand or category declines. If we are not able to complete projects designed to reduce costs andor increase operating efficiencyefficiency, including network optimization projects, on time or within budget, or if the implementation of these projects does not result in the anticipated cost savings, synergies or other benefits or results in unintended consequences, such as business disruptions, distraction of management and employeesemployees, adverse impacts on existing relationships with customers or suppliers or reduced productivity, or if costs continue to increase as a result of factors beyond our control or we are unable to address declines in consumer demand or category declines, our businesses, strategic plans, financial condition, results of operations and cash flows may be materially adversely impacted. Labor shortages, inflation and equipment and materials shortages have in the past adversely affected and may in the future adversely affect our ability to complete planned capital projects.projects Future disruptions or uncertainties for a sustained period ofon time could result in additional delays or modifications to our strategic plans and otherwithin initiatives or impact our ability to complete projects to reduce costs or improve efficiency on planned timelines, the impacts of which could be material. If the cost-saving initiatives we have implemented, or any future cost-saving initiatives, do not generate the expected cost savings and synergies, our businesses, financial condition, results of operations and cash flows may be adversely affected.budget.

Our reputation could be adversely affected by a number of factors, including adverse publicity or negative perceptions (whether or not valid) about us, our business practices, brands, products, ingredients, packaging,packaging materials, sponsorship or endorsement relationships, directors, employees or third-party suppliers, manufacturers, licensors or licensees (including those that license third-party trademarks that we license), others in our supply chain or the food and beverage or pet food industries generally, our failure to maintain the quality of our products, the failure of our products to deliver consistently positive consumer experiences, concerns about food safety, real or perceived health concerns regarding our products, real or perceived concerns regarding animal welfare, lawsuits filed against us or our third-party suppliers, manufacturers, licensors or licensees, our products becoming unavailable to consumers, consumer perceptions that we or our directors, employees or third-party suppliers, manufacturers, licensors or licensees have acted in an irresponsible or misleading manner, unethically or in violation of law (including with respect to human rights, child labor, materials sourcing, workplace conditions or employee health and safety), anythe failuremanner orand perceived failureextent to achievewhich sufficientwe address various environmental, social and governance performancematters or anyour failure or perceived failure to act in a manner consistent with evolving stakeholder expectations. InNegative addition, negative perceptions of the food and beveragesocial or pet food industries in their entirety, or segments of the food and beverage or pet food industries in which we operate, may heighten attention from consumers, third parties, the media, governments, our shareholders and other stakeholders and could adversely affect our reputation. The use of social and digital media increases the speed and extent that information or misinformation and opinions can be shared. Negative social media posts or comments or negative information contained in shopping, health or product evaluation applications (whether or not valid) about us, our business practices, brands, products, ingredients, packaging,packaging materials, sponsorship or endorsement relationships, directors, employees or third-party suppliers, manufacturers, licensors or licensees, others in our supply chain or the food and beverage or pet food industries generally in the media could damage our brands and reputation. Placement of our advertisements in digital media may also result in damage to our reputation if any such media experiences negative publicity. In addition, our brands may be associated with or appear alongside harmful content before these platforms or our own social media monitoring can detect the issue. The harm resulting from such incidents may be immediate, and we may not be afforded an opportunity for redress or correction. If we do not maintain favorable perceptions of our Company or brands or if we experience a loss of confidence in us or our products, our businesses, financial condition, results of operations and cash flows could be materially adversely impacted.

Information technology is critically important to our operations. We rely on information technology networks and systems to process, transmit and store operating and financial information, to comply with regulatory, legal and tax requirements and to manage and support our business processes and activities, including our manufacturing operations. We also depend upon our information technology infrastructure for electronic communications among our locations, personnel, customers and third-party manufacturers and suppliers. With a number of employees working remotely in our workforce, our traditional network boundaries have been extended past our physical facilities, requiring that we protect our systems and data in environments that we do not control. In addition, third parties in our supply chain and other third-party providers, including our third-party suppliers, manufacturers, distributors and service providers (“Third Parties”), could be a source of security risk to us, or cause disruptions to our normal operations, in the event of a technology failure or breach of their products, components, networks, security systems or infrastructure. Further, our increasing reliance on cloud-based and Software-as-a-Service (SaaS) solutions heightens our dependency on certain of these Third Parties, which, while this may shift certain of our operational and security risks to such Third Parties, increases our risks related to our reliance on vendor controls and adds potential concentration risk and compliance challenges. Also, the rapid evolution and adoption of artificial intelligence (“AI”), including generative AI, may amplify certain existing technology-related risks such as cybersecurity threats, data privacy concerns and intellectual property challenges.

If we do not build and sustain the proper technology infrastructure or maintain or protect the related automated and manual control processes, or if one of our Third Parties fails to provide the products or services we require, we could be subject to, among other things, billing and collection errors, business disruptions or damage resulting from such events, particularly material security breaches and cybersecurity incidents. Further, from time to time, we modernize and upgrade our information systems, including enterprise resource planning systems, which if not properly designed or implemented or if such implementations do not operate properly, could adversely impact our operations, could subject us to heightened cybersecurity risks or could adversely impact the effectiveness of our internal controls over financial reporting or our ability to adequately assess those controls in a timely manner. Our and our Third Parties’ information technology systems may be vulnerable to a variety of invasions, interruptions or malfunctions due to events beyond our or their control, including natural disasters, user error, terrorist attacks, telecommunications failures, power outages, computer viruses, issues with or errors in systems’ maintenance or security, ransomware and malware, hardware and software failures, cybersecurity incidents, hackers and other causes. Such invasions, interruptions or malfunctions could negatively impact our businesses. If any of our or our Third Parties’ significant information technology systems suffers severe damage, disruption or shutdown, including by malicious or unintentional actions of contractors or employees or by cybersecurity attacks, and our business continuity plans do not effectively resolve the issues in a timely manner, our product sales, businesses, financial condition, results of operations and cash flows may be materially and adversely affected, and we could experience delays in reporting our financial results. In addition, there is a risk of business interruption, competitive loss, litigation, violation of data privacy laws, reputational damagedamage, theft of funds and other losses from such events, including any leaks of confidential or personal information or trade secrets resulting therefrom. Furthermore, the rapid evolution and increased adoption of artificial intelligence technologies may intensify our technology-related risks. While we have insurance programs in place related to these matters, the potential liabilities associated with such events, or those that could arise in the future, could be excluded from coverage or, if covered, could exceed the coverage provided by such programs. In addition, such insurance programs are costly, and the costs could increase substantially over time.

Cyber attacks and other cybersecurity incidents are occurring more frequently, are constantly evolving in nature, especially with the public availability of generative artificial intelligence,AI, are becoming more sophisticated and are being made by individuals and groups (including criminal hackers, hacktivists, state-sponsored institutions, terrorist organizations and individuals or groups participating in organized crime) with a wide range of expertise and motives (including monetization of corporate, payment or other internal or personal data, fraud, identity theft, public embarrassment with the intent to cause financial or reputational harm, corporate or nation-state espionage, theft of trade secrets and intellectual property for competitive advantage and leverage for political, social, economic and environmental reasons). Our and our Third Parties’ networks and systems are subject to constant attempts to identify and exploit potential vulnerabilities in our and their operating environments potentially resulting in cyber intrusions, hacks or ransom attacks with intent to disrupt our and their business operations and capture, destroy, manipulate or expose various types of information relating to corporate trade secrets, customer information, vendor information and other sensitive business information, including acquisition activity, non-public financial results, employee, customer or consumer personal information and intellectual property (“General Cyber Events”). Although we have not detected a material securitycybersecurity breach to date, nor have we had a material impact resulting from a breach of one of our Third Parties, we have had and continue to experience General Cyber Events or other events of this nature and expect them to continue.

We implement and maintain systems and processes aimed at detecting and preventing information security and cybersecurity incidents, which require significant investment, maintenance and ongoing monitoring and updating as technologies and regulatory requirements change and as efforts to overcome security measures become more sophisticated. Despite our efforts, the possibility of information security and cybersecurity incidents and human error or malfeasance cannot be eliminated entirely and will evolve as new and emerging technology is deployed, including the use of generative artificial intelligenceAI and personal mobile and computing devices that are outside of our network and control environments. Risks associated with such incidents and activities include theft of funds and other monetary loss, the disruption of our operations and the unauthorized disclosure, release, gathering, monitoring, misuse, modification, loss or destruction of confidential, proprietary, trade secret or otherAn information (including account data information), the effects of which could be compounded if not detected or reported quickly. An informationsecurity or cybersecurity incident may not be detected until well after it occurs and the severity and potential impact may not be fully known for a substantial period of time after it has been discovered. For more information regarding our cybersecurity activities, refer to Item 1C of this report. In addition, we are required to comply with an increasing number of regulatory and reporting requirements related to information security and data privacy, which require significant time and resources and can impose significant challenges that are likely to continue to increase over time, particularly as additional regulatory agencies adopt similar or new requirements. Failure to comply with these requirements could result in substantial penalties or fines, regulatory proceedings, litigation and damage to our reputation, any of which could adversely affect our businesses, financial condition, results of operations and cash flows.

Labor strikes or work stoppages by our employees or employees of third parties in our supply chain could harm our businesses.

Some of our full-time production, maintenanceemployees and warehouseemployees employeesof third parties that are involved in the manufacturing, production or distribution of our products or raw materials needed to manufacture our products are covered by collective bargaining agreements. A dispute with a union or employees represented by a union couldfrom resulttime to time results in production interruptions caused by strikes or work stoppages. IfWhen a strike or work stoppage were to occur,occurs, our businesses, financial condition, results of operations and cash flows couldare befrom time to time adversely affected. In addition, we and other third parties in our supply chain periodically renegotiate the collective bargaining agreements in place at our and their respective facilities as such agreements expire. If, as such agreements expire, we or such third parties are unable to enter into new agreements on favorable terms, our businesses, financial condition, results of operations and cash flows could be adversely impacted. Further, there is no guarantee that we or third parties in our supply chain will be able to enter into new agreements in a timely manner, and if new agreements are not reached, there could be interruptions in production at the respective facilities. In addition, we could be subject to unionization efforts at our non-union facilities. Increased unionization of our workforce could lead to disruptions in our businesses, increases in our operating costs and constraints on our operating flexibility.

•Post Consumer Brands: primarily North American ready-to-eat (“RTE”) cereal,cereal and granola, pet food and peanutnut butterbutters;

On DecemberJuly 1, 2023,2025, we completed our acquisition of substantially all of the assetspreferred ofstock Perfectionand Petthe Foods,remaining LLCcommon equity interest that we did not already own in 8th Avenue Food & Provisions, Inc. (“Perfection8th Avenue”),. 8th Avenue is a manufacturer and packagerdistributor of branded and private label anddry co-manufactured pet foodpasta and bakedprivate treatlabel nut butters, granola and dried fruit and nut products, which is reported in our Post Consumer Brands segment.

•inflationary pressures on input costs across all segments of our business and impacts of tariffs (refer to the “Commodity Trends and Seasonality” section below); and

•outbreaks of highly pathogenic avian influenza (“HPAI”), which impacted our Foodservice and Refrigerated Retail segments. During both fiscal 2023, we incurred increased costs as a result of outbreaks, which were mitigated through management of volume needs with customers2024 and pricing actions. During fiscal 2024,2025, we experienced additionalvolatility in our egg supply due to continued HPAI outbreaks of HPAI; however,across the impactindustry, which are expected to continue to drive volatility and may impact our results of operations duringinto thefiscal year2026. endedThis September 30, 2024 were not material. The impact from these outbreaks, or further outbreaks in the future,trend could have a materially adverse impact on our results of operations if we are unable to mitigate the impact on our businesses.

Net sales increased $931.7$235.4 million, or 13%,3%, during the year ended September 30, 2024,2025, when compared to the prior year, driven by higher net sales within our PostFoodservice Consumer Brands and Weetabix segments,segment, partially offset by lower net sales within our FoodservicePost andConsumer Brands, Refrigerated Retail and Weetabix segments. For further discussion, refer to “Segment Results” within this section.

Operating profit increased $194.6$5.8 million, or 32%,1%, during the year ended September 30, 2024,2025, when compared to the prior year, primarily driven by higher segment profit within our Post Consumer Brands, WeetabixFoodservice and Refrigerated Retail segments and lower general corporate expenses,segments, partially offset by lower segment profit within our FoodservicePost segment.Consumer Brands and Weetabix segments, a goodwill impairment charge of $29.8 million and higher general corporate expenses. For further discussion, refer to “Segment Results” within this section.

Interest expense increased $37.4$44.9 million, or 13%,14%, for the year ended September 30, 2024,2025, when compared to the prior year. This increase was driven by higher average outstanding principal amounts of debt,debt and a higher weighted-average interest raterate, andpartially loweroffset by higher interest income compared to the prior year. Our weighted-average interest rate on our total outstanding debt was 5.1%5.3% and 4.9%5.1% for the years ended September 30, 20242025 and 2023,2024, respectively.

Loss (Gain) on Extinguishment of Debt, net

During the year ended September 30, 2023,2025, we recognized a net gainloss of $40.5$5.8 million related to the partial repurchaseredemption of our 4.50%outstanding senior notes and our 4.625%5.625% senior notes. The net gainloss included net debt discountspremiums receivedpaid of $42.9$4.4 million and the write-off of unamortized premiums of $0.9 million, offset by the write-off of debt issuance costs of $3.3$1.4 million related to our senior notes and our Third Incremental Term Loan (as defined in “Liquidity and Capital Resources” within this section).million.

Expense (Income) Expense on Swaps, net

During the years ended September 30, 20242025 and 2023,2024, we recognized expense (income) expense on swaps, net of $15.7$(6.9) million and $(39.9)$15.7 million, respectively, related to mark-to-market adjustments on our interest rate swaps. For additional information on our interest rate swaps, refer to Note 1413 within “Notes to Consolidated Financial Statements” in Item 8 of this report and “Quantitative and Qualitative Disclosures About Market Risk” in Item 7A of this report.

Net sales for the Weetabix segment increaseddecreased $31.1$1.0 million, or 6%,less than 1%, for the year ended September 30, 2024,2025, when compared to the prior year. The increase in net sales was primarilyyear, driven by 5% lower volumes. Volumes decreased primarily due to cereal category declines, the inclusionstrategic exit of tencertain monthslow-performing of Deeside net sales of $23.8 millionproducts and lower promotional activity, partially offset by increases in protein-based shakes. These negative impacts were partially offset by a favorable foreign currency exchange impact of $17.0$15.8 million.million Inand addition to these impacts,higher average net selling prices increased primarily due to the annualization of prior year price increases and decreased promotional spending compared to the prior year. Volumes increased 12%, primarily driven by the inclusion of ten months of Deeside, partially offset by volume decreases in branded products.

Segment profit increaseddecreased $9.0$8.9 million, or 12%,11%, for the year ended September 30, 2024,2025, when compared to the prior year. This increase wasyear, primarily driven by lowerhigher raw material and manufacturing costs of $5.1 million and a favorable foreign currency exchange impact of $2.8$10.3 million.

Net sales for the Foodservice segment decreasedincreased $118.8$333.9 million, or 5%,14%, for the year ended September 30, 2024,2025, when compared to the prior year. Egg product sales were downup $141.7$269.5 million, or 7%,14%, primarily driven by lower average net selling prices due to a reduction inincremental HPAI pricing and(partially offset by the pass-through of lower grain costs) and egg3% markethigher prices, partially offset by favorable product mix. Egg volumes increased 1% as a result of distribution gains.volumes. Sales of side dishes were up $14.3$15.5 million, or 5%,6%, driven by 6% higher volumes primarily due to the annualizationinclusion of priorseven year price increases taken to mitigate inflation and volume increasesmonths of 2% as a result of distribution gains.PPI. Sales of all other products were up $8.6$48.9 million.million, primarily driven by protein-based shake sales.

Segment profit decreasedincreased $41.4$91.6 million, or 12%,30%, for the year ended September 30, 2024,2025, when compared to the prior year, driven by lowerhigher net sales, as previously discussed, and higher manufacturing costs of $34.2 million. These negative impacts were partially offset by lowerhigher raw material costs of $126.9 million, primarily due to favorable grain and egg market prices compared to the prior year, and lower freight costs of $25.5$157.2 million.

Net sales for the Refrigerated Retail segment decreased $57.5$8.9 million, or 6%,1%, for the year ended September 30, 2024,2025, when compared to the prior year, primarily driven by lower side dish and cheese volumes and partially offset by higher average net selling pricesprices. acrossSales allof productside categoriesdishes decreased $21.4 million, or 4%, driven by 3% lower volumes primarily due to increasedprice promotional spending and distribution losses in egg and cheese and other dairy products. Egg product sales were down $40.7 million, or 22%, on 11% lower volumes and were incrementally impacted by unfavorable product mix.elasticities. Cheese and other dairy product sales decreased $22.7$13.9 million, or 12%, on 11% lower volumes. Sales of side dishes increased $8.5 million, or 2%,8%, driven by 2%12% higherlower volumes primarily due to distribution gains.losses. Egg product sales were up $22.1 million, or 15%, driven by incremental HPAI pricing, partially offset by 2% lower volumes. Sausage sales increased $6.1$1.7 million, or 4%,1%, ondriven 6%by higherprice volumesincreases, duepartially tooffset distributionby gains.3% lower volumes. Sales of all other products were downup $8.7$2.6 million driven by the exit of certain low-margin products.million.

Segment profit increased $6.7$12.4 million, or 10%,16%, for the year ended September 30, 2024,2025, when compared to the prior year, driven by higher average net selling prices, as previously discussed, lower manufacturingwarehousing costs of $19.5$6.3 million,million and lower freight costs of $4.0 million and lower raw material costs of $2.6$5.8 million. These positive impacts were partially offset by lower net sales, as previously discussed, and higher advertisingraw andmaterial consumer spendingcosts of $1.5$25.5 million.

General corporate expenses and other decreasedincreased $21.0$20.1 million, or 9%,10%, for the year ended September 30, 2024,2025, when compared to the prior year. This decreaseincrease was primarily driven by lapping a prior year gain on bargain purchase of $10.6 million related to our Deeside acquisition, increased net losses related to mark-to-market adjustments on equity security investments of $9.7 million (compared to net gains in the prior year) and increased restructuring and facility closure costs (including accelerated depreciation) of $9.3 million primarily related to our Post Consumer Brands segment. These negative impacts were partially offset by increased net gains related to mark-to-market adjustments on economic hedges of $28.5 million (compared to net losses in the prior year), increased net gains related to mark-to-market adjustments and impairments on equity securities and investments of $19.0 million (compared to net losses in the prior year), decreased acquisition-related costs of $14.4 million primarily due to lapping Pet Food acquisition costs in the prior year and a gain on bargain purchase of $10.6 million related to our Deeside acquisition. These positive impacts were partially offset by increased restructuring and facility closure costs (including accelerated depreciation) of $24.4 million primarily related to our Post Consumer Brands segment, lapping a prior year gain related to the write-off of deferred underwriting commissions of $10.7 million and higher employee-related expenses of $9.5$3.4 million.

There were no goodwill impairment charges recorded during the year ended September 30, 2024. During the year ended September 30, 2023,2025, we recorded a goodwill impairment charge of $42.2$29.8 million related to our Cheese and Dairy reporting unit, which is reported in our Refrigerated Retail segment. There were no goodwill impairment charges recorded during the year ended September 30, 2024. For additional information on our goodwill impairment charge, refer to Note 98 within “Notes to Consolidated Financial Statements” in Item 8 of this report.

•entered into a third amendment to our second amended and restated credit agreement dated March 18, 2020 (as amended, the “Credit Agreement” and such amendment, (the “Third Amendment”), which replaced our previous revolving credit facility in an aggregate principal amount of $750.0 million (the “Old Revolving Credit Facility”) with a new revolving credit facility in an aggregate principal amount of $1,000.0 million (the “New Revolving Credit Facility”), and extended the maturity date of the New Revolving Credit Facility to February 20, 2029, provided that certain criteria are met;

•$400.0 million principal value repaid on our Fourth Incremental Term Loan (as defined below);

At MarchJune 31,30, 2026, our reportable segments were as follows:

•Refrigerated Retail: primarily side dish, egg, cheeseegg and sausage products and prior to the sale of the Crystal Farms Business (as defined below), cheese products; and

Business Acquisitions

On July 1, 2025, we completed our acquisition of all of the preferred stock and the remaining common equity interest that we did not already own in 8th Avenue Food & Provisions, Inc. (“8th Avenue”). 8th Avenue is a manufacturer and distributor of private label nut butters, granola and dried fruit and nut products and was previously also a manufacturer and distributor of branded and private label pasta, which we divested during the first quarter of fiscal 2026 (see “Business Divestitures” below within this section). Subsequent to the acquisition, 8th Avenue is reported in our Post Consumer Brands segment.

For additional information on these business divestitures, refer to NotesNote 6 and 19 within “Notes to Condensed Consolidated Financial Statements.”

•inflationary◦Tariffs pressures on input costs, which impacted all segments across our business.— During both fiscal 2025,2025 inflationaryand pressures2026, onwe certainexperienced elevated input costs easedas whilea otherresult inputof coststariffs. continued to face inflationary pressures. In addition, weWe anticipate that any future modifications toto, or incrementalincremental, tariffs could increase supply chain challenges, commodity cost volatility and consumer and economic uncertainty due to rapid changes in global trade policies. This could impact the cost of, and consumer demand for, our products, including as a result of any potential pricing actions taken to offset increased costs. In February 2026, the United States Supreme Court ruled against certain of these tariffs that had been put in place during fiscal 2025,2025. As a result, we have collected certain refunds and we anticipate collecting certainadditional refunds, although such refunds are not expected to be material.material; Finally,and ◦Conflict in Iran — During fiscal 2026, the conflict in Iran has had, and may continue to have, an adverse impact on energy and freight costs. Our businesses have been, and may continue to be, negatively impacted by escalating energy and fuel prices, which have increased certain input costs. We expect certain of these input costs to remain elevated as a result of the ongoing conflict. Future inflationary pressures, including tariffs and escalating energy and fuel prices due to the ongoing conflict in Iran, could have a materially adverse impact on our results of operations if we are unable to mitigate the impact on our businesses.

Net sales increaseddecreased $90.8$36.3 million, or 5%,2%, during the three months ended MarchJune 31,30, 2026, when compared to the prior year period, as a result of lower net sales within our Refrigerated Retail, Foodservice, and Weetabix segments, partially offset by higher net sales acrosswithin allour segments.Post Consumer Brands segment.

Net sales increased $290.7$254.4 million, or 7%,4%, during the sixnine months ended MarchJune 31,30, 2026, when compared to the prior year period, as a result of higher net sales acrosswithin allour segments.Post Consumer Brands, Foodservice and Weetabix segments, partially offset by lower net sales within our Refrigerated Retail segment.

Operating profit increaseddecreased $29.7$45.3 million, or 16%,19%, during the three months ended MarchJune 31,30, 2026, when compared to the prior year period, driven by higherlower segment profit within our Foodservice,Foodservice and Refrigerated Retail segments and Weetabixhigher segments,general corporate expenses, partially offset by higher general corporate expenses and lower segment profit within our Post Consumer Brands segment.and Weetabix segments.

Operating profit increased $54.0$8.7 million, or 14%,1%, during the sixnine months ended MarchJune 31,30, 2026, when compared to the prior year period, driven by higher segment profit within our Foodservice, Refrigerated RetailWeetabix and WeetabixPost Consumer Brands segments, partially offset by higher general corporate expenses and lower segment profit within our PostRefrigerated Consumer BrandsRetail segment.

Interest expense, net increased $18.7$19.7 million, or 21%,22%, during the three months ended MarchJune 31,30, 2026, when compared to the prior year period. This increase was driven by higher average outstanding principal amounts of debt, a higher weighted-average interest rate and lower interest income compared to the prior year period. Our weighted-average interest rate on our total outstanding debt was 5.5% and 5.3% for the three months ended MarchJune 31,30, 2026 and 2025, respectively.

Interest expense, net increased $38.0$57.7 million, or 22%, during the sixnine months ended MarchJune 31,30, 2026, when compared to the prior year period. This increase was driven by higher average outstanding principal amounts of debt, lower interest income and a higher weighted-average interest rate compared to the prior year period. Our weighted-average interest rate on our total outstanding debt was 5.4%5.5% and 5.3% for the sixnine months ended MarchJune 31,30, 2026 and 2025, respectively.

During the sixnine months ended MarchJune 31,30, 2026, we recognized a net loss of $17.5 million related to the redemption of our outstanding 5.50% senior notes. The net loss included debt premiums paid of $22.6 million and the write-off of debt issuance costs of $4.4 million, partially offset by the write-off of unamortized premiums of $9.5 million.

During the sixnine months ended MarchJune 31,30, 2025, we recognized a net loss of $5.8 million related to the redemption of our outstanding 5.625% senior notes. The net loss included debt premiums paid of $4.4 million and the write-off of debt issuance costs of $1.4 million.

During the three and sixnine months ended MarchJune 31,30, 2026, we recognized income on swaps, net of $1.7$3.3 million and $3.6$6.9 million, respectively, related to mark-to-market adjustments and settlements on our interest rate swaps.

During the three and sixnine months ended MarchJune 31,30, 2025, we recognized expense (income) on swaps, net of $5.5$2.6 million and $(9.97.3) million, respectively, related to mark-to-market adjustments and settlements on our interest rate swaps.

The effective income tax rate was 25.6%26.7% and 23.7%24.5% for the three and sixnine months ended MarchJune 31,30, 2026, respectively, and 24.3%24.2% and 22.9%23.4% for the three and sixnine months ended MarchJune 31,30, 2025, respectively.

We evaluate each segment’s performance based on its segment profit, which for all segments is its earnings/loss before income taxes and equity method earnings/loss before impairment of property, goodwill and other intangible assets, facility closure related costs, restructuring expenses, loss on amounts held for sale, gain/loss on sale of businesses and facilities,businesses, demolition and site remediation costs related to unused facilities, gain on/adjustment to bargain purchase, interest expense and other unallocated corporate income and expenses.

Net sales for the Post Consumer Brands segment increased $57.0$60.2 million, or 6%,7%, for the three months ended MarchJune 31,30, 2026, when compared to the prior year period, driven by the inclusion of three months of 8th Avenue net sales of $145.0$141.8 million. Nut butters product sales were up $80.7$68.7 million, or 394%,295%, primarilydriven due toby the inclusion of three months of 8th Avenue. Cereal and granola product sales were up $25.7$1.4 million, or 5%,less than 1%, driven by the inclusion of three months of 8th Avenue, partially offset by category declines.declines and distribution losses in value cereal products. Pet food product sales were down $86.4$46.1 million, or 20%,13%, driven by 14%8% lower volumes and lower average net selling prices. Pet food volumes decreased primarily due to distribution losses and lapping prior year shifts in customer inventory levels.losses. Pet food average net selling prices decreased primarily due to unfavorable product mix.mix and increased promotional activity. Other product sales were up $37.0$36.2 million, driven by the inclusion of three months of 8th Avenue.

Net sales for the Post Consumer Brands segment increased $196.9$257.1 million, or 10%,9%, for the sixnine months ended MarchJune 31,30, 2026, when compared to the prior year period, driven by the inclusion of sixnine months of 8th Avenue net sales of $362.2$504.0 million. Nut butters product sales were up $158.4$227.1 million, or 325%,315%, primarilydriven due toby the inclusion of sixnine months of 8th Avenue. Cereal and granola product sales were up $26.8$28.2 million, or 3%,2%, driven by the inclusion of sixnine months of 8th Avenue, partially offset by category declines and lower promotional activity.declines. Pet food product sales were down $134.9$181.0 million, or 16%,15%, driven by 10% lower volumes and lower average net selling prices. Pet food volumes decreased primarily due to distribution losses,losses and lapping prior year shifts in customer inventory levels and reductions in co-manufactured and private label products.levels. Pet food average net selling prices decreased primarily due to unfavorable product mix and increased promotional activity and unfavorable product mix.activity. Other product sales were up $146.6$182.8 million, driven by the inclusion of sixnine months of 8th Avenue.

Segment profit for the three months ended MarchJune 31,30, 2026 decreasedincreased $5.5$6.8 million, or 4%,6%, when compared to the prior year period. This decreaseincrease was driven by higher net sales, as previously discussed, and lower advertising and consumer spending of $18.6 million. These positive impacts were partially offset by higher product costs of $57.6$50.6 million (which was primarily driven by the inclusion of three months of 8th Avenue product costs of $124.6$118.9 million, partially offset by lower pet food volumes). This negative impact was partially offset by higher net sales, as previously discussed, and lower advertising and consumer spending of $9.6 million.

Segment profit for the sixnine months ended MarchJune 31,30, 2026 increased $12.1$2.5 million, or 30%,1%, when compared to the prior year period,period. primarilyThis increase was driven by higher net sales, as previously discussed, lower rawadvertising materialand costsconsumer spending of $6.2$38.7 million and lower manufacturingintegration costs of $3.1$9.6 million. These positive impacts were partially offset by higher product costs of $248.9 million (which were primarily driven by the inclusion of nine months of 8th Avenue product costs of $421.9 million, partially offset by lower pet food volumes) and higher warehousing costs of $15.4 million.

Net sales for the WeetabixFoodservice segment increased $4.4$26.4 million, or 3%,1%, for the threenine months ended MarchJune 31,30, 2026, when compared to the prior year period,period. Sales of side dishes were up $21.5 million, or 10%, driven by a9% favorablehigher foreignvolumes currencyprimarily exchangedue impactto the inclusion of $9.0five incremental months of PPI. Egg product sales were down $22.7 million, or 1%, driven by lower average net selling prices primarily due to a reduction in HPAI pricing, partially offset by 3%5% lowerhigher volumes. Volumes decreasedvolumes primarily due to discontinuedimproved products,customer partiallyservice offsetlevels. Sales of all other products were up $27.6 million, primarily driven by increased protein-based shakesshake volumes.sales.

Segment profit for the sixnine months ended MarchJune 31,30, 2026 increased $8.4$56.6 million, or 25%,21%, when compared to the prior year period, primarily driven by favorablelower productraw mixmaterials towardcosts of $198.0 million, primarily due to lower egg costs compared to the prior year period. These positive impacts were partially offset by higher marginmanufacturing productscosts of $16.6 million, higher warehousing costs of $10.6 million and ahigher favorablefreight foreign currency exchange impactcosts of $2.2$9.6 million.

General corporate expenses and other increased $12.3$18.4 million, or 20%,34%, for the three months ended MarchJune 31,30, 2026, when compared to the prior year period. This increase was primarily driven by a loss of $28.3$15.0 million on amounts held for sale related to ourthe Crystal Farms Business, partially offset by higher net gains of $15.4 millionlosses related to mark-to-market adjustments on economic hedges andof lower$8.3 million (compared to net lossesgains in the prior year period) and a net loss of $9.4$7.0 million related to mark-to-marketthe adjustmentssale of the Pasta Business and the Crystal Farms Business. These negative impacts were partially offset by lower restructuring and facility closure costs (including accelerated depreciation) of $17.4 million, primarily driven by a gain recognized on equitythe securitysale investments.of our cereal manufacturing facility in Sparks, Nevada (the “Sparks Facility”).

General corporate expenses and other increased $33.8$52.2 million, or 35%,34%, for the sixnine months ended MarchJune 31,30, 2026, when compared to the prior year period. This increase was primarily driven by a loss of $28.3$43.3 million on amounts held for sale related to ourthe Crystal Farms BusinessBusiness, higher asset disposal costs on unused facilities of $5.7 million and higher restructuring and facility closure costs (including accelerated depreciation) of $21.8$4.4 million primarily related to our Post Consumer Brands segment. These negative impacts weremillion, partially offset by a gain of $9.7 million related to our sale of the Pasta Business, net gains related to mark-to-market adjustments on equity security investments of $8.3$12.1 million (compared to net losses in the prior year period) and higher net gains related to mark-to-market adjustments on economic hedges of $8.2 million..

We completed the following activities during the sixnine months ended MarchJune 31,30, 2026 (for additional information, see Notes 14 and 17 within “Notes to Condensed Consolidated Financial Statements”) impacting our liquidity and capital resources:

Historically, we have generated and expect to continue to generate positive cash flows from operations. We believe our cash on hand, cash flows from operations and current and possible future credit facilities will be sufficient to satisfy our working capital requirements, purchase commitments, interest payments, research and development activities, capital expenditures, pension contributions and benefit payments and other financing requirements for the foreseeable future. We are currently not aware of any existing trends or demands, commitments, events or uncertainties that will result in, or that are reasonably likely to result in, our liquidity increasing or decreasing in any material way that will impact meeting our capital needs during or beyond the next twelve months. Our ability to generate positive cash flows from operations is dependent on general economic conditions, competitive pressures and other business risk factors. We believe that we have sufficient liquidity and cash on hand to satisfy our cash needs. If we are unable to generate sufficient cash flows from operations, or are otherwise unable to comply with the terms of our credit facilities, we may be required to seek additional financing alternatives, which may require waivers under our Credit Agreement and our indentures governing our senior notes, in order to generate additional cash. There can be no assurance that we would be able to obtain additional financing or any such waivers on terms acceptable to us or at all. For additional information on our debt, refer to Note 14 within “Notes to Condensed Consolidated Financial Statements.”

Cash provided by operating activities for the sixnine months ended MarchJune 31,30, 2026 increaseddecreased $6.9$5.7 million compared to the prior year period. This increasedecrease was primarily driven by cash outflows related to fluctuations in the timing of payments of trade payables within our Post Consumer Brands segment, inventory purchases within our Foodservice segment and higher interest payments of $11.8 million. These negative impacts were partially offset by cash inflows related to fluctuations in the timing of sales and collections of trade receivables within our Post Consumer Brands and Foodservice segments, higher proceeds from the salesales of equity security investments of $55.3 million (compared to purchases in the prior year period) and lower tax payments of $11.6$25.2 million. These positive impacts were partially offset by cash outflows related to fluctuations in timing of payments of trade payables within our Post Consumer Brands segment, inventory purchases within our Foodservice and Post Consumer Brands segments and higher interest payments of $27.0 million.

SixNine months ended MarchJune 31,30, 2026