Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Share Name	Share Symbol	Market	Type
JM Smucker Company	NYSE:SJM	NYSE	Common Stock

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.00	0.00%	120.09				0	00:00:00


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________________________________

FORM 10-Q

___________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: July 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 1-5111

___________________________________________________

The J. M. Smucker Company

(Exact name of registrant as specified in its charter)

___________________________________________________

Ohio

34-0538550

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

One Strawberry Lane

Orrville,

Ohio

44667-0280

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code:

(330)

682-3000

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common shares, no par value

SJM

New York Stock Exchange

___________________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ý

The Company had 106,406,222 common shares outstanding on August 21, 2024.

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TABLE OF CONTENTS


		Page No.
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements
	Condensed Statements of Consolidated Income	2
	Condensed Statements of Consolidated Comprehensive Income	2
	Condensed Consolidated Balance Sheets	3
	Condensed Statements of Consolidated Cash Flows	4
	Condensed Statements of Consolidated Shareholders’ Equity	5
	Notes to Unaudited Condensed Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32

Item 4.	Controls and Procedures	34

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	35

Item 1A.	Risk Factors	35

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35

Item 5.	Other Information	35

Item 6.	Exhibits	35

SIGNATURES		36

INDEX OF EXHIBITS		37

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED INCOME

(Unaudited)


	Three Months Ended July 31,
Dollars in millions, except per share data		2024		2023
Net sales		$	2,125.1	$	1,805.2
Cost of products sold (A)		1,327.9		1,150.4
Gross Profit		797.2		654.8
Selling, distribution, and administrative expenses		390.1		313.6
Amortization		56.0		39.8

Other special project costs (A)		7.1		—

Other operating expense (income) – net		(5.5)		(2.1)
Operating Income		349.5		303.5
Interest expense – net		(100.4)		(32.1)

Other income (expense) – net		(3.1)		(33.0)
Income Before Income Taxes		246.0		238.4
Income tax expense		61.0		54.8
Net Income		$	185.0	$	183.6
Earnings per common share:
Net Income		$	1.74	$	1.79
Net Income – Assuming Dilution		$	1.74	$	1.79

(A)Includes certain divestiture, acquisition, integration, and restructuring costs (“special project costs”). For more information, see Note 5: Special Project Costs and Note 6: Reportable Segments.

See notes to unaudited condensed consolidated financial statements.

THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME

(Unaudited)


	Three Months Ended July 31,
Dollars in millions		2024		2023
Net income		$	185.0	$	183.6
Other comprehensive income (loss):
Foreign currency translation adjustments		(0.6)		7.4
Cash flow hedging derivative activity, net of tax		2.6		2.6
Pension and other postretirement benefit plans activity, net of tax		0.4		0.4
Available-for-sale securities activity, net of tax		—		(0.2)
Total Other Comprehensive Income		2.4		10.2
Comprehensive Income		$	187.4	$	193.8

See notes to unaudited condensed consolidated financial statements.

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THE J. M. SMUCKER COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


Dollars in millions	July 31, 2024		April 30, 2024
ASSETS
Current Assets
Cash and cash equivalents	$	39.5	$	62.0
Trade receivables – net	734.9		736.5
Inventories:
Finished products	666.1		639.4
Raw materials	471.7		399.5
Total Inventory	1,137.8		1,038.9

Other current assets	168.9		129.5
Total Current Assets	2,081.1		1,966.9
Property, Plant, and Equipment
Land and land improvements	152.4		152.4
Buildings and fixtures	1,299.1		1,174.9
Machinery and equipment	2,982.7		2,933.7
Construction in progress	833.9		911.7
Gross Property, Plant, and Equipment	5,268.1		5,172.7
Accumulated depreciation	(2,172.8)		(2,100.0)
Total Property, Plant, and Equipment	3,095.3		3,072.7
Other Noncurrent Assets
Operating lease right-of-use assets	164.5		174.6
Goodwill	7,649.5		7,649.9
Other intangible assets – net	7,199.6		7,255.4
Other noncurrent assets	158.2		154.2
Total Other Noncurrent Assets	15,171.8		15,234.1
Total Assets	$	20,348.2	$	20,273.7

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	1,244.1	$	1,336.2
Accrued trade marketing and merchandising	202.0		214.3
Current portion of long-term debt	999.5		999.3
Short-term borrowings	697.0		591.0

Other current liabilities	621.4		620.3
Total Current Liabilities	3,764.0		3,761.1
Noncurrent Liabilities
Long-term debt, less current portion	6,775.3		6,773.7
Deferred income taxes	1,740.8		1,737.4
Noncurrent operating lease liabilities	133.8		143.5
Other noncurrent liabilities	164.8		164.1
Total Noncurrent Liabilities	8,814.7		8,818.7
Total Liabilities	12,578.7		12,579.8
Shareholders’ Equity
Common shares	26.6		26.5
Additional capital	5,715.2		5,713.9
Retained income	2,259.9		2,188.1
Accumulated other comprehensive income (loss)	(232.2)		(234.6)
Total Shareholders’ Equity	7,769.5		7,693.9
Total Liabilities and Shareholders’ Equity	$	20,348.2	$	20,273.7

See notes to unaudited condensed consolidated financial statements.

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THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS

(Unaudited)


	Three Months Ended July 31,
Dollars in millions	2024		2023
Operating Activities
Net income	$	185.0	$	183.6
Adjustments to reconcile net income to net cash provided by (used for) operations:
Depreciation	73.0		50.2
Amortization	56.0		39.8

Pension settlement loss (gain)	—		3.2
Unrealized loss on investment in equity securities – net	—		27.4
Share-based compensation expense	8.9		5.1

Deferred income tax expense (benefit)	2.6		(8.9)
Other noncash adjustments – net	15.1		4.8



Changes in assets and liabilities, net of effect from acquisition and divestitures:
Trade receivables	1.6		6.1
Inventories	(99.0)		(81.4)
Other current assets	2.6		(4.8)
Accounts payable	(61.5)		(43.8)
Accrued liabilities	(60.9)		(7.7)
Income and other taxes	54.9		57.3
Other – net	(5.4)		(13.0)
Net Cash Provided by (Used for) Operating Activities	172.9		217.9
Investing Activities


Additions to property, plant, and equipment	(123.7)		(150.3)


Other – net	(48.7)		(1.6)
Net Cash Provided by (Used for) Investing Activities	(172.4)		(151.9)
Financing Activities
Short-term borrowings (repayments) – net	96.2		—



Quarterly dividends paid	(112.1)		(105.2)
Purchase of treasury shares	(2.6)		(372.0)


Other – net	(4.5)		(4.1)
Net Cash Provided by (Used for) Financing Activities	(23.0)		(481.3)
Effect of exchange rate changes on cash	—		0.6
Net increase (decrease) in cash and cash equivalents	(22.5)		(414.7)
Cash and cash equivalents at beginning of period	62.0		655.8
Cash and Cash Equivalents at End of Period	$	39.5	$	241.1

( ) Denotes use of cash

See notes to unaudited condensed consolidated financial statements.

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THE J. M. SMUCKER COMPANY

CONDENSED STATEMENTS OF CONSOLIDATED SHAREHOLDERS’ EQUITY

(Unaudited)


	Three Months Ended July 31, 2024
Dollars in millions	Common Shares Outstanding	Common Shares		Additional Capital		Retained Income		Accumulated Other Comprehensive Income (Loss)		Total Shareholders’ Equity
Balance at May 1, 2024	106,194,281	$	26.5	$	5,713.9	$	2,188.1	$	(234.6)	$	7,693.9
Net income						185.0				185.0
Other comprehensive income (loss)								2.4		2.4
Comprehensive income										187.4
Purchase of treasury shares	(22,748)	—		(3.2)		0.6				(2.6)
Stock plans	236,997	0.1		4.5		0.8				5.4
Cash dividends declared, $1.08 per common share						(114.6)				(114.6)

Balance at July 31, 2024	106,408,530	$	26.6	$	5,715.2	$	2,259.9	$	(232.2)	$	7,769.5


	Three Months Ended July 31, 2023
Dollars in millions	Common Shares Outstanding	Common Shares		Additional Capital		Retained Income		Accumulated Other Comprehensive Income (Loss)		Total Shareholders’ Equity
Balance at May 1, 2023	104,398,618	$	26.1	$	5,371.8	$	2,132.1	$	(239.2)	$	7,290.8
Net income						183.6				183.6
Other comprehensive income (loss)								10.2		10.2
Comprehensive income										193.8
Purchase of treasury shares	(2,410,863)	(0.6)		(132.1)		(242.9)				(375.6)
Stock plans	144,918	—		2.4		(1.1)				1.3
Cash dividends declared, $1.06 per common share						(106.9)				(106.9)

Balance at July 31, 2023	102,132,673	$	25.5	$	5,242.1	$	1,964.8	$	(229.0)	$	7,003.4

See notes to unaudited condensed consolidated financial statements.

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THE J. M. SMUCKER COMPANY

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and shares in millions, unless otherwise noted, except per share data)

Note 1: Basis of Presentation

The unaudited interim condensed consolidated financial statements of The J. M. Smucker Company (“Company,” “we,” “us,” or “our”) have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included.

Operating results for the three months ended July 31, 2024, are not necessarily indicative of the results that may be expected for the year ending April 30, 2025. For further information, reference is made to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended April 30, 2024.

Note 2: Recently Issued Accounting Standards

In March 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted the final rule under SEC Release Nos. 33-11275 and 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors, which will require registrants to provide certain climate-related information in their registration statements and annual reports. The rules will require the disclosure of significant effects of severe weather events and other natural conditions, as well as amounts related to carbon offsets and renewable energy credits or certificates, in the audited financial statements in certain circumstances. Disclosure of the actual and potential material impacts of any identified climate-related risks on the registrant’s strategy, business model, and outlook will also be required, along with the process used to identify, assess, and manage these risks. In addition, the rules require disclosure of material climate-related targets or goals, material Scope 1 and Scope 2 greenhouse gas emissions, and the methodology used to calculate those emissions. In April 2024, the SEC stayed implementation of the final rule pending the outcome of a judicial review; however, we do not anticipate any impact to our financial statements upon adoption and continue to evaluate the impacts on our disclosures.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 will improve the transparency and decision usefulness of income tax disclosures to better assess how operations and related tax risks affect tax rates and future cash flows on an interim and annual basis. It will be effective for us on May 1, 2025, and can be adopted either on a prospective or retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 will improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis. It will be effective for our annual period beginning May 1, 2024, and interim periods beginning May 1, 2025, with the option to early adopt at any time prior to the effective dates and will require adoption on a retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures.

Note 3: Acquisition

On November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands, Inc. (“Hostess Brands”). The total purchase consideration in connection with the acquisition was $5.4 billion, which reflects an exchange offer of all outstanding shares of Hostess Brands common stock at a price of $34.25 per share, consisting of $30.00 in cash and 0.03002 shares of our common shares, based on the closing stock price on September 8, 2023, that were exchanged for each share of Hostess Brands common stock as of the transaction date.

The purchase price included the issuance of approximately 4.0 million of our common shares to Hostess Brands’ shareholders, valued at $450.2, as discussed in Note 16: Common Shares. In addition, we paid $3.9 billion in cash, net of cash acquired, and assumed $991.0 of debt from Hostess Brands and $67.8 of an other debt-like item, reflecting consideration transferred for the cash payment of Hostess Brands’ employee equity awards. New debt of $5.0 billion was borrowed, consisting of $3.5 billion in Senior Notes, an $800.0 senior unsecured delayed-draw Term Loan Credit Agreement (“Term Loan”), and $700.0 of short-term borrowings under our commercial paper program to partially fund the transaction and pay off the debt assumed as part of the

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acquisition. For additional information on the financing associated with this transaction, refer to Note 8: Debt and Financing Arrangements.

Hostess Brands is a manufacturer and marketer of sweet baked goods brands including Hostess® Donettes®, Twinkies®, CupCakes, DingDongs®, Zingers®, CoffeeCakes, HoHos®, Mini Muffins, and Fruit Pies, and the Voortman® cookie brand. In addition to its headquarters in Lenexa, Kansas, the transaction included six manufacturing facilities located in Emporia, Kansas; Burlington, Ontario; Chicago, Illinois; Columbus, Georgia; Indianapolis, Indiana; and Arkadelphia, Arkansas, a distribution facility in Edgerton, Kansas, and a commercial center of excellence in Chicago, Illinois.

The transaction was accounted for under the acquisition method of accounting, and accordingly, the results of Hostess Brands operations, including $333.7 in net sales and $50.8 in operating income, are included within the Sweet Baked Snacks segment for the three months ended July 31, 2024. The operating income for the three months ended July 31, 2024, excludes special project costs related to transaction and integration costs recognized within the segment.

The purchase price was preliminarily allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition on a provisional basis. We determined the estimated fair values based on independent appraisals, discounted cash flow analyses, quoted market prices, and estimates made by management. The purchase price exceeded the estimated fair value of the net identifiable tangible and intangible assets acquired, and, as such, the excess was allocated to goodwill.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date.


Assets acquired:
Cash and cash equivalents	$	135.0
Trade receivables – net	181.1
Inventories	66.0
Other current assets	6.0
Property, plant, and equipment – net	534.5
Operating lease right-of-use assets	17.2
Goodwill	2,447.1
Other intangible assets – net	3,038.6
Other noncurrent assets	43.2
Total assets acquired	$	6,468.7
Liabilities assumed:
Accounts payable	$	67.3

Other current liabilities	249.3
Deferred income taxes	639.4
Noncurrent operating lease liabilities	14.5
Other noncurrent liabilities	1.4
Total liabilities assumed	971.9
Net assets acquired	$	5,496.8

Certain estimated fair values for the acquisition, including goodwill and income taxes, are not yet finalized. The purchase price was preliminarily allocated based on information available at the acquisition date and is subject to change as we complete our analysis of the fair values at the date of the acquisition during the one-year measurement period, as permitted under FASB Accounting Standards Codification (“ASC”) 805, Business Combinations.

As a result of the acquisition, we recognized a total of $2.4 billion of goodwill within the Sweet Baked Snacks segment. Of the total goodwill, $196.6 was deductible for tax purposes at the acquisition date, of which $181.3 remains deductible as of July 31, 2024. Goodwill represents the value we expect to achieve through the implementation of operational synergies and growth opportunities as we integrate Hostess Brands into our Company. The goodwill and indefinite-lived trademarks resulting from the acquisition are susceptible to future impairment charges. Any significant change in our near or long-term projections or macroeconomic conditions may result in future impairment charges as the carrying values of goodwill and indefinite-lived trademarks approximate estimated fair values.

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The following table summarizes the purchase price allocated to the identifiable intangible assets acquired.


Intangible assets with finite lives:
Customer and contractual relationships (25-year useful life)	$	1,238.5
Non-competition agreements (varying useful lives)	38.0
Trademarks (5-year useful life)	9.9
Intangible assets with indefinite lives:
Trademarks	$	1,752.2
Total intangible assets	$	3,038.6

The annual amortization expense for the finite-lived intangible assets based on the purchase price allocation is $71.6.

Hostess Brands’ results of operations are included in our condensed consolidated financial statements from the date of the transaction within our Sweet Baked Snacks segment. If the transaction had occurred on May 1, 2022, unaudited pro forma consolidated results for the three months ended July 31, 2023, would have been as follows:


	Three Months Ended July 31, 2023
Net sales		$	2,159.8
Net income		162.5
Net income per common share – assuming dilution		$	1.52

The unaudited pro forma consolidated results are based on our historical financial statements and those of Hostess Brands and do not necessarily indicate the results of operations that would have resulted had the acquisition been completed at the beginning of the applicable period presented. The most significant pro forma adjustments relate to interest expense associated with acquisition-related financing, the elimination of nonrecurring acquisition-related costs incurred prior to the close of the transaction, amortization of acquired intangible assets, and depreciation of acquired property, plant, and equipment. The unaudited pro forma consolidated results do not give effect to the synergies of the acquisition and are not indicative of the results of operations in future periods.

Note 4: Divestitures

On January 2, 2024, we sold the Canada condiment business to TreeHouse Foods, Inc. (“TreeHouse Foods”). The transaction included Bick’s® pickles, Habitant® pickled beets, Woodman’s® horseradish, and McLarens® pickled onions brands, inclusive of certain trademarks. Under our ownership, these brands generated net sales of $43.8 in 2024, which were included in the International operating segment. Final net proceeds from the divestiture were $25.3, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $5.7 during the third quarter of 2024.

On November 1, 2023, we sold the Sahale Snacks® business to Second Nature Brands (“Second Nature”). The transaction included products sold under the Sahale Snacks brand, inclusive of certain trademarks and licensing agreements, a leased manufacturing facility in Seattle, Washington, and approximately 100 employees who supported the brand. Under our ownership, the Sahale Snacks brand generated net sales of $24.1 in 2024, primarily included in the U.S. Retail Frozen Handheld and Spreads segment. Final net proceeds from the divestiture were $31.6, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $6.7 during the third quarter of 2024.

On April 28, 2023, we sold certain pet food brands to Post Holdings, Inc. (“Post”). The transaction included the Rachael Ray® Nutrish®, 9Lives®, Kibbles ’n Bits®, Nature’s Recipe®, and Gravy Train® brands, as well as the private label pet food business, inclusive of certain trademarks and licensing agreements, manufacturing and distribution facilities in Bloomsburg, Pennsylvania, manufacturing facilities in Meadville, Pennsylvania and Lawrence, Kansas, and approximately 1,100 employees who supported these pet food brands. Final net proceeds from the divestiture were $1.2 billion, consisting of $683.9 in cash, net of a working capital adjustment and cash transaction costs, and approximately 5.4 million shares of Post common stock, valued at $491.6 at the close of the transaction. We recognized a pre-tax loss of $1.0 billion upon completion of this transaction during 2023. During the first half of 2024, we finalized the working capital adjustment and transaction costs, which resulted in an immaterial adjustment to the pre-tax loss. Furthermore, during the first quarter of 2024, we entered into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. All 5.4 million shares of Post common stock were settled for $466.3 under the equity forward contract on November 15, 2023. For additional information, see Note 10: Derivative Financial Instruments.

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Note 5: Special Project Costs

Special project costs consist primarily of employee-related costs and other transition and termination costs related to certain divestiture, acquisition, integration, and restructuring activities. Employee-related costs include severance, retention bonuses, and relocation costs. Severance costs are generally recognized when deemed probable and reasonably estimable, retention bonuses are recognized over the estimated future service period of the impacted employees, and relocation costs are expensed as incurred. Other transition and termination costs include fixed asset-related charges, contract and lease termination costs, professional fees, and other miscellaneous expenditures associated with divestiture, acquisition, integration, and restructuring activities. With the exception of accelerated depreciation, these costs are expensed as incurred. These special project costs are reported in cost of products sold and other special project costs in the Condensed Statements of Consolidated Income and are not allocated to segment profit. The obligation related to employee separation costs is included in other current liabilities in the Condensed Consolidated Balance Sheets.

Divestiture Costs: Total divestiture costs related to the divested Sahale Snacks and Canada condiment businesses are anticipated to be approximately $6.0, consisting primarily of employee-related and lease termination costs, all of which are expected to be cash charges. The majority of these costs were recognized in 2024, and the remainder are expected to be recognized during the first half of 2025. We incurred divestiture costs of $0.3 during the three months ended July 31, 2024, primarily consisting of employee-related costs. Total divestiture costs incurred to date were $5.8, which included $4.2 and $1.6 of employee-related and other transition and termination costs, respectively. The obligation related to severance and retention bonuses was $0.8 and $2.5 at July 31, 2024 and April 30, 2024, respectively.

Furthermore, we identified opportunities to address certain distribution inefficiencies, as a result of the divestiture of certain pet food brands. We anticipate incurring approximately $12.0 of costs related to these efforts, consisting primarily of other transition and termination charges. The majority of these costs are expected to be cash charges and incurred by the end of 2026, with approximately half of the costs expected to be recognized in 2025. We incurred $0.1 of other transition and termination costs during the three months ended July 31, 2024. For additional information, see Note 4: Divestitures.

Integration Costs: Total integration costs related to the acquisition of Hostess Brands are anticipated to be approximately $210.0 and include transaction costs, employee-related costs, and other transition and termination charges, with the majority expected to be cash charges. We anticipate the remaining integration costs will be incurred by the end of 2026 and are expected to be split between employee-related and other transition and termination costs.

The following table summarizes our integration costs incurred related to the acquisition of Hostess Brands.


	Three Months Ended July 31, 2024		Total Costs Incurred to Date at July 31, 2024
Transaction costs	$	—	$	99.0
Employee-related costs	2.6		36.0
Other transition and termination costs	9.4		24.4
Total integration costs	$	12.0	$	159.4

Cumulative noncash charges incurred through July 31, 2024, were $8.8 and included $5.6 incurred during the three months ended July 31, 2024, which primarily consisted of accelerated depreciation. Transaction costs primarily reflected equity compensation payouts, legal fees, and fees related to the Bridge Loan that provided committed financing for the acquisition of Hostess Brands. Other transition and termination costs primarily consisted of contract termination charges, accelerated depreciation, and consulting fees. The obligation related to severance and retention bonuses was $23.4 and $28.0 at July 31, 2024 and April 30, 2024, respectively. For additional information, see Note 3: Acquisition.

Note 6: Reportable Segments

We operate in one industry: the manufacturing and marketing of food and beverage products. We have four reportable segments: U.S. Retail Coffee, U.S. Retail Frozen Handheld and Spreads, U.S. Retail Pet Foods, and Sweet Baked Snacks. The presentation of International and Away From Home represents a combination of all other operating segments that are not individually reportable.

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The U.S. Retail Coffee segment primarily includes the domestic sales of Folgers®, Dunkin’®, and Café Bustelo® branded coffee; the U.S. Retail Frozen Handheld and Spreads segment primarily includes the domestic sales of Uncrustables®, Smucker’s®, and Jif® branded products; the U.S. Retail Pet Foods segment primarily includes the domestic sales of Meow Mix®, Milk-Bone®, Pup-Peroni®, and Canine Carry Outs® branded products; and the Sweet Baked Snacks segment primarily includes all domestic and foreign sales of Hostess and Voortman branded products in all channels. With the exception of Sweet Baked Snacks products, International and Away From Home includes the sale of all products that are distributed in foreign countries through retail channels, as well as domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).

Segment profit represents net sales, less direct and allocable operating expenses, and is consistent with the way in which we manage our segments. However, we do not represent that the segments, if operated independently, would report operating profit equal to the segment profit set forth below, as segment profit excludes certain expenses such as amortization expense and impairment charges related to intangible assets, gains and losses on divestitures, the net change in cumulative unallocated gains and losses on commodity and foreign currency exchange derivative activities (“change in net cumulative unallocated derivative gains and losses”), special project costs, as well as corporate administrative expenses.

Commodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility. We would expect that any gain or loss in the estimated fair value of the derivatives would generally be offset by a change in the estimated fair value of the underlying exposures.

The following table reconciles segment profit to income before income taxes.


	Three Months Ended July 31,
		2024		2023
Net sales:
U.S. Retail Coffee		$	623.4	$	625.1
U.S. Retail Frozen Handheld and Spreads		496.8		464.0
U.S. Retail Pet Foods		399.7		441.0
Sweet Baked Snacks		333.7		—
International and Away From Home		271.5		275.1
Total net sales		$	2,125.1	$	1,805.2
Segment profit:
U.S. Retail Coffee		$	172.6	$	170.1
U.S. Retail Frozen Handheld and Spreads		119.0		105.7
U.S. Retail Pet Foods		115.3		81.3
Sweet Baked Snacks		74.4		—
International and Away From Home		48.6		36.4
Total segment profit		$	529.9	$	393.5
Amortization		(56.0)		(39.8)


Gain (loss) on divestitures – net		—		1.2
Interest expense – net		(100.4)		(32.1)
Change in net cumulative unallocated derivative gains and losses		(30.0)		10.4
Cost of products sold – special project costs (A)		(5.3)		—
Other special project costs (A)		(7.1)		—

Corporate administrative expenses		(82.0)		(61.8)
Other income (expense) – net		(3.1)		(33.0)
Income before income taxes		$	246.0	$	238.4

(A)Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 5: Special Project Costs.

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The following table presents certain geographical information.


	Three Months Ended July 31,
		2024		2023
Net sales:
United States		$	2,015.4	$	1,676.4
International:
Canada		$	81.4	$	102.3
All other international		28.3		26.5
Total international		$	109.7	$	128.8
Total net sales		$	2,125.1	$	1,805.2

The following table presents product category information.


	Three Months Ended July 31,
		2024		2023		Primary Reportable Segment (A)
Coffee		$	711.9	$	709.1	U.S. Retail Coffee
Sweet baked goods		296.6		—		Sweet Baked Snacks
Pet snacks		226.8		243.4		U.S. Retail Pet Foods
Frozen handheld		222.6		179.4		U.S. Retail Frozen Handheld and Spreads
Peanut butter		218.6		212.0		U.S. Retail Frozen Handheld and Spreads
Cat food		183.1		191.1		U.S. Retail Pet Foods
Fruit spreads		106.5		106.6		U.S. Retail Frozen Handheld and Spreads
Portion control		54.1		48.6		Other (B)
Cookies		37.1		—		Sweet Baked Snacks
Toppings and syrups		28.3		24.8		U.S. Retail Frozen Handheld and Spreads
Baking mixes and ingredients		14.2		14.8		Other (B)
Dog food		6.2		26.8		U.S. Retail Pet Foods
Other		19.1		48.6		Other (B)
Total net sales		$	2,125.1	$	1,805.2

(A)The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.

(B)Represents the combined International and Away From Home operating segments.

Note 7: Earnings per Share

We computed net income per common share (“basic earnings per share”) under the two-class method for the three months ended July 31, 2024 and 2023, due to certain unvested common shares that contained non-forfeitable rights to dividends (i.e., participating securities) during these periods. Further, we computed net income per common share – assuming dilution (“diluted earnings per share”) under the two-class and treasury stock methods to determine the method that was most dilutive, in accordance with FASB ASC 260, Earnings Per Share. For the three months ended July 31, 2024 and 2023, the computation of diluted earnings per share was more dilutive under the treasury stock method, as compared to the two-class method. Therefore, the treasury stock method was used.

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The following table sets forth the computation of basic and diluted earnings per share under the two-class method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Less: Net income allocated to participating securities		—		0.1
Net income allocated to common stockholders		$	185.0	$	183.5
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Weighted-average common shares outstanding – assuming dilution		106.3		102.5
Net income per common share		$	1.74	$	1.79
Net income per common share – assuming dilution		$	1.74	$	1.79

The following table sets forth the computation of diluted earnings per share under the treasury stock method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Weighted-average common shares outstanding – assuming dilution:
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Add: Dilutive effect of restricted shares, restricted stock units, and performance units		0.2		0.3
Weighted-average common shares outstanding – assuming dilution		106.5		102.8
Net income per common share – assuming dilution		$	1.74	$	1.79

Note 8: Debt and Financing Arrangements

The following table summarizes the components of our long-term debt.


	July 31, 2024				April 30, 2024
	Principal Outstanding		Carrying Amount (A)		Principal Outstanding		Carrying Amount (A)
3.50% Senior Notes due March 15, 2025	$	1,000.0	$	999.5	$	1,000.0	$	999.3
3.38% Senior Notes due December 15, 2027	500.0		498.5		500.0		498.4
5.90% Senior Notes due November 15, 2028	750.0		744.8		750.0		744.5
2.38% Senior Notes due March 15, 2030	500.0		497.3		500.0		497.2
2.13% Senior Notes due March 15, 2032	500.0		495.3		500.0		495.2
6.20% Senior Notes due November 15, 2033	1,000.0		991.8		1,000.0		991.5
4.25% Senior Notes due March 15, 2035	650.0		645.6		650.0		645.5
2.75% Senior Notes due September 15, 2041	300.0		297.5		300.0		297.4
6.50% Senior Notes due November 15, 2043	750.0		736.6		750.0		736.5
4.38% Senior Notes due March 15, 2045	600.0		588.8		600.0		588.7
3.55% Senior Notes due March 15, 2050	300.0		296.3		300.0		296.2
6.50% Senior Notes due November 15, 2053	1,000.0		982.8		1,000.0		982.6

Total long-term debt	$	7,850.0	$	7,774.8	$	7,850.0	$	7,773.0
Current portion of long-term debt	1,000.0		999.5		1,000.0		999.3
Total long-term debt, less current portion	$	6,850.0	$	6,775.3	$	6,850.0	$	6,773.7

(A) Represents the carrying amount included in the Condensed Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.

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In September 2023, we entered into a Term Loan with a group of banks for an unsecured $800.0 term facility. In November 2023, the full amount was drawn on the Term Loan to partially finance the acquisition of Hostess Brands and to pay off the debt assumed as part of the acquisition, as discussed in Note 3: Acquisition. As of April 30, 2024, the $800.0 Term Loan was prepaid in full.

In October 2023, we completed an offering of $3.5 billion in Senior Notes due November 15, 2028, November 15, 2033, November 15, 2043, and November 15, 2053. The Senior Notes included $31.8 of capitalized debt issuance costs and $15.0 of offering discounts to be amortized to interest expense – net in the Condensed Statements of Consolidated Income over the time period for which the debt is outstanding. The net proceeds from the offering were used to partially finance the acquisition of Hostess Brands and pay off the debt assumed as part of the acquisition.

We have available a $2.0 billion unsecured revolving credit facility with a group of 11 banks that matures in August 2026. Borrowings under the revolving credit facility bear interest on the prevailing U.S. Prime Rate, Secured Overnight Financing Rate (“SOFR”), Euro Interbank Offered Rate, or Canadian Overnight Repo Rate Average, based on our election. Interest is payable either on a quarterly basis or at the end of the borrowing term. We did not have a balance outstanding under the revolving credit facility at July 31, 2024, or April 30, 2024.

We participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $2.0 billion at any time. The commercial paper program is backed by our revolving credit facility and reduces what we can borrow under the revolving credit facility by the amount of commercial paper outstanding. Commercial paper is used as a continuing source of short-term financing for general corporate purposes. As of July 31, 2024 and April 30, 2024, we had $697.0 and $591.0 of short-term borrowings outstanding, respectively, which were both issued under our commercial paper program at a weighted-average interest rate of 5.48 percent.

Interest paid totaled $140.9 and $8.4 for the three months ended July 31, 2024 and 2023, respectively. This differs from interest expense due to the timing of interest payments, capitalized interest, the effect of interest rate contracts, amortization of debt issuance costs and discounts, and the payment of other debt fees.

Our debt instruments contain covenant restrictions, including an interest coverage ratio. As of July 31, 2024, we are in compliance with all covenants.

Note 9: Pensions and Other Postretirement Benefits

The following table summarizes our net periodic benefit cost for defined benefit pension and other postretirement benefit plans.


	Three Months Ended July 31,
	Defined Benefit Pension Plans				Other Postretirement Benefits
	2024		2023		2024		2023
Service cost	$	0.1	$	0.2	$	0.2	$	0.2
Interest cost	4.4		4.6		0.7		0.6
Expected return on plan assets	(3.1)		(4.1)		—		—
Amortization of net actuarial loss (gain)	1.1		0.9		(0.5)		(0.4)
Amortization of prior service cost (credit)	0.1		0.1		(0.2)		(0.1)

Settlement loss (gain)	—		3.2		—		—
Net periodic benefit cost	$	2.6	$	4.9	$	0.2	$	0.3

In 2021, we transferred obligations related to our Canadian defined benefit pension plan to an insurance company through the purchase of an irrevocable group annuity contract (the “Canadian Buy-Out Contract”). The group annuity contract was purchased using assets from the pension trust. During the first quarter of 2024, we received corporate approval to proceed with distribution of the surplus that remains within the Canadian defined benefit pension plan. As a result, we recognized a noncash pre-tax settlement charge of $3.2 related to the acceleration of prior service cost for the portion of the plan surplus to be allocated to plan members, which is subject to regulatory approval before a payout can be made. The settlement charge was included within other income (expense) – net in the Condensed Statement of Consolidated Income. We did not recognize any charges related to the Canadian Buy-Out Contract during the three months ended July 31, 2024.

We made direct benefit payments of $0.7 for both the three months ended July 31, 2024 and 2023.

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Note 10: Derivative Financial Instruments

We are exposed to market risks, such as changes in commodity prices, foreign currency exchange rates, and interest rates. To manage the volatility related to these exposures, we enter into various derivative transactions. We have policies in place that define acceptable instrument types we may enter into and establish controls to limit our market risk exposure. By policy, we do not enter into derivative transactions for speculative purposes.

Commodity Derivatives: We enter into commodity derivatives to manage the price volatility and reduce the variability of future cash flows related to anticipated inventory purchases of key raw materials, notably green coffee, wheat, corn, soybean meal, and edible oils. We also enter into commodity derivatives to manage price risk for energy input costs, including diesel fuel and natural gas. Our derivative instruments generally have maturities of less than one year.

We do not qualify commodity derivatives for hedge accounting treatment, and as a result, the derivative gains and losses are immediately recognized in earnings. Although we do not perform the assessments required to achieve hedge accounting for derivative positions, we believe all of our commodity derivatives are economic hedges of our risk exposure.

The commodities hedged have a high inverse correlation to price changes of the derivative instrument. Thus, we would expect that over time any gain or loss in the estimated fair value of its derivatives would generally be offset by an increase or decrease in the estimated fair value of the underlying exposures.

Foreign Currency Exchange Derivatives: We utilize foreign currency derivatives to manage the effect of foreign currency exchange fluctuations on future cash payments primarily related to purchases of certain raw materials and finished goods. The contracts generally have maturities of less than one year. We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment.

Interest Rate Derivatives: From time to time, we utilize derivative instruments to manage interest rate risk associated with anticipated debt transactions, as well as to manage changes in the fair value of our long-term debt. At the inception of an interest rate contract, the instrument is evaluated and documented for qualifying hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses on the contract are deferred and included as a component of accumulated other comprehensive income (loss) and generally reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as a fair value hedge, the contract is recognized at fair value on the balance sheet and changes in the fair value are recognized in interest expense. Generally, changes in the fair value of the contract are equal to changes in the fair value of the underlying debt and have no net impact on earnings.

Equity Forward Derivative: During the first quarter of 2024, we began entering into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. We did not qualify the forward sale derivative contract for hedge accounting treatment, and as a result, derivative gains and losses associated with the economic hedge were immediately recognized in earnings within other income (expense) – net in the Condensed Statement of Consolidated Income, netting with the change in fair value of the underlying shares. All 5.4 million shares of Post common stock were hedged and later settled on November 15, 2023, for $466.3, resulting in a pre-tax gain of $5.4 during the year ended April 30, 2024, inclusive of an unrealized gain of $0.6 recognized during the three months ended July 31, 2023. For additional information, see Note 4: Divestitures.

The following table presents the gross notional value of outstanding derivative contracts.


	July 31, 2024		April 30, 2024
Commodity contracts	$	1,664.1	$	787.7
Foreign currency exchange contracts	101.8		98.6

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The following tables set forth the gross fair value amounts of derivative instruments recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	24.0	$	42.5	$	—	$	—
Foreign currency exchange contracts	1.5		—		—		—

Total derivative instruments	$	25.5	$	42.5	$	—	$	—


	April 30, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	35.8	$	9.3	$	—	$	0.1
Foreign currency exchange contracts	1.9		0.1		—		—
Total derivative instruments	$	37.7	$	9.4	$	—	$	0.1

We have elected to not offset fair value amounts recognized for our exchange-traded derivative instruments and our cash margin accounts executed with the same counterparty that are generally subject to enforceable netting agreements. We are required to maintain cash margin accounts in connection with funding the settlement of our open positions. Our cash margin accounts represented collateral pledged of $46.7 and collateral received of $1.9 at July 31, 2024 and April 30, 2024, respectively, and are included in other current assets in the Condensed Consolidated Balance Sheets. The change in the cash margin accounts is included in other – net, investing activities in the Condensed Statements of Consolidated Cash Flows. In the event of default and immediate net settlement of all of our open positions with individual counterparties, all of our derivative liabilities would be fully offset by either our derivative asset positions or margin accounts based on the net asset or liability position with our individual counterparties. Cash flows associated with the settlement of derivative instruments are classified in the same line item as the cash flows of the related hedged item, which is within operating activities in the Condensed Statements of Consolidated Cash Flows.

Economic Hedges

The following table presents the net gains and losses recognized in cost of products sold in the Condensed Statements of Consolidated Income on derivatives not designated as hedging instruments.


	Three Months Ended July 31,
		2024		2023
Derivative gains (losses) on commodity contracts		$	(30.0)	$	7.8
Derivative gains (losses) on foreign currency exchange contracts		0.2		(2.2)
Total derivative gains (losses) recognized in cost of products sold		$	(29.8)	$	5.6

Commodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility. The following table presents the net change in cumulative unallocated derivative gains and losses.


	Three Months Ended July 31,
		2024		2023
Net derivative gains (losses) recognized and classified as unallocated		$	(29.8)	$	5.6
Less: Net derivative gains (losses) reclassified to segment operating profit		0.2		(4.8)
Change in net cumulative unallocated derivative gains and losses		$	(30.0)	$	10.4

As of July 31, 2024, the net cumulative unallocated derivative losses were $7.4, and at April 30, 2024, the net cumulative unallocated derivative gains were $22.6.

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Cash Flow Hedges

In 2020, we terminated all outstanding interest rate contracts concurrent with the pricing of the Senior Notes due March 15, 2030 and March 15, 2050. The contracts were designated as cash flow hedges and were used to manage our exposure to interest rate volatility associated with the anticipated debt financing. The termination resulted in a pre-tax loss of $239.8, which was deferred and included as a component of accumulated other comprehensive income (loss) and is being amortized as interest expense over the life of the debt.

The following table presents information on the pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges.


	Three Months Ended July 31,
		2024		2023
Gains (losses) recognized in other comprehensive income (loss)		$	—	$	—
Less: Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)		(3.4)		(3.4)
Change in accumulated other comprehensive income (loss)		$	3.4	$	3.4

(A)Interest expense – net, as presented in the Condensed Statements of Consolidated Income was $100.4 and $32.1 for the three months ended July 31, 2024 and 2023, respectively. The reclassification includes terminated contracts which were designated as cash flow hedges.

Included as a component of accumulated other comprehensive income (loss) at July 31, 2024, and April 30, 2024, were deferred net pre-tax losses of $183.7 and $187.1, respectively, related to the terminated interest rate contracts. The related net tax benefit recognized in accumulated other comprehensive income (loss) at July 31, 2024, and April 30, 2024, was $43.2 and $44.0, respectively. Approximately $13.7 of the net pre-tax loss will be recognized over the next 12 months related to the terminated interest rate contracts.

Note 11: Other Financial Instruments and Fair Value Measurements

Financial instruments, other than derivatives, that potentially subject us to significant concentrations of credit risk consist principally of cash investments, short-term borrowings, and trade receivables. The carrying value of these financial instruments approximates fair value. Our remaining financial instruments, with the exception of long-term debt, are recognized at estimated fair value in the Condensed Consolidated Balance Sheets.

The following table provides information on the carrying amounts and fair values of our financial instruments.


	July 31, 2024				April 30, 2024
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Marketable securities and other investments	$	22.1	$	22.1	$	22.1	$	22.1
Derivative financial instruments – net	(17.0)		(17.0)		28.2		28.2

Total long-term debt	(7,774.8)		(7,620.6)		(7,773.0)		(7,652.9)

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions.

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The following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements fall for our financial instruments.


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at July 31, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.2	$	—	$	—	$	4.2
Municipal obligations	—		17.2		—		17.2
Money market funds	0.7		—		—		0.7
Derivative financial instruments: (B)
Commodity contracts – net	(18.2)		(0.3)		—		(18.5)
Foreign currency exchange contracts – net	0.3		1.2		—		1.5


Total long-term debt (C)	(7,620.6)		—		—		(7,620.6)
Total financial instruments measured at fair value	$	(7,633.6)	$	18.1	$	—	$	(7,615.5)


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at April 30, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.5	$	—	$	—	$	4.5
Municipal obligations	—		17.2		—		17.2
Money market funds	0.4		—		—		0.4
Derivative financial instruments: (B)
Commodity contracts – net	26.7		(0.3)		—		26.4
Foreign currency exchange contracts – net	0.5		1.3		—		1.8


Total long-term debt (C)	(7,652.9)		—		—		(7,652.9)
Total financial instruments measured at fair value	$	(7,620.8)	$	18.2	$	—	$	(7,602.6)

(A)Marketable securities and other investments consist of funds maintained for the payment of benefits associated with nonqualified retirement plans. The funds include equity securities listed in active markets, municipal obligations valued by a third-party using valuation techniques that utilize inputs that are derived principally from or corroborated by observable market data, and money market funds with maturities of three months or less. Based on the short-term nature of these money market funds, carrying value approximates fair value. As of July 31, 2024, our municipal obligations are scheduled to mature as follows: $1.5 in 2025, $0.8 in 2026, $3.9 in 2027, $0.4 in 2028, $3.4 in 2029, and the remaining $7.2 in 2030 and beyond.

(B)Level 1 commodity and foreign currency exchange derivatives are valued using quoted market prices for identical instruments in active markets. Level 2 commodity and foreign currency exchange derivatives are valued using quoted prices for similar assets or liabilities in active markets. For additional information, see Note 10: Derivative Financial Instruments.

(C)Long-term debt is composed of public Senior Notes, which are traded in an active secondary market and valued using quoted prices. For additional information, see Note 8: Debt and Financing Arrangements.

Note 12: Leases

We lease certain warehouses, manufacturing facilities, office space, equipment, and vehicles, primarily through operating lease agreements. We have elected to not recognize leases with a term of 12 months or less in the Condensed Consolidated Balance Sheets. Instead, we recognize the related lease expense on a straight-line basis over the lease term.

Although the majority of our right-of-use asset and lease liability balances consist of leases with renewal options, these optional periods do not typically impact the lease term as we are not reasonably certain to exercise them. Certain leases also include termination provisions or options to purchase the leased property. Since we are not reasonably certain to exercise these types of options, minimum lease payments do not include any amounts related to these termination or purchase options. Our lease agreements generally do not contain residual value guarantees or restrictive covenants that are material.

We determine if an agreement is or contains a lease at inception by evaluating whether an identified asset exists that we control over the term of the arrangement. A lease commences when the lessor makes the identified asset available for our use. We generally account for lease and non-lease components as a single lease component. Minimum lease payments do not include variable lease payments other than those that depend on an index or rate.

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Because the interest rate implicit in the lease cannot be readily determined for the majority of our leases, we utilize our incremental borrowing rate to present value lease payments using information available at the lease commencement date. We consider our credit rating and the current economic environment in determining this collateralized rate.

The following table sets forth the right-of-use assets and lease liabilities recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024		April 30, 2024
Operating lease right-of-use assets	$	164.5	$	174.6
Operating lease liabilities:
Current operating lease liabilities	$	39.8	$	40.5
Noncurrent operating lease liabilities	133.8		143.5
Total operating lease liabilities	$	173.6	$	184.0

Finance lease right-of-use assets:
Machinery and equipment	$	23.6	$	18.7
Accumulated depreciation	(11.2)		(8.0)
Total property, plant, and equipment	$	12.4	$	10.7
Finance lease liabilities:
Other current liabilities	$	3.2	$	2.8
Other noncurrent liabilities	9.6		8.3
Total finance lease liabilities	$	12.8	$	11.1

The following table summarizes the components of lease expense.


	Three Months Ended July 31,
		2024		2023
Operating lease cost		$	12.5	$	12.7
Finance lease cost:
Amortization of right-of-use assets		0.8		0.3
Interest on lease liabilities		0.2		0.1
Variable lease cost		6.5		6.1
Short-term lease cost		11.2		9.4
Total lease cost (A)		$	31.2	$	28.6

(A)Total lease cost does not include sublease income which is immaterial for all years presented.

The following table sets forth cash flow and noncash information related to leases.


	Three Months Ended July 31,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	12.3	$	12.3
Operating cash flows from finance leases	0.1		—
Financing cash flows from finance leases	1.1		0.5
Right-of-use assets obtained in exchange for new lease liabilities:
Operating leases	1.1		75.1
Finance leases	2.5		—

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The following table summarizes the maturity of our lease liabilities by fiscal year.


	July 31, 2024
	Operating Leases		Finance Leases
2025 (remainder of the year)	$	35.4	$	2.8
2026	36.1		3.4
2027	32.1		3.1
2028	32.0		2.8
2029	32.0		1.5
2030 and beyond	63.3		0.6
Total undiscounted minimum lease payments	$	230.9	$	14.2
Less: Imputed interest	57.3		1.4
Lease liabilities	$	173.6	$	12.8

The following table sets forth the weighted average remaining lease term and discount rate.


	July 31, 2024		April 30, 2024
Weighted average remaining lease term (in years):
Operating leases	6.1		6.2
Finance leases	4.2		4.3

Weighted average discount rate:
Operating leases	4.3	%	4.3	%
Finance leases	4.9	%	4.8	%

Note 13: Income Taxes

The effective income tax rates for the three months ended July 31, 2024 and 2023, were 24.8 and 23.0 percent, respectively. The increase in the effective income tax rate was primarily due to a discrete unfavorable impact of share-based compensation, as compared to the prior year. During the three months ended July 31, 2024 and 2023, the effective income tax rates varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes.

Within the next 12 months, it is reasonably possible that we could decrease our unrecognized tax benefits by an estimated $1.6, primarily as a result of the expiration of statute of limitation periods.

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Note 14: Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), including the reclassification adjustments for items that are reclassified from accumulated other comprehensive income (loss) to net income, are shown below.


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2024	$	(39.2)	$	(143.1)	$	(53.4)	$	1.1	$	(234.6)
Reclassification adjustments	—		3.4		0.5		—		3.9
Current period credit (charge)	(0.6)		—		—		—		(0.6)
Income tax benefit (expense)	—		(0.8)		(0.1)		—		(0.9)
Balance at July 31, 2024	$	(39.8)	$	(140.5)	$	(53.0)	$	1.1	$	(232.2)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2023	$	(34.3)	$	(153.6)	$	(52.7)	$	1.4	$	(239.2)
Reclassification adjustments	—		3.4		3.7		—		7.1
Current period credit (charge)	7.4		—		(3.2)		(0.3)		3.9
Income tax benefit (expense)	—		(0.8)		(0.1)		0.1		(0.8)
Balance at July 31, 2023	$	(26.9)	$	(151.0)	$	(52.3)	$	1.2	$	(229.0)

(A)The reclassification from accumulated other comprehensive income (loss) is primarily composed of deferred gains (losses) related to terminated interest rate contracts which were reclassified to interest expense – net. For additional information, see Note 10: Derivative Financial Instruments.

(B)The reclassification from accumulated other comprehensive income (loss) to other income (expense) – net is composed of settlement charges and amortization of net losses and prior service costs. For additional information, see Note 9: Pensions and Other Postretirement Benefits.

Note 15: Contingencies

We, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings arising in the ordinary course of business. We are currently a defendant in a variety of such legal proceedings, and while we cannot predict with certainty the ultimate results of these proceedings or potential settlements associated with these or other matters, we have accrued losses for certain contingent liabilities that we have determined are probable and reasonably estimable at July 31, 2024. Based on the information known to date, with the exception of the matters discussed below, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position, results of operations, or cash flows.

Class Action Lawsuits: We are defendants in a series of putative class action lawsuits that were transferred to the U.S. District Court for the Western District of Missouri for coordinated pre-trial proceedings. The plaintiffs assert claims arising under various state laws for false advertising, consumer protection, deceptive and unfair trade practices, and similar statutes. Their claims are premised on allegations that we have misrepresented the number of servings that can be made from various canisters of Folgers coffee on the packaging for those products. The outcome and the financial impact of these cases, if any, cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of July 31, 2024, and the likelihood of loss is not considered probable or reasonably estimable. However, if we are required to pay significant damages, our business and financial results could be adversely impacted, and sales of those products could suffer not only in these locations but elsewhere.

Product Recall: We are defendants in ongoing consumer litigation associated with a voluntary recall of select Jif peanut butter products initiated in May 2022. The outcome and financial impact of this litigation cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of July 31, 2024, and the likelihood of loss is not considered probable or reasonably estimable.

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Voortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the sellers (the “Sellers”) under the terms of a Share Purchase Agreement (the “Purchase Agreement”) pursuant to which Hostess Brands acquired Voortman Cookies Limited (“Voortman”). The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under the representation and warranty insurance policy (“RWI”) that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands $42.5 CAD (the RWI coverage limit) (the “Proceeds”) related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances.

On November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought claims in the Ontario (Canada) Superior Court of Justice (the “Claim”), related to the breaches against certain of the Sellers. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued.

Note 16: Common Shares

The following table sets forth common share information.


	July 31, 2024	April 30, 2024
Common shares authorized	300.0	300.0
Common shares outstanding	106.4	106.2
Treasury shares	44.1	44.3

Repurchase Program: During the three months ended July 31, 2024, we did not repurchase any common shares under a repurchase plan authorized by the Board of Directors (the “Board”). As of July 31, 2024, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations.

On March 2, 2023, we entered into a share repurchase plan (the “10b5-1 Plan”) established in accordance with Rule 10b5-1 of the Exchange Act in connection with the remaining common shares authorized for repurchase by the Board, which was approximately 3.5 million common shares as of April 30, 2023. In accordance with the 10b5-1 Plan, our designated broker had the authority to repurchase approximately 2.4 million common shares, which commenced upon the sale of certain pet food brands on April 28, 2023, and expired 45 calendar days after the closure of the transaction. During the three months ended July 31, 2023, we repurchased approximately 2.4 million common shares for $362.8 under the 10b5-1 Plan. In accordance with The Inflation Reduction Act of 2022, H.R. 5376 (the “Inflation Reduction Act”), a one percent excise tax was applied to share repurchases after December 31, 2022. As a result, an excise tax of $3.6 was accrued on the repurchased shares during the first quarter of 2024 and included within additional capital in our Condensed Consolidated Balance Sheet.

All other share repurchases during the three months ended July 31, 2024 and 2023, consisted of shares repurchased from stock plan recipients in lieu of cash payments.

Shares Issued: On November 7, 2023, we acquired Hostess Brands, and as a result, we issued approximately 4.0 million common shares valued at $450.2 in exchange for the outstanding shares of Hostess Brands common stock to partially fund the acquisition. The shares issued were based on each outstanding share of Hostess Brands common stock receiving $30.00 per share in cash and 0.03002 shares of our common shares, which represented a value of $4.25 based on the closing stock price of our common shares on September 8, 2023, the last trading day preceding September 11, 2023, the date on which the execution of the Hostess Brands merger agreement was publicly announced. For additional information on the acquisition of Hostess Brands, see Note 3: Acquisition.

Note 17: Supplier Financing Program

As part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion, and our rights and obligations to our suppliers are not impacted.

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We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. However, our right to offset balances due from suppliers against our payment obligations is restricted by the agreement for those payment obligations that have been sold by our suppliers. The payment of these obligations is included in cash provided by operating activities in the Condensed Statements of Consolidated Cash Flows. Included in accounts payable in the Condensed Consolidated Balance Sheets as of July 31, 2024, and April 30, 2024, $366.8 and $384.9 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

(Dollars and shares in millions, unless otherwise noted, except per share data)

This discussion and analysis deals with comparisons of material changes in the unaudited condensed consolidated financial statements for the three months ended July 31, 2024 and 2023. All comparisons presented are to the corresponding period of the prior year, unless otherwise noted.

On January 2, 2024, we sold the Canada condiment business to TreeHouse Foods. The transaction included Bick’s pickles, Habitant pickled beets, Woodman’s horseradish, and McLarens pickled onions brands, inclusive of certain trademarks. Under our ownership, these brands generated net sales of $43.8 in 2024, included in the International operating segment. Final net proceeds from the divestiture were $25.3, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $5.7 during the third quarter of 2024.

On November 7, 2023, we completed a cash and stock transaction to acquire Hostess Brands. The total purchase consideration in connection with the acquisition was $5.4 billion, which reflects an exchange offer of all outstanding shares of Hostess Brands common stock at a price of $34.25 per share, consisting of $30.00 in cash and 0.03002 shares of our common shares, based on the closing stock price on September 8, 2023, that were exchanged for each share of Hostess Brands common stock as of the transaction date. The purchase price included the issuance of approximately 4.0 million of our common shares to Hostess Brands’ shareholders, valued at $450.2. In addition, we paid $3.9 billion in cash, net of cash acquired, and assumed $991.0 of debt from Hostess Brands and $67.8 of an other debt-like item, reflecting consideration transferred for the cash payment of Hostess Brands’ employee equity awards. New debt of $5.0 billion was borrowed, consisting of $3.5 billion in Senior Notes, an $800.0 Term Loan, and $700.0 of short-term borrowings under our commercial paper program to partially fund the transaction and pay off the debt assumed as part of the acquisition. Hostess Brands is a manufacturer and marketer of sweet baked goods brands including Hostess Donettes, Twinkies, CupCakes, DingDongs, Zingers, CoffeeCakes, HoHos, Mini Muffins, and Fruit Pies, and the Voortman cookie brand. In addition to its headquarters in Lenexa, Kansas, the transaction included six manufacturing facilities located in Emporia, Kansas; Burlington, Ontario; Chicago, Illinois; Columbus, Georgia; Indianapolis, Indiana; and Arkadelphia, Arkansas, a distribution facility in Edgerton, Kansas, and a commercial center of excellence in Chicago, Illinois. During the first quarter of 2025, the acquired business contributed net sales of $333.7. We anticipate cost synergies of approximately $100.0, which are expected to be achieved by the end of 2026. To date, we have achieved cost synergies of approximately $25.0, of which approximately $14.0 was achieved during the first quarter of 2025.

On November 1, 2023, we sold the Sahale Snacks business to Second Nature. The transaction included products sold under the Sahale Snacks brand, inclusive of certain trademarks and licensing agreements, a leased manufacturing facility in Seattle, Washington, and approximately 100 employees who supported the brand. Under our ownership, the Sahale Snacks brand generated net sales of $24.1 in 2024, primarily included in the U.S. Retail Frozen Handheld and Spreads segment. Final net proceeds from the divestiture were $31.6, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $6.7 during the third quarter of 2024.

On April 28, 2023, we sold certain pet food brands to Post. The transaction included the Rachael Ray Nutrish, 9Lives, Kibbles ’n Bits, Nature’s Recipe, and Gravy Train brands, as well as the private label pet food business, inclusive of certain trademarks and licensing agreements, manufacturing and distribution facilities in Bloomsburg, Pennsylvania, manufacturing facilities in Meadville, Pennsylvania and Lawrence, Kansas, and approximately 1,100 employees who supported these pet food brands. Final net proceeds from the divestiture were $1.2 billion, consisting of $683.9 in cash, net of a working capital adjustment and cash transaction costs, and approximately 5.4 million shares of Post common stock, valued at $491.6 at the close of the transaction. We recognized a pre-tax loss of $1.0 billion upon completion of this transaction in 2023. During the first half of 2024, we finalized the working capital adjustment and transaction costs, which resulted in an immaterial adjustment to the pre-tax loss. Furthermore, during the first quarter of 2024, we entered into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. All 5.4 million shares of Post common stock were settled for $466.3 under the equity forward contract on November 15, 2023.

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For additional information, see Note 3: Acquisition and Note 4: Divestitures.

We are the owner of all trademarks referenced herein, except for the following, which are used under license: Dunkin’ is a trademark of DD IP Holder LLC used under three licenses (the “Dunkin’ Licenses”) for packaged coffee products, including K-Cup® pods, sold in retail channels, such as grocery stores, mass merchandisers, club stores, e-commerce, and drug stores, as well as in certain away from home channels. The Dunkin’ Licenses do not pertain to coffee or other products for sale in Dunkin’ restaurants. K-Cup® is a trademark of Keurig Green Mountain, Inc., used with permission.

Trends Affecting our Business

During the first quarter of 2025, we continued to experience input cost inflation and a dynamic macroeconomic environment, which we anticipate will persist through the remainder of 2025. Further, the higher costs may require price increases across our business, and we anticipate the price elasticity of demand will remain elevated during 2025 as consumers continue to experience broader inflationary pressures. In response to the inflationary pressures, we continue to focus on the delivery of our company-wide transformation initiative to deliberately translate our continuous improvement mindset into sustainable productivity initiatives in order to grow our profit margins and reinvest in the Company to enable future growth and cost savings.

In addition, it is possible significant disruptions in our supply chain could occur if certain geopolitical events continue to impact markets around the world, including the impact of potential shipping delays due to supply and demand imbalances, as well as labor shortages. We also continue to work closely with our customers and external business partners, taking additional actions to ensure safety, business continuity, and maximize product availability. We have maintained production at all our facilities and availability of appointments at distribution centers. Furthermore, we have implemented measures to manage order volumes to ensure a consistent supply across our retail partners during periods of high demand. However, to the extent that high demand levels or supply chain disruptions delay order fulfillment, we may experience volume loss and elevated penalties. Although we do not have any operations in Russia, Ukraine, Israel, or Palestine, we continue to monitor the environment for any significant escalation or expansion of economic or supply chain disruptions, including broader inflationary costs, as well as regional or global economic recessions.

Overall, broad-based supply chain disruptions and the impact of inflation remain uncertain. We will continue to evaluate the nature and extent to which supply chain disruptions and inflation will impact our business, supply chain, including labor availability and attrition, results of operations, financial condition, and liquidity.

Results of Operations


	Three Months Ended July 31,
		2024			2023			% Increase (Decrease)
Net sales		$	2,125.1		$	1,805.2		18	%
Gross profit		$	797.2		$	654.8		22
% of net sales		37.5		%	36.3		%
Operating income		$	349.5		$	303.5		15
% of net sales		16.4		%	16.8		%
Net income:
Net income		$	185.0		$	183.6		1
Net income per common share – assuming dilution		$	1.74		$	1.79		(3)
Adjusted gross profit (A)		$	832.5		$	644.4		29
% of net sales		39.2		%	35.7		%
Adjusted operating income (A)		$	447.9		$	331.7		35
% of net sales		21.1		%	18.4		%
Adjusted income: (A)
Income		$	259.5		$	227.0		14
Earnings per share – assuming dilution		$	2.44		$	2.21		10

(A)We use non-GAAP financial measures to evaluate our performance. Refer to “Non-GAAP Financial Measures” in this discussion and analysis for a reconciliation to the comparable GAAP financial measure.

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Net Sales


	Three Months Ended July 31,
		2024		2023		Increase (Decrease)		%
Net sales		$	2,125.1	$	1,805.2	$	319.9	18	%
Hostess Brands acquisition		(333.7)		—		(333.7)		(18)

Canada condiment divestiture		—		(17.6)		17.6		1
Sahale Snacks divestiture		—		(11.0)		11.0		1



Foreign currency exchange		2.1		—		2.1		—
Net sales excluding acquisition, divestitures, and foreign currency exchange (A)		$	1,793.5	$	1,776.6	$	16.9	1	%

Amounts may not add due to rounding.

(A) Net sales excluding acquisition, divestitures, and foreign currency exchange is a non-GAAP financial measure used to evaluate performance internally. This measure provides useful information to investors because it enables comparison of results on a year-over-year basis.

Net sales in the first quarter of 2025 increased $319.9, or 18 percent, which includes incremental net sales in the current year of $333.7 related to the Hostess Brands acquisition, partially offset by $28.6 of noncomparable net sales in the prior year related to divestitures. Net sales excluding acquisition, divestitures, and foreign currency exchange increased $16.9, or 1 percent. Favorable volume/mix contributed 1 percentage point to net sales, primarily driven by increases for the Uncrustables, Café Bustelo, and Meow Mix brands, partially offset by lower contract manufacturing sales related to the divested pet food brands and a decrease for the Dunkin’ brand. Net price realization was neutral to net sales, as higher net pricing for International and Away From Home and for our U.S. Retail Frozen Handheld and Spreads segment was offset by lower net pricing for the U.S. Retail Pet Foods and U.S. Retail Coffee segments.

Operating Income

The following table presents the components of operating income as a percentage of net sales.


	Three Months Ended July 31,
		2024		2023
Gross profit		37.5	%	36.3	%
Selling, distribution, and administrative expenses:
Marketing		5.1	%	4.9	%
Selling		3.6		3.6
Distribution		3.4		3.4
General and administrative		6.3		5.5
Total selling, distribution, and administrative expenses		18.4	%	17.4	%
Amortization		2.6		2.2

Other special project costs		0.3		—

Other operating expense (income) – net		(0.3)		(0.1)
Operating income		16.4	%	16.8	%

Amounts may not add due to rounding.

Gross profit increased $142.4, or 22 percent, in the first quarter of 2025, primarily reflecting the noncomparable benefit of Hostess Brands and favorable volume/mix, partially offset by the noncomparable impact of divestitures.

Operating income increased $46.0, or 15 percent, primarily driven by the increase in gross profit, partially offset by a $76.5 increase in selling, distribution, and administrative (“SD&A”) expenses and a $16.2 increase in amortization expense, mostly attributable to the addition of Hostess Brands. Operating income also reflects a $7.1 increase in special project costs primarily related to integration costs associated with the acquisition of Hostess Brands.

Our non-GAAP financial measures are adjusted to exclude amortization expense and impairment charges related to intangible assets, special project costs, gains and losses on divestitures, the change in net cumulative unallocated derivative gains and losses, and other infrequently occurring items that do not directly reflect ongoing operating results. Refer to “Non-GAAP Financial Measures” in this discussion and analysis for additional information. Gross profit excluding non-GAAP adjustments

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(“adjusted gross profit”) increased $188.1, or 29 percent, as compared to the prior year, primarily reflecting a favorable impact of the exclusion of a $40.4 change in net cumulative unallocated derivative gains and losses, as compared to GAAP gross profit. Operating income excluding non-GAAP adjustments (“adjusted operating income”) increased $116.2, or 35 percent, as compared to the prior year, further reflecting the exclusion of other special project costs and amortization expense.

Interest Expense

Net interest expense increased $68.3 in the first quarter of 2025, primarily due to increased interest expense related to the new Senior Notes issued during 2024 to partially finance the acquisition of Hostess Brands and an increase in short-term borrowings under our commercial paper program. For additional information, refer to Note 8: Debt and Financing Arrangements.

Income Taxes

Income taxes increased $6.2, or 11 percent, in the first quarter of 2025, primarily due to the higher effective income tax rate of 24.8 percent, as compared to 23.0 percent for the first quarter of 2024, which was primarily due to the discrete unfavorable impact of share-based compensation, as compared to the prior year. During both the current and prior years, the effective income tax rates varied from the U.S. statutory income tax rate of 21.0 percent, primarily due to the impact of state income taxes. We anticipate a full-year effective income tax rate for 2025 of approximately 24.3 percent. For additional information, refer to Note 13: Income Taxes.

Special Project Costs

Furthermore, we identified opportunities to address certain distribution inefficiencies, as a result of the divestiture of certain pet food brands. We anticipate incurring approximately $12.0 of costs related to these efforts, consisting primarily of other transition and termination charges. The majority of these costs are expected to be cash charges and incurred by the end of 2026, with approximately half of the costs expected to be recognized in 2025. We have recognized total cumulative costs of $0.1 related to these efforts, all of which has been recognized during the first quarter of 2025.

For further information on these costs, refer to Note 5: Special Project Costs.

Segment Results

We have four reportable segments: U.S. Retail Coffee, U.S. Retail Frozen Handheld and Spreads, U.S. Retail Pet Foods, and Sweet Baked Snacks. The presentation of International and Away From Home represents a combination of all other operating segments that are not individually reportable.

The U.S. Retail Coffee segment primarily includes the domestic sales of Folgers, Dunkin’, and Café Bustelo branded coffee; the U.S. Retail Frozen Handheld and Spreads segment primarily includes the domestic sales of Uncrustables, Smucker’s, and Jif branded products; the U.S. Retail Pet Foods segment primarily includes the domestic sales of Meow Mix, Milk-Bone, Pup-Peroni, and Canine Carry Outs branded products; and the Sweet Baked Snacks segment primarily includes all domestic and foreign sales of Hostess and Voortman branded products in all channels. With the exception of Sweet Baked Snacks products, International and Away From Home includes the sale of all products that are distributed in foreign countries through retail channels, as well as domestically and in foreign countries through foodservice distributors and operators (e.g., healthcare operators, restaurants, educational institutions, offices, lodging and gaming establishments, and convenience stores).

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	Three Months Ended July 31,
		2024			2023			% Increase (Decrease)
Net sales:
U.S. Retail Coffee		$	623.4		$	625.1		—	%
U.S. Retail Frozen Handheld and Spreads		496.8			464.0			7
U.S. Retail Pet Foods		399.7			441.0			(9)
Sweet Baked Snacks		333.7			—			n/a
International and Away From Home		271.5			275.1			(1)
Segment profit:
U.S. Retail Coffee		$	172.6		$	170.1		1	%
U.S. Retail Frozen Handheld and Spreads		119.0			105.7			13
U.S. Retail Pet Foods		115.3			81.3			42
Sweet Baked Snacks		74.4			—			n/a
International and Away From Home		48.6			36.4			34
Segment profit margin:
U.S. Retail Coffee		27.7		%	27.2		%
U.S. Retail Frozen Handheld and Spreads		24.0			22.8
U.S. Retail Pet Foods		28.8			18.4
Sweet Baked Snacks		22.3			n/a
International and Away From Home		17.9			13.2

U.S. Retail Coffee

The U.S. Retail Coffee segment net sales decreased $1.7 in the first quarter of 2025. Net price realization decreased net sales by 1 percentage point, primarily driven by a net price decline for the Dunkin’ brand, partially offset by higher net pricing for the Folgers brand. The decrease in net price realization was mostly offset by favorable volume/mix, reflecting an increase for the Café Bustelo brand, partially offset by a decrease for the Dunkin’ brand. Segment profit increased $2.5, primarily reflecting lower marketing spend and selling expense, partially offset by lower net price realization and higher commodity costs.

U.S. Retail Frozen Handheld and Spreads

The U.S. Retail Frozen Handheld and Spreads segment net sales increased $32.8 in the first quarter of 2025, inclusive of the impact of $6.9 of noncomparable net sales in the prior year related to the divested Sahale Snacks business. Excluding the noncomparable impact of the divestiture, net sales increased $39.7, or 9 percent. Volume/mix contributed 7 percentage points to net sales, primarily reflecting an increase for Uncrustables sandwiches. Higher net price realization contributed 1 percentage point to net sales, primarily reflecting a list price increase for peanut butter implemented in the prior year. Segment profit increased $13.3, primarily reflecting lower costs, favorable volume/mix, and higher net price realization, partially offset by higher marketing spend and pre-production expenses related to the new Uncrustables sandwiches manufacturing facility.

U.S. Retail Pet Foods

The U.S. Retail Pet Foods segment net sales decreased $41.3 in the first quarter of 2025. Volume/mix decreased net sales by 6 percentage points, primarily reflecting decreased contract manufacturing sales related to the divested pet food brands, partially offset by increases for cat food and dog snacks. Net price realization decreased net sales by 4 percentage points, primarily reflecting higher trade spend for the Jerky Treats® and Meow Mix brands. Segment profit increased $34.0, reflecting lower costs, favorable volume/mix, and lower distribution costs, partially offset by lower net price realization and higher marketing spend.

Sweet Baked Snacks

We acquired Hostess Brands on November 7, 2023, as discussed in Note 3: Acquisition. During the first quarter of 2025, the Sweet Baked Snacks segment contributed net sales of $333.7 and segment profit of $74.4. Prior year net sales and segment profit are not provided due to differences in reporting periods and certain financial measures under previous ownership.

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International and Away From Home

International and Away From Home net sales decreased $3.6 in the first quarter of 2025, including the noncomparable impact of $21.7 of net sales in the prior year related to the divestitures and $2.1 of unfavorable foreign currency exchange. Excluding the noncomparable impact of the divested businesses and foreign currency exchange, net sales increased $20.2, or 8 percent. Net price realization contributed 5 percentage points to net sales, primarily driven by list price increases across the majority of the portfolio. Volume/mix contributed 3 percentage points to net sales, primarily reflecting increases for Uncrustables sandwiches, coffee, and portion control products, partially offset by a decrease for dog snacks. Segment profit increased $12.2, primarily driven by higher net price realization, favorable volume/mix, lower costs, and decreased marketing spend, partially offset by the impact of noncomparable segment profit in the prior year related to the divested businesses and higher pre-production expenses related to the new Uncrustables sandwiches manufacturing facility.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity

Our principal source of funds is cash generated from operations, supplemented by borrowings against our commercial paper program and revolving credit facility. Total cash and cash equivalents decreased to $39.5 at July 31, 2024, compared to $62.0 at April 30, 2024.

The following table presents selected cash flow information.


	Three Months Ended July 31,
	2024		2023
Net cash provided by (used for) operating activities	$	172.9	$	217.9
Net cash provided by (used for) investing activities	(172.4)		(151.9)
Net cash provided by (used for) financing activities	(23.0)		(481.3)

Net cash provided by (used for) operating activities	$	172.9	$	217.9
Additions to property, plant, and equipment	(123.7)		(150.3)
Free cash flow (A)	$	49.2	$	67.6

(A)Free cash flow is a non-GAAP financial measure used by management to evaluate the amount of cash available for debt repayment, dividend distribution, acquisition opportunities, share repurchases, and other corporate purposes.

The $45.0 decrease in cash provided by operating activities in the first three months of 2025 was primarily driven by higher working capital requirements in 2025, partially offset by higher net income adjusted for noncash items in the current year. The cash required to fund working capital increased compared to the prior year primarily driven by an increase in cash used for accrued liabilities reflecting timing of interest payments, a decrease in accounts payable due to timing of spend and payments, and higher inventory levels in the current year.

Cash used for investing activities in the first three months of 2025 consisted primarily of $123.7 in capital expenditures, reflecting our investments in the new Uncrustables sandwiches manufacturing and distribution facilities in McCalla, Alabama, as well as plant maintenance across our facilities. The use of cash for 2025 also included an increase of $48.6 in our derivative cash margin account balances. Cash used for investing activities in the first three months of 2024 consisted primarily of $150.3 in capital expenditures related to the new manufacturing and distribution facilities in McCalla, Alabama and plant maintenance across our facilities.

Cash used for financing activities in the first three months of 2025 consisted primarily of dividend payments of $112.1, partially offset by a net increase in short-term borrowings of $96.2. Cash used for financing activities in the first three months of 2024 consisted primarily of the purchase of treasury shares of $372.0 and dividend payments of $105.2.

Supplier Financing Program

As part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program, which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion, and our rights and obligations to our suppliers are not impacted.

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We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. As of July 31, 2024, and April 30, 2024, $366.8 and $384.9 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers. During the first three months of 2025 and 2024, we paid $422.6 and $441.7, respectively, to a financial institution for payment obligations that were settled through the supplier financing program.

Contingencies

Product Recall: We are defendants in ongoing consumer litigation associated with the voluntary recall of select Jif peanut butter products initiated in May 2022. The outcome and financial impact of this litigation cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of July 31, 2024, and the likelihood of loss is not considered probable or reasonably estimable.

Voortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the Sellers under the terms of the Purchase Agreement pursuant to which Hostess Brands acquired Voortman. The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under RWI that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands the Proceeds related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances.

On November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought the Claim related to the breaches against certain of the Sellers. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued.

Capital Resources

The following table presents our capital structure.


	July 31, 2024		April 30, 2024
Current portion of long-term debt	$	999.5	$	999.3
Short-term borrowings	697.0		591.0
Long-term debt, less current portion	6,775.3		6,773.7
Total debt	$	8,471.8	$	8,364.0
Shareholders’ equity	7,769.5		7,693.9
Total capital	$	16,241.3	$	16,057.9

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In October 2023, we completed an offering of $3.5 billion in Senior Notes due November 15, 2028, November 15, 2033, November 15, 2043, and November 15, 2053. The net proceeds from the offering were used to partially finance the acquisition of Hostess Brands and pay off the debt assumed as part of the acquisition.

We have available a $2.0 billion unsecured revolving credit facility with a group of 11 banks that matures in August 2026. Additionally, we participate in a commercial paper program under which we can issue short-term, unsecured commercial paper not to exceed $2.0 billion at any time. The commercial paper program is backed by our revolving credit facility and reduces what we can borrow under the revolving credit facility by the amount of commercial paper outstanding. Commercial paper is used as a continuing source of short-term financing for general corporate purposes. As of July 31, 2024, we had $697.0 of short-term borrowings outstanding, which were issued under our commercial paper program at a weighted-average interest rate of 5.48 percent.

We are in compliance with all our debt covenants as of July 31, 2024, and expect to be for the next 12 months. For additional information on our long-term debt, sources of liquidity, and debt covenants, see Note 8: Debt and Financing Arrangements.

Dividend payments were $112.1 and $105.2 in the first three months of 2025 and 2024, respectively, and quarterly dividends declared per share were $1.08 and $1.06 in the first three months of 2025 and 2024, respectively. The declaration of dividends is subject to the discretion of our Board and depends on various factors, such as our net income, financial condition, cash requirements, future events, and other factors deemed relevant by the Board.

During the three months ended July 31, 2024, we did not repurchase any common shares under a repurchase plan authorized by the Board. As of July 31, 2024, approximately 1.1 million common shares remain available for repurchase pursuant to the Board’s authorizations. There is no guarantee as to the exact number of shares that may be repurchased or when such purchases may occur.

On March 2, 2023, we entered into the 10b5-1 Plan established in accordance with Rule 10b5-1 of the Exchange Act in connection with the remaining common shares authorized for repurchase by the Board, which was approximately 3.5 million common shares as of April 30, 2023. In accordance with the 10b5-1 Plan, our designated broker had the authority to repurchase approximately 2.4 million common shares, which commenced upon the sale of certain pet food brands on April 28, 2023, and expired 45 calendar days after the closure of the transaction. During the three months ended July 31, 2023, we repurchased approximately 2.4 million common shares for $362.8 under the 10b5-1 Plan. In accordance with the Inflation Reduction Act, a one percent excise tax was applied to share repurchases after December 31, 2022. As a result, an excise tax of $3.6 was accrued on the repurchased shares during the first quarter of 2024 and included within additional capital in our Condensed Consolidated Balance Sheet.

All other share repurchases during the three months ended July 31, 2024 and 2023, consisted of shares repurchased from stock plan recipients in lieu of cash payments.

On November 7, 2023, we acquired Hostess Brands, and as a result, we issued approximately 4.0 million common shares valued at $450.2 in exchange for the outstanding shares of Hostess Brands common stock to partially fund the acquisition. The shares issued were based on each outstanding share of Hostess Brands common stock receiving $30.00 per share in cash and 0.03002 shares of our common shares, which represents a value of $4.25 based on the closing stock price of our common shares on September 8, 2023, the last trading day preceding September 11, 2023, the date on which the execution of the Hostess Brands merger agreement was publicly announced. For additional information on the acquisition of Hostess Brands, see Note 3: Acquisition.

In November 2021, we announced plans to invest $1.1 billion to build a new manufacturing facility and distribution center in McCalla, Alabama dedicated to the production of Uncrustables sandwiches. Construction of this facility began in 2022, with production expected to begin during the second quarter of 2025. The project demonstrates our commitment to meet increasing demand for this highly successful product and deliver on our strategy to focus on brands with the most significant growth opportunities. Construction of the facility and production will occur in three phases over multiple years, with financial investments and job creation aligning across each of the three phases.

Absent any material acquisitions, apart from the recent acquisition of Hostess Brands, or other significant investments, we believe that cash on hand, combined with cash provided by operations, borrowings available under our revolving credit facility and commercial paper program, and access to capital markets, will be sufficient to meet our cash requirements for the next 12 months, including the payment of quarterly dividends, principal and interest payments on debt outstanding, and capital expenditures. We intend to use a combination of the aforementioned sources of liquidity to fund our obligations with respect to the Senior Notes due March 15, 2025. However, as a result of the current macroeconomic environment and the recent

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acquisition, we may experience an increase in the cost or the difficulty to obtain debt or equity financing, or to refinance our debt in the future. We continue to evaluate these risks, which could affect our financial condition or our ability to fund operations or future investment opportunities.

As of July 31, 2024, total cash and cash equivalents of $16.5 was held by our foreign subsidiaries, primarily in Canada. We have not repatriated foreign cash to the U.S. during the first three months of 2025.

Material Cash Requirements

We do not have material off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as variable interest entities. Transactions with related parties are in the ordinary course of business and are not material to our results of operations, financial condition, or cash flows.

As of July 31, 2024, there were no other material changes to our material cash requirements as previously reported in our Annual Report on Form 10-K for the year ended April 30, 2024.

NON-GAAP FINANCIAL MEASURES

We use non-GAAP financial measures including: net sales excluding acquisition, divestitures, and foreign currency exchange, adjusted gross profit, adjusted operating income, adjusted income, adjusted earnings per share, and free cash flow, as key measures for purposes of evaluating performance internally. We believe that investors’ understanding of our performance is enhanced by disclosing these performance measures. Furthermore, these non-GAAP financial measures are used by management in preparation of the annual budget and for the monthly analyses of our operating results. The Board also utilizes certain non-GAAP financial measures as components for measuring performance for incentive compensation purposes.

Non-GAAP financial measures exclude certain items affecting comparability that can significantly affect the year-over-year assessment of operating results, which include amortization expense and impairment charges related to intangible assets, special project costs, gains and losses on divestitures, the change in net cumulative unallocated derivative gains and losses, and other infrequently occurring items that do not directly reflect ongoing operating results. Income taxes, as adjusted is calculated using an adjusted effective income tax rate that is applied to adjusted income before income taxes and reflects the exclusion of the previously discussed items, as well as any adjustments for one-time tax related activities, when they occur. While this adjusted effective income tax rate does not generally differ materially from our GAAP effective income tax rate, certain exclusions from non-GAAP results can significantly impact our adjusted effective income tax rate.

These non-GAAP financial measures are not intended to replace the presentation of financial results in accordance with U.S. GAAP. Rather, the presentation of these non-GAAP financial measures supplements other metrics we use to internally evaluate our business and facilitate the comparison of past and present operations and liquidity. These non-GAAP financial measures may not be comparable to similar measures used by other companies and may exclude certain nondiscretionary expenses and cash payments.

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The following table reconciles certain non-GAAP measures to the comparable GAAP financial measure. See page 24 for a reconciliation of net sales adjusted for certain noncomparable items to the comparable GAAP financial measure.


	Three Months Ended July 31,
		2024		2023
Gross profit reconciliation:
Gross profit		$	797.2	$	654.8
Change in net cumulative unallocated derivative gains and losses		30.0		(10.4)
Cost of products sold – special project costs (A)		5.3		—
Adjusted gross profit		$	832.5	$	644.4
Operating income reconciliation:
Operating income		$	349.5	$	303.5
Amortization		56.0		39.8

Loss (gain) on divestitures – net		—		(1.2)
Change in net cumulative unallocated derivative gains and losses		30.0		(10.4)
Cost of products sold – special project costs (A)		5.3		—
Other special project costs (A)		7.1		—
Adjusted operating income		$	447.9	$	331.7
Net income reconciliation:
Net income		$	185.0	$	183.6
Income tax expense		61.0		54.8
Amortization		56.0		39.8

Loss (gain) on divestitures – net		—		(1.2)
Change in net cumulative unallocated derivative gains and losses		30.0		(10.4)
Cost of products sold – special project costs (A)		5.3		—
Other special project costs (A)		7.1		—


Other infrequently occurring items:
Unrealized loss on investment in equity securities – net (B)		—		27.4
Pension plan termination settlement charge (C)		—		3.2

Adjusted income before income taxes		$	344.4	$	297.2
Income taxes, as adjusted		84.9		70.2
Adjusted income		$	259.5	$	227.0
Weighted-average shares – assuming dilution		106.5		102.8
Adjusted earnings per share – assuming dilution		$	2.44	$	2.21

(A)Includes certain divestiture, acquisition, integration, and restructuring costs. For more information, see Note 5: Special Project Costs and Note 6: Reportable Segments.

(B)Unrealized loss on investment in equity securities – net includes gains and losses resulting from the change in fair value on our investment in Post common stock and the related equity forward contract, which was settled on November 15, 2023. For more information, see Note 4: Divestitures and Note 10: Derivative Financial Instruments.

(C)Represents the nonrecurring pre-tax settlement charge recognized during the first quarter of 2024 related to the acceleration of prior service cost for the portion of the plan surplus to be allocated to plan members within our Canadian defined benefit plans, which is subject to regulatory approval before a payout can be made. For additional information, see Note 9: Pensions and Other Postretirement Benefits.

CRITICAL ACCOUNTING ESTIMATES AND POLICIES

A discussion of our critical accounting estimates and policies can be found in the “Management’s Discussion and Analysis” section of our Annual Report on Form 10-K for the year ended April 30, 2024. There were no material changes to the information previously disclosed.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.

(Dollars in millions, unless otherwise noted)

The following discussions about our market risk disclosures involve forward-looking statements. Actual results could differ from those projected in the forward-looking statements. We are exposed to market risk related to changes in interest rates, commodity prices, and foreign currency exchange rates.

Interest Rate Risk: The fair value of our cash and cash equivalents at July 31, 2024, approximates carrying value. We are exposed to interest rate risk with regard to existing debt consisting of fixed- and variable-rate maturities. Our interest rate exposure primarily includes U.S. Treasury rates, SOFR, and commercial paper rates in the U.S.

From time to time, we utilize derivative instruments to manage interest rate risk associated with anticipated debt transactions, as well as to manage changes in the fair value of our long-term debt. At the inception of an interest rate contract, the instrument is evaluated and documented for qualifying hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses on the contract are deferred and included as a component of accumulated other comprehensive income (loss) and generally reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as a fair value hedge, the contract is recognized at fair value on the balance sheet and changes in the fair value are recognized in interest expense. Generally, changes in the fair value of the contract are equal to changes in the fair value of the underlying debt and have no net impact on earnings.

In measuring interest rate risk by the amount of net change in the fair value of our financial liabilities, a hypothetical 100 basis-point decrease in interest rates at July 31, 2024, would increase the fair value of our long-term debt by $634.4.

Commodity Price Risk: We use certain raw materials and other commodities that are subject to price volatility caused by supply and demand conditions, political and economic variables, weather, investor speculation, and other unpredictable factors. To manage the volatility related to anticipated commodity purchases, we use derivatives with maturities of generally less than one year. We do not qualify commodity derivatives for hedge accounting treatment. As a result, the gains and losses on all commodity derivatives are immediately recognized in cost of products sold.

The following sensitivity analysis presents our potential loss (gain) of fair value resulting from a hypothetical 10 percent change in market prices related to commodities.


	July 31, 2024		April 30, 2024
High	$	35.6	$	26.0
Low	(3.5)		(4.0)
Average	16.0		12.8

The estimated fair value was determined using quoted market prices and was based on our net derivative position by commodity for the previous four quarters. The calculations are not intended to represent actual gains or losses in fair value that we expect to incur. In practice, as markets move, we actively manage our risk and adjust hedging strategies as appropriate. The commodities hedged have a high inverse correlation to price changes of the derivative instrument. Thus, we would expect that over time any gain or loss in the estimated fair value of its derivatives would generally be offset by an increase or decrease in the estimated fair value of the underlying exposures.

Foreign Currency Exchange Risk: We have operations outside the U.S. with foreign currency denominated assets and liabilities, primarily denominated in Canadian currency. Because we have foreign currency denominated assets and liabilities, financial exposure may result, primarily from the timing of transactions and the movement of exchange rates. The foreign currency balance sheet exposures as of July 31, 2024, are not expected to result in a significant impact on future earnings or cash flows.

We utilize foreign currency derivatives to manage the effect of foreign currency exchange fluctuations on future cash payments primarily related to purchases of certain raw materials and finished goods. The contracts generally have maturities of less than

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one year. We do not qualify instruments used to manage foreign currency exchange exposures for hedge accounting treatment. Therefore, the change in value of these instruments is immediately recognized in cost of products sold. Based on our hedged foreign currency positions as of July 31, 2024, a hypothetical 10 percent change in exchange rates would not materially impact the fair value.

Revenues from customers outside the U.S., subject to foreign currency exchange, represented 4 percent of net sales during the three months ended July 31, 2024. Thus, certain revenues and expenses have been, and are expected to be, subject to the effect of foreign currency fluctuations, and these fluctuations may have an impact on operating results.

Certain Forward-Looking Statements

Certain statements included in this Quarterly Report on Form 10-Q contain forward-looking statements within the meaning of federal securities laws. The forward-looking statements may include statements concerning our current expectations, estimates, assumptions, and beliefs concerning future events, conditions, plans, and strategies that are not historical fact. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as “expect,” “anticipate,” “believe,” “intend,” “will,” “plan,” and similar phrases.

Federal securities laws provide a safe harbor for forward-looking statements to encourage companies to provide prospective information. We are providing this cautionary statement in connection with the safe harbor provisions. Readers are cautioned not to place undue reliance on any forward-looking statements, as such statements are by nature subject to risks, uncertainties, and other factors, many of which are outside of our control and could cause actual results to differ materially from such statements and from our historical results and experience. These risks and uncertainties include, but are not limited to, the following:

•our ability to successfully integrate Hostess Brands’ operations and employees and to implement plans and achieve financial forecasts with respect to the Hostess Brands’ business;

•our ability to realize the anticipated benefits, including synergies and cost savings, related to the Hostess Brands acquisition, including the possibility that the expected benefits will not be realized or will not be realized within the expected time period;

•disruption from the acquisition of Hostess Brands by diverting the attention of our management and making it more difficult to maintain business and operational relationships;

•the negative effects of the acquisition of Hostess Brands on the market price of our common shares;

•the amount of the costs, fees, expenses, and charges and the risk of litigation related to the acquisition of Hostess Brands;

•the effect of the acquisition of Hostess Brands on our business relationships, operating results, ability to hire and retain key talent, and business generally;

•disruptions or inefficiencies in our operations or supply chain, including any impact caused by product recalls, political instability, terrorism, geopolitical conflicts (including the ongoing conflicts between Russia and Ukraine and Israel and Hamas), extreme weather conditions, natural disasters, pandemics, work stoppages or labor shortages, or other calamities;

•risks related to the availability of, and cost inflation in, supply chain inputs, including labor, raw materials, commodities, packaging, and transportation;

•the impact of food security concerns involving either our products or our competitors’ products, including changes in consumer preference, consumer litigation, actions by the U.S. Food and Drug Administration or other agencies, and product recalls;

•risks associated with derivative and purchasing strategies we employ to manage commodity pricing and interest rate risks;

•the availability of reliable transportation on acceptable terms;

•our ability to achieve cost savings related to our restructuring and cost management programs in the amounts and within the time frames currently anticipated;

•our ability to generate sufficient cash flow to continue operating under our capital deployment model, including capital expenditures, debt repayment to meet our deleveraging objectives, dividend payments, and share repurchases;

•a change in outlook or downgrade in our public credit ratings by a rating agency below investment grade;

•our ability to implement and realize the full benefit of price changes, and the impact of the timing of the price changes to profits and cash flow in a particular period;

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•the success and cost of marketing and sales programs and strategies intended to promote growth in our business, including product innovation;

•general competitive activity in the market, including competitors’ pricing practices and promotional spending levels;

•our ability to attract and retain key talent;

•the concentration of certain of our businesses with key customers and suppliers, including primary or single-source suppliers of certain key raw materials and finished goods, and our ability to manage and maintain key relationships;

•impairments in the carrying value of goodwill, other intangible assets, or other long-lived assets or changes in the useful lives of other intangible assets or other long-lived assets;

•the impact of new or changes to existing governmental laws and regulations and their application;

•the outcome of tax examinations, changes in tax laws, and other tax matters;

•a disruption, failure, or security breach of our or our suppliers’ information technology systems, including, but not limited to, ransomware attacks;

•foreign currency exchange rate and interest rate fluctuations; and

•risks related to other factors described under “Risk Factors” in other reports and statements we have filed with the SEC.

Readers are cautioned not to unduly rely on such forward-looking statements, which speak only as of the date made, when evaluating the information presented in this Quarterly Report on Form 10-Q. We do not undertake any obligation to update or revise these forward-looking statements to reflect new events or circumstances subsequent to the filing of this Quarterly Report on Form 10-Q.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures: Management, including the principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Exchange Act), as of July 31, 2024 (the “Evaluation Date”). Based on that evaluation, the principal executive officer and principal financial officer have concluded that, as of the Evaluation Date, our disclosure controls and procedures were effective in ensuring that information required to be disclosed in reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and (2) accumulated and communicated to management, including the chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Controls: There have been no changes in our internal control over financial reporting during the three months ended July 31, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

Information required for Part II, Item 1 is incorporated by reference to the discussion in Note 15: Contingencies in Part I, Item 1 in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors.

Our business, operations, and financial condition are subject to various risks and uncertainties. The risk factors described in “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended April 30, 2024, should be carefully considered, together with the other information contained or incorporated by reference in this Quarterly Report on Form 10-Q and in our other filings with the SEC, in connection with evaluating the Company, our business, and the forward-looking statements contained in this Quarterly Report on Form 10-Q. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may affect us. The occurrence of any of these known or unknown risks could have a material adverse impact on our business, financial condition, and results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers: The following table presents the total number of shares of common stock purchased during the first quarter of 2025, the average price paid per share, the number of shares that were purchased as part of a publicly announced repurchase program, if any, and the maximum number of shares that may yet be purchased under the plans or programs:


Period	(a)	(b)		(c)	(d)
	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under the Plans or Programs
May 1, 2024 - May 31, 2024	23	$	115.21	—	1,111,472
June 1, 2024 - June 30, 2024	22,343	112.17		—	1,111,472
July 1, 2024 - July 31, 2024	382	112.50		—	1,111,472
Total	22,748	$	112.18	—	1,111,472

(a)Shares in this column include shares repurchased from stock plan recipients in lieu of cash payments.

(d) As of July 31, 2024, there were approximately 1.1 million common shares remaining available for repurchase pursuant to the Board’s authorizations.

Item 5. Other Information.

During the first three months of 2025, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements.

Item 6. Exhibits.

See the Index of Exhibits that appears on Page No. 37 of this report.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


August 28, 2024			THE J. M. SMUCKER COMPANY

			/s/ Mark T. Smucker
			By: MARK T. SMUCKER
			Chair of the Board, President and Chief Executive Officer

			/s/ Tucker H. Marshall
			By: TUCKER H. MARSHALL
			Chief Financial Officer

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INDEX OF EXHIBITS

The following exhibits are either attached or incorporated herein by reference to another filing with the SEC.


Exhibit Number			Exhibit Description
10.1			Amendment No. 2 to the Revolving Credit Agreement, dated as of July 1, 2024
10.2			Form of Performance Units Agreement*
31.1			Certifications of Mark T. Smucker pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended
31.2			Certifications of Tucker H. Marshall pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended
32			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002
101.INS			XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH			XBRL Taxonomy Extension Schema Document
101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF			XBRL Taxonomy Extension Definition Linkbase Document
101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB			XBRL Taxonomy Extension Label Linkbase Document
104			The cover page of this Quarterly Report on Form 10-Q for the quarter ended July 31, 2024, formatted in Inline XBRL

* Identifies exhibits that consist of a management contract or compensatory plan or arrangement.

Exhibit 10.1

Execution Version

AMENDMENT NO. 2 TO CREDIT AGREEMENT

This AMENDMENT NO. 2, dated as of July 1, 2024 (this “Amendment”), to the Revolving Credit Agreement is by and among The J. M. Smucker Company, an Ohio corporation (the “U.S. Borrower”), Smucker Foods of Canada Corp., a federally incorporated Canadian corporation (the “Canadian Borrower” and, together with the U.S. Borrower, the “Borrowers”) and Bank of America, N.A., as the Administrative Agent (in such capacity, the “Administrative Agent”).

RECITALS

WHEREAS, the Borrowers, the Administrative Agent and the Lenders entered into that certain Revolving Credit Agreement, dated as of August 19, 2021 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of April 20, 2023 and as further amended, supplemented, restated or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”);

WHEREAS, certain loans and/or other extensions of credit (the “Alternative Currency Term Rate Loans”) under the Credit Agreement denominated in Canadian Dollars incur or are permitted to incur interest, fees, commissions or other amounts based on the Canadian Dollar Offered Rate (“CDOR”), in accordance with the terms of the Credit Agreement;

WHEREAS, CDOR has been or will be replaced with the benchmark set forth in Appendix A in accordance with Section 10.2(b) of the Credit Agreement and, in connection therewith, the Administrative Agent (in consultation with the U.S. Borrower) is exercising its right to make certain conforming changes in connection with the implementation of the applicable benchmark replacement as set forth herein; and

WHEREAS, the Administrative Agent has given notice of this Amendment to the Lenders by posting a copy thereof to the Platform on June 24, 2024 (the “Posting Date”), and the Administrative Agent has not, within five Business Days of the Posting Date, received objection to the Amendment from Lenders comprising the Required Lenders.

NOW, THEREFORE, in accordance with the terms of the Credit Agreement, this Amendment is entered into by the Administrative Agent and the Borrower:

1. Defined Terms. Capitalized terms used herein but not otherwise defined herein (including on any Appendix attached hereto) shall have the meanings provided to such terms in the Credit Agreement, as amended by this Amendment.

2. Amendment. Notwithstanding any provision of the Credit Agreement or any other document related thereto (the “Loan Documents”) to the contrary, the terms set forth on Appendix A shall apply to the Alternative Currency Term Rate Loans. For the avoidance of doubt, to the extent provisions in the Credit Agreement apply to Alternative Currency Term Rate Loans and such provisions are not specifically addressed by Appendix A, the provisions in the Credit Agreement shall continue to apply to such Alternative Currency Term Rate Loans.

3. Conflict with Loan Documents. In the event of any conflict between the terms of this Amendment and the terms of the Credit Agreement or the other Loan Documents, the terms hereof shall control.

4. Conditions Precedent. This Amendment shall become effective on the date each of the following conditions precedent have been satisfied or waived (such date, the “Amendment Effective Date”):

(a)the Administrative Agent shall have received counterparts of this Amendment duly executed by the Borrowers and the Administrative Agent;

(b)The Administrative Agent shall not have received written notice of objection to the Amendment from the Lenders comprising the Required Lenders by 5:00 p.m. (New York City time) on the fifth (5th) Business Day after the date of notice to the Lenders of the Successor Rate in respect of CDOR (which date, for the avoidance of doubt, shall be the date an initial draft of this Amendment has been delivered to the Lenders); and

(c)The Administrative Agent shall have received all reasonable fees, charges and disbursements of the Administrative Agent in connection with the preparation, execution and delivery of this Amendment, including all reasonable fees, charges and disbursements of counsel to the Administrative Agent (paid directly to such counsel if requested by the Administrative Agent).

5. Notice. As of the Amendment Effective Date, the Administrative Agent hereby notifies the Borrowers and the Lenders of (i) the implementation of the Canadian Benchmark Replacement and (ii) the effectiveness of the Canadian Benchmark Replacement Conforming Changes, in each case, pursuant to this Amendment. To the extent the Credit Agreement requires the Administrative Agent to provide notice that any of the foregoing events has occurred, this Amendment constitutes such notice.

6. Payment of Expenses. The Borrower agrees to reimburse the Administrative Agent for all reasonable fees, charges and disbursements of the Administrative Agent in connection with the preparation, execution and delivery of this Amendment, including all reasonable fees, charges and disbursements of counsel to the Administrative Agent (paid directly to such counsel if requested by the Administrative Agent).

7. Miscellaneous.

(a)The Loan Documents, and the obligations of the Borrowers under the Loan Documents, are hereby ratified and confirmed and shall remain in full force and effect according to their terms. This Amendment is a Loan Document.

(b)Each Borrower (i) acknowledges and consents to all of the terms and conditions of this Amendment, (ii) affirms all of its obligations under the Loan Documents and (iii) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge its obligations under the Loan Documents.

(c)Each Borrower represents and warrants that:

(i) The execution, delivery and performance by such Person of this Amendment is within such Person’s organizational powers and has been duly authorized by all necessary organizational, partnership, member or other action, as applicable, as may be necessary or required.

(ii) This Amendment has been duly executed and delivered by such Person, and constitutes a valid and binding obligation of such Person, enforceable against it in

accordance with the terms hereof, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

(iii) The execution and delivery by such Person of this Amendment and performance by such Person of this Amendment have been duly authorized by all necessary corporate or other organizational action, and do not and will not (A) contravene the terms of its certificate or articles of incorporation or organization or other applicable constitutive documents, (B) conflict with or result in any breach or contravention of, or the creation of any lien under, or require any payment to be made under (x) any indenture or other agreement for Material Indebtedness of such Person or the properties of such Person or any subsidiary thereof, except as would not reasonably be expected to have a Material Adverse Effect, or (y) any order, injunction, writ or decree of any governmental authority or any arbitral award to which such Person or any subsidiary thereof or its property is subject, except as would not reasonably be expected to have a Material Adverse Effect, or (C) violate any law, except as would not reasonably be expected to have a Material Adverse Effect.

(iv) Before and after giving effect to this Amendment, (A) all representations and warranties of such Person contained in Section 6 of the Credit Agreement (as amended by this Amendment) or any other Loan Document (except those contained in Sections 6.5 and 6.8 of the Credit Agreement (as amended by this Amendment)) are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (after giving effect to such materiality qualification)) on and as of the Amendment Effective Date (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (after giving effect to such materiality qualification)) as of such earlier date), and (B) no Event of Default exists.

(d)This Amendment may be in the form of an electronic record (in “.pdf” form or otherwise) and may be executed using electronic signatures, which shall be considered as originals and shall have the same legal effect, validity and enforceability as a paper record. This Amendment may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts shall be one and the same Amendment. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by the Administrative Agent of a manually signed Amendment which has been converted into electronic form (such as scanned into “.pdf” format), or an electronically signed Amendment converted into another format, for transmission, delivery and/or retention.

(e)Any provision of this Amendment held to be illegal, invalid or unenforceable in any jurisdiction, shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without affecting the legality, validity or enforceability of the remaining provisions hereof and the illegality, invalidity or unenforceability of a particular provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

(f)The terms of the Credit Agreement with respect to governing law, submission to jurisdiction, waiver of venue and waiver of jury trial are incorporated herein by reference, mutatis mutandis, and the parties hereto agree to such terms.

The Administrative Agent has caused a counterpart of this Amendment to be duly executed and delivered as of the date first above written.

ADMINISTRATIVE AGENT: BANK OF AMERICA, N.A.,

as Administrative Agent

By: /s/ Angela Larkin

Name: Angela Larkin

Title: Vice President

[SIGNATURE PAGE TO AMENDMENT NO. 2]

BORROWERS: THE J. M. SMUCKER COMPANY

By: /s/ Tucker H. Marshall

Name: Tucker H. Marshall

Title: Chief Financial Officer

SMUCKER FOODS OF CANADA CORP.

By: /s/ Tucker H. Marshall

Name: Tucker H. Marshall

Title: Chief Financial Officer

[SIGNATURE PAGE TO AMENDMENT NO. 2]

Appendix A

TERMS APPLICABLE TO ALTERNATIVE CURRENCY TERM RATE LOANS

1. Defined Terms. The following terms shall have the meanings set forth below:

“Administrative Agent’s Office” means, with respect to any currency, the Administrative Agent’s address and, as appropriate, account specified in the Credit Agreement with respect to such currency, or such other address or account with respect to such currency as the Administrative Agent may from time to time notify the Borrower and the Lenders.

“Alternative Currency Term Rate” means, for any Interest Period, with respect to any extension of credit under the Credit Agreement denominated in Canadian Dollars, the rate per annum equal to the forward-looking term rate based on CORRA (“Term CORRA”), as published on the applicable Reuters screen page (or such other commercially available source providing such quotations as may be designated by the Administrative Agent from time to time) (in such case, the “Term CORRA Rate”) on the Rate Determination Date with a term equivalent to such Interest Period plus the Term CORRA Adjustment for such Interest Period; provided, that, if any Alternative Currency Term Rate shall be less than zero, such rate shall be deemed zero for purposes of this Amendment.

“Alternative Currency Term Rate Loan” means a Loan that bears interest at a rate based on the definition of “Alternative Currency Term Rate.” All Alternative Currency Term Rate Loans must be denominated in Canadian Dollars.

“Applicable Rate” means the Applicable Rate, Applicable Margin or any similar or analogous definition in the Credit Agreement.

“Base Rate” means the Base Rate, Alternative Base Rate, ABR, Prime Rate or any similar or analogous definition in the Credit Agreement.

“Base Rate Loans” means a Loan that bears interest at a rate based on the Base Rate.

“Borrowing” means a Committed Borrowing, Borrowing, or any similar or analogous definition in the Credit Agreement.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized to close under the laws of, or are in fact closed in, the state where the Administrative Agent’s Office is located; provided that

(a) if such day relates to any interest rate settings as to an Alternative Currency Term Rate Loan, means any such day on which dealings in deposits in Canadian Dollars are conducted by and between banks in the applicable offshore interbank market for such currency; and

(b) if such day relates to any fundings, disbursements, settlements and payments in Canadian Dollars in respect of an Alternative Currency Term Rate Loan, or any other dealings in Canadian Dollars to be carried out pursuant to this Amendment in respect of any such Alternative Currency Term Rate Loan (other than any interest rate

settings), means any such day on which banks are open for foreign exchange business in the principal financial center of the country of such currency.

“Canadian Benchmark Replacement” means the Canadian Benchmark Replacement or any similar or analogous definition in the Credit Agreement.

“Canadian Benchmark Replacement Conforming Changes” means, with respect to any Canadian Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “Business Day”, the definition of “Interest Period”, the definition of “Alternative Currency Daily Rate”, the definition of “Alternative Currency Term Rate”, timing and frequency of determining rates and making payments of interest, timing of borrowing requests or prepayment, conversion or continuation notices, the applicability and length of lookback periods, the day basis for calculating interest for Alternative Currency Term Rate Loans, the applicability of breakage provisions, and other technical, administrative or operational matters) that the Administrative Agent decides may be appropriate to reflect the adoption and implementation of such Canadian Benchmark Replacement and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice (or, if the Administrative Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Administrative Agent determines that no market practice for the administration of such Canadian Benchmark Replacement exists, in such other manner of administration as the Administrative Agent decides is reasonably necessary in connection with the administration of this Amendment and the other Loan Documents).

“Canadian Benchmark Transition Event” means the Canadian Benchmark Replacement Transition Event or any similar or analogous definition in the Credit Agreement.

“CDOR Rate” means CAD CDOR, CAD CDOR Rate or any similar or analogous definition in the Credit Agreement.

“CDOR Rate Loans” means a Loan that bears interest at a rate based on the CDOR Rate.

“Committed Loan Notice” means a Notice of Borrowing, Notice of Continuation/Conversion, or any similar or analogous definition in the Credit Agreement, and such term shall be deemed to include the Loan Notice attached hereto as Exhibit A.

“CORRA” means the Canadian Overnight Repo Rate Average administered and published by the Bank of Canada (or any successor administrator).

“Dollar” and “$” mean lawful money of the United States.

“Dollar Equivalent” means the Dollar Equivalent or any similar or analogous definition in the Credit Agreement.

“Interest Payment Date” means, as to any Alternative Currency Term Rate Loan, the last day of each Interest Period applicable to such Loan and the applicable maturity date set forth in the Credit Agreement; provided, however, that if any Interest Period for an Alternative Currency Term Rate Loan exceeds three months, the respective dates that fall every three months after the beginning of such Interest Period shall also be Interest Payment Dates.

“Interest Period” means as to each Alternative Currency Term Rate Loan, the period commencing on the date such Alternative Currency Term Rate Loan is disbursed or converted to or continued as an Alternative Currency Term Rate Loan and ending on the date one or three months thereafter, as selected by the Borrower in its Committed Loan Notice (in the case of each requested Interest Period, subject to availability); provided that:

(a) any Interest Period that would otherwise end on a day that is not a Business Day shall be extended to the next succeeding Business Day unless, in the case of an Alternative Currency Term Rate Loan, such Business Day falls in another calendar month, in which case such Interest Period shall end on the next preceding Business Day;

(b) any Interest Period pertaining to an Alternative Currency Term Rate Loan that begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of the calendar month at the end of such Interest Period; and

“Rate Determination Date” means two (2) Business Days prior to the commencement of such Interest Period (or such other day as is generally treated as the rate fixing day by market practice in such interbank market, as determined by the Administrative Agent; provided that, to the extent such market practice is not administratively feasible for the Administrative Agent, then “Rate Determination Date” means such other day as otherwise reasonably determined by the Administrative Agent).

“Required Lenders” means the Required Lenders or any similar or analogous definition in the Credit Agreement.

“Revaluation Date” means, with respect to any Loan, each of the following: (a) each date of a Borrowing of an Alternative Currency Term Rate Loan, (b) each date of a continuation of an Alternative Currency Term Rate Loan pursuant to the terms of the Credit Agreement, and (c) such additional dates as the Administrative Agent shall determine or the Required Lenders shall require.

“Term CORRA Adjustment” means (i) 0.29547% (29.547 basis points) for an Interest Period of one-month’s duration and 0.32138% (32.138 basis points) for an Interest Period of three-months’ duration.

“Type” means, with respect to a Loan, its character as an Alternative Currency Term Rate Loan.

2. Terms Applicable to Alternative Currency Term Rate Loans. From and after the Amendment Effective Date, the parties hereto agree as follows, solely with respect to Alternative Currency Term Rate Loans:

(a) Alternative Currencies. (i) Canadian Dollars shall not be considered a currency for which there is a published CDOR Rate, and (ii) any request for a new Loan denominated in Canadian Dollars, or to continue an existing Loan denominated in Canadian Dollars, shall be

deemed to be a request for a new Loan bearing interest at the Alternative Currency Term Rate; provided, that, to the extent any Loan bearing interest at the CDOR Rate is outstanding on the Amendment Effective Date, such Loan shall continue to bear interest at the CDOR Rate until the end of the current Interest Period or payment period applicable to such Loan.

(b) References to CDOR Rate and CDOR Rate Loans in the Credit Agreement and Loan Documents.

(i) References to the CDOR Rate and CDOR Rate Loans in provisions of the Credit Agreement and the other Loan Documents that are not specifically addressed herein (other than the definitions of CDOR Rate and CDOR Rate Loan) shall be deemed to include the Alternative Currency Term Rate, and Alternative Currency Term Rate Loans, as applicable.

(ii) For purposes of any requirement for the Borrower to compensate Lenders for losses in the Credit Agreement resulting from any continuation, conversion, payment or prepayment of any Alternative Currency Term Rate Loan on a day other than the last day of any Interest Period (as defined in the Credit Agreement), references to the Interest Period (as defined in the Credit Agreement) shall be deemed to include any relevant interest payment date or payment period for an Alternative Currency Term Rate Loan.

(c) Borrowings and Continuations of Alternative Currency Term Rate Loans. In addition to any other borrowing requirements set forth in the Credit Agreement:

(i) Alternative Currency Term Rate Loans. Each Borrowing of Alternative Currency Term Rate Loans, and each continuation of a Alternative Currency Term Rate Loan shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days prior to the requested date of any Borrowing of or any continuation of Alternative Currency Term Rate Loans. Each Borrowing of or continuation of Alternative Currency Term Rate Loans shall be in a principal amount of the Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in excess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as U.S. Base Rate Loans denominated in U.S. Dollars; provided, however, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If a

Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Term Rate Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Term Rate Loan and reborrowed in the other currency.

(ii) Committed Loan Notice. For purposes of a Borrowing of Alternative Currency Term Rate Loans, or a continuation of and Alternative Currency Term Rate Loan, a Borrower shall use the Committed Loan Notice attached hereto as Exhibit A.

(d) Interest.

(i) Subject to the provisions of the Credit Agreement with respect to default interest, each Alternative Currency Term Rate Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Alternative Currency Term Rate for such Interest Period plus the Applicable Rate.

(ii) Interest on each Alternative Currency Term Rate Loan shall be due and payable in arrears on each Interest Payment Date applicable thereto and at such other times as may be specified in the Credit Agreement; provided, that any prepayment of any Alternative Currency Term Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 1.12. Interest hereunder shall be due and payable in accordance with the terms hereof before and after judgment, and before and after the commencement of any proceeding under any debtor relief law.

(e) Canadian Benchmark Replacements. The provisions in the Credit Agreement addressing the replacement of a current Canadian Benchmark and Canadian Benchmark Transition Events shall be deemed to apply to Alternative Currency Term Rate Loans and Term CORRA, as applicable.

Exhibit A

FORM OF LOAN NOTICE
(Alternative Currency Term Rate Loans)

Date: ___________, _____1

To: Bank of America, N.A., as Administrative Agent

Ladies and Gentlemen:

Reference is made to that certain Revolving Credit Agreement, dated as of August 19, 2021 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement;” the terms defined therein being used herein as therein defined), by and among The J. M. Smucker Company, an Ohio corporation (the “U.S. Borrower”), Smucker Foods of Canada Corp., a federally incorporated Canadian corporation (the “Canadian Borrower”), certain Subsidiaries of the U.S. Borrower from time to time party thereto as borrowers, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent.

The undersigned hereby requests (select one)2:

Indicate:

Borrowing,

Conversion or Continuation

Indicate:

Borrower Name

Indicate:

Requested Amount

Indicate:

Currency

Indicate:

Term CORRA Loan

For Term CORRA Loans Indicate:

Interest Period (e.g., 1 or 3 month interest period)

1 Note to Borrower. All requests submitted under a single Committed Loan Notice must be effective on the same date. If multiple effective dates are needed, multiple Committed Loan Notices will need to be prepared and signed.

2 Note to Borrower. For multiple borrowings, conversions and/or continuations for a particular facility, fill out a new row for each borrowing/conversion and/or continuation.

Exhibit 10.2

THE J. M. SMUCKER COMPANY

PERFORMANCE UNITS AGREEMENT

WHEREAS, ___________ (the “Grantee”) is an employee of The J. M. Smucker Company, an Ohio corporation (the “Company”), or one of its Subsidiaries; and

WHEREAS, the execution of an agreement in the form hereof (this “Agreement”) has been authorized by a resolution of the Compensation and People Committee (the “Committee”) of the Board, pursuant to The J. M. Smucker Company 2020 Equity and Incentive Compensation Plan (the “Plan”), as of _____________ (the “Date of Grant”);

NOW, THEREFORE, the Company hereby grants to the Grantee the opportunity to earn up to ___________ Performance Units at the Target Level (as set forth in Exhibit A) and up to a Maximum Level of 200% of the Target Level (as set forth in Exhibit A) (such total amount of Performance Units, the “Performance Units”), effective as of the Date of Grant, subject to the terms and conditions of the Plan and the following additional terms, conditions, limitations and restrictions.

ARTICLE I

DEFINITIONS

All terms used herein with initial capital letters and not otherwise defined herein that are defined in the Plan shall have the meanings assigned to them in the Plan.

“Disability” means the occurrence of either of the following: (i) the Grantee becoming unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months or (ii) the Grantee is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than three months under the Company’s accident and health plan for employees of the Company.

ARTICLE II

CERTAIN TERMS OF THE PERFORMANCE UNITS

1.Grant of the Performance Units. The Performance Units (and Dividend Equivalents, as described further in Article II, Section 5 below) covered by this Agreement are granted to the Grantee effective on the Date of Grant and are subject to and granted upon the terms, conditions and restrictions set forth in this Agreement and in the Plan. The Performance Units and Dividend Equivalents shall become vested in accordance with Article II, Section 3 hereof. Each Performance Unit shall represent the right to receive one

Common Share (or cash equal to the Market Value per Share) when the Performance Unit vests and shall at all times be equal in value to one hypothetical Common Share (or the Market Value per Share if settled in cash). The Performance Units and Dividend Equivalents shall be credited to the Grantee in an account established for the Grantee until payment in accordance with Article II, Section 4 hereof.

2.Restrictions on Transfer of the Performance Units. Neither the Performance Units granted hereby (and any applicable Dividend Equivalents), nor any interest therein or in the Common Shares related thereto, shall be transferable prior to payment other than by will or pursuant to the laws of descent and distribution (or to a designated beneficiary in the event of the Grantee’s death).

3.Vesting of the Performance Units and Dividend Equivalents.

(a)Subject to the terms of this Agreement and the Grantee’s compliance with the provisions set forth in the Restrictive Covenant Agreement attached hereto as Exhibit B (the “Restrictive Covenant Agreement”), the Performance Units (and corresponding Dividend Equivalents) shall become vested on the Determination Date (as defined in Exhibit A attached hereto) so long as (i) the Grantee shall have remained in the continuous service of the Company or a Subsidiary (“Continuous Service”) through the Determination Date and (ii) such Performance Units are “Vesting Eligible Units” in accordance with the terms set forth on Exhibit A. Any Performance Units (and corresponding Dividend Equivalents) not vested shall be forfeited, except as provided in Article II, Sections 3(b), 3(c), 3(d), and 3(e) below. The Performance Units (and corresponding Dividend Equivalents) may also be forfeited in the event the Committee determines the Grantee has engaged in Detrimental Activity as such term is defined in the Plan.

(b)Notwithstanding the provisions of Article II, Section 3(a), if the Grantee’s Continuous Service is terminated by the Company other than as a result of a Termination for Cause (and not as a result of death or Disability) following the first anniversary of the beginning of the Performance Period (as defined in Exhibit A) (such termination, a “Termination Event”), then the Grantee shall vest in such number of the Performance Units which become “Vesting Eligible Units” (based on actual performance) multiplied by a fraction, the numerator of which is (x) the number of months from the beginning of the Performance Period through the Termination Event (rounded up to the nearest whole month), and the denominator of which is (y) 36, in each case such vesting to occur on the Determination Date or on the date of a Change in Control.

(c)Notwithstanding the provisions of Article II, Section 3(a), if the Grantee dies or Grantee’s Continuous Service is terminated by the Company or a Subsidiary for Disability (each, a “Qualifying Event”), then the Grantee shall vest in such number of Performance Units determined by multiplying the Target Units (as set forth in Exhibit A) by a fraction, the numerator of which is (x) the number of months from the beginning of the Performance Period through the Qualifying Event (rounded up to the nearest whole month), and the denominator of which is (y) 36, in each case such vesting to occur on the date of Grantee’s death or termination for Disability, as applicable.

(d)Notwithstanding the provisions of Article II, Section 3(a), if a Change in Control occurs in which the Performance Units are not continued, assumed, or replaced with an economically equivalent award that contains substantially comparable

terms and conditions (including the vesting conditions as modified under this Agreement in connection with a Change in Control), then the Grantee shall vest in all of the Performance Units at the greater of (i) the Target Level with such vesting to occur upon the consummation of the Change in Control and (ii) the actual performance through such Change in Control, provided that the Committee shall equitably adjust the EPS and ANSG metrics and shall calculate the performance through the date of the Change in Control based on such adjusted metrics, and with such vesting to occur upon the consummation of the Change in Control. Notwithstanding the provisions of Article II, Section 3(a), if a Change in Control occurs in which the Performance Units are continued, assumed, or replaced with an economically equivalent award that contains substantially comparable terms and conditions (including the vesting conditions as modified under this Agreement in connection with a Change in Control) (any such Change in Control, an “Assumption Change in Control”), then the Performance Units that would be vested based upon the greater of (i) the Target Level and (ii) the actual performance through such Change in Control, provided that the Committee shall equitably adjust the EPS and ANSG metrics and shall calculate the performance through the date of the Change in Control based on such adjusted metrics, shall instead be converted into Performance Units which vest solely based upon the Grantee’s Continuous Service, compliance with the Restrictive Covenant Agreement, and refraining from engaging in Detrimental Activity through the end of the Performance Period (such Performance Units, the “Post-CIC Units”). Notwithstanding the provisions of Article II, Section 3, if the Grantee’s Continuous Service ends as a result of (i) a Termination Event, as described in Article II, Section 3(b), (ii) Grantee’s Retirement, as described below, or (iii) Grantee’s resignation for Good Reason, in each case within 24 months following an Assumption Change in Control, then all of the Post-CIC Units will be immediately vested. “Good Reason” means the occurrence of any of the following events without the Grantee’s written consent: (i) a material adverse change in the Grantee's title, position, duties, authorities, and responsibilities; (ii) a material reduction in the Grantee's annual base salary or bonus opportunity; or (iii) relocation of the Grantee's primary work location by more than 50 miles from his or her then current location. A resignation for Good Reason will not occur unless: (x) the Grantee provides the Company with a written notice detailing the specific circumstances alleged to constitute Good Reason within 90 days after the first occurrence of such circumstances, (y) the Company fails to cure such Good Reason event(s) in all material respects within 30 days following receipt of such notice, and (z) following the Company's failure to cure during the 30-day cure period, the Grantee terminates employment no later than 90 days after the expiration of such period.

(e)Notwithstanding the provisions of Article II, Section 3(a), if the Grantee’s Continuous Service ends as a result of a retirement when the Grantee is (x) age 55 or older with at least ten years of service with the Company or its Subsidiaries or (y) age 60 or older with at least five years of service with the Company or its Subsidiaries (a “Retirement”), then the Grantee shall vest in the total number of the Performance Units which become “Vesting Eligible Units” (based on actual performance) if such Retirement occurs after the first anniversary of the beginning of the Performance Period, with such vesting to occur on the Determination Date or on the date of a Change in Control.

4.Settlement of the Performance Units and Dividend Equivalents.

(a)The Company shall issue to the Grantee the Common Shares underlying the vested Performance Units (and corresponding Dividend Equivalents) or, in the Committee’s discretion, shall pay the Grantee cash equal to the Market Value per Share of each Common Share underlying the vested Performance Units (and corresponding Dividend Equivalents), as soon as practicable following the date on which the Performance Units are no longer subject to a substantial risk of forfeiture, but not later than March 15 of the year following such date.

(b)Except to the extent permitted by the Company and the Plan, no Common Shares may be issued, and no cash may be paid with respect to the Performance Units (and any corresponding Dividend Equivalents), to the Grantee at a time earlier than otherwise expressly provided in this Agreement.

(c)The Company’s obligations to the Grantee with respect to the Performance Units (and any corresponding Dividend Equivalents) shall be satisfied in full upon the issuance of the Common Shares or the payment of cash equal to the Market Value per Share for each Common Share corresponding to such Performance Units; provided that any corresponding Dividend Equivalents shall be solely settled in cash.

5.Dividend, Voting and Other Rights.

(a)The Grantee shall have no rights of ownership in the Performance Units, except for a right to Dividend Equivalents as provided in Article II, Section 5(b) below, and shall have no right to vote the Performance Units until any date on which the Performance Units are settled in Common Shares pursuant to Article II, Section 4 above.

(b)The Performance Units granted hereunder are hereby granted in tandem with corresponding dividend equivalents with respect to each Common Share underlying the Performance Units granted hereunder (each, a “Dividend Equivalent”), which Dividend Equivalent shall remain outstanding from the Date of Grant until the earlier of the settlement or forfeiture of the Performance Unit to which it corresponds. No Dividend Equivalent shall be paid to the Grantee prior to the settlement of the Performance Units. Rather, such Dividend Equivalent payments shall accrue and be notionally credited to the Grantee’s Performance Unit account and paid out in cash when the underlying Performance Unit is settled in the form of additional Common Shares or cash, as described in Article II, Section 4 above.

(c)The obligations of the Company under this Agreement shall be merely that of an unfunded and unsecured promise of the Company to deliver Common Shares or cash in the future, and the rights of the Grantee shall be no greater than that of an unsecured general creditor. No assets of the Company shall be held or set aside as security for the obligations of the Company under this Agreement.

ARTICLE III

GENERAL PROVISIONS

6.Compliance with Law. The Company shall make reasonable efforts to comply with all applicable federal, state, and foreign securities laws; provided, however, notwithstanding any other provision of this Agreement, the Company shall not be obligated to issue any

Common Shares pursuant to this Agreement if the issuance thereof would result in a violation of any such law.

7.Compliance with Section 409A of the Code. The parties intend for this Agreement to either comply with, or be exempt from, Section 409A of the Code, to the extent applicable, and all provisions of this Agreement shall be interpreted and applied accordingly. Reference to Section 409A of the Code shall also include any proposed, temporary, or final regulations, or any other guidance, promulgated with respect to such Section by the U.S. Department of the Treasury or the Internal Revenue Service.

8.Withholding Taxes. To the extent that the Company or any Subsidiary is required to withhold federal, state, local, or foreign taxes in connection with the Performance Units, any applicable Dividend Equivalents, the payment of cash, or the issuance of Common Shares pursuant to this Agreement, and the amounts available to the Company or such Subsidiary for such withholding are insufficient, it shall be a condition to the issuance of such Common Shares that the Grantee make arrangements satisfactory to the Company for payment of the balance of such taxes required to be withheld. The Grantee hereby elects to satisfy this withholding obligation by having withheld, from the Common Shares otherwise deliverable to the Grantee, Common Shares having a value equal to the minimum amount of taxes required to be withheld. The Common Shares so retained shall be credited against such withholding requirement at the Market Value per Share on the date of such retention. The Company may, at the request of the Grantee, withhold Common Shares for payment of taxes in excess of the minimum amount of taxes required to be withheld; provided, however, that in no event shall the Company withhold Common Shares for payment of taxes in excess of the maximum statutory individual tax rate in the jurisdiction(s) applicable to the Grantee.

9.Continuous Service. For purposes of this Agreement, the Continuous Service of the Grantee with the Company or a Subsidiary shall not be deemed to have been interrupted, and the Grantee shall not be deemed to have ceased to be an employee of the Company or Subsidiary, by reason of the (a) transfer of his or her employment among the Company and its Subsidiaries or (b) a leave of absence approved by a duly constituted officer of the Company or a Subsidiary.

10.Right to Terminate Employment. No provision of this Agreement shall limit in any way whatsoever any right that the Company or a Subsidiary may otherwise have to terminate the employment of the Grantee at any time. Nothing herein shall be deemed to create a contract or a right to employment with respect to the Grantee.

11.Relation to Other Benefits. Any economic or other benefit to the Grantee under this Agreement or the Plan shall not be taken into account in determining any benefits to which the Grantee may be entitled under any profit-sharing, retirement, or other benefit or compensation plan maintained by the Company or a Subsidiary and shall not affect the amount of any life insurance coverage available to any beneficiary under any life insurance plan covering employees of the Company or a Subsidiary.

12.Amendments. Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that no amendment shall impair the rights of the Grantee under this Agreement without the Grantee’s consent; further provided, however, that the Grantee’s consent shall not be required to an amendment that is deemed necessary by the Company to ensure compliance with (or exemption from) Section 409A of the Code or the Dodd-Frank Wall Street Reform and Consumer Protection Act or any regulations promulgated thereunder.

13.Severability. In the event that one or more of the provisions of this Agreement shall be invalidated for any reason by a court of competent jurisdiction, any provision so invalidated shall be deemed to be separable from the other provisions hereof, and the remaining provisions hereof shall continue to be valid and fully enforceable.

14.Relation to Plan. This Agreement is subject to the terms and conditions of the Plan. In the event of any inconsistency between the provisions of this Agreement and the Plan, the Plan shall govern. The Committee acting pursuant to the Plan, as constituted from time to time, shall, except as expressly provided otherwise herein, have the right to determine any questions which arise in connection with the grant of the Performance Units (and any corresponding Dividend Equivalents).

15.Nature of Grant. The Grantee agrees that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature, and it may be modified, amended, suspended, or terminated by the Company at any time; (b) the grant of the Performance Units is voluntary and occasional and does not create any contractual or other right to receive future grants of performance units, or benefits in substitution of performance units, even if performance units have been granted repeatedly in the past; (c) all decisions with respect to future performance unit grants shall be at the sole discretion of the Company; (d) participation in the Plan is voluntary; (e) the Performance Units are not a part of normal or expected pay package for any purposes; (f) if the Grantee is a Covered Employee within the meaning of the Company’s Clawback of Incentive Compensation Policy (the “Policy”), he or she acknowledges and accepts the terms and conditions of the Policy as in effect on the Date of Grant; and (g) in consideration of the grant of the Performance Units, no claim or entitlement to compensation or damages shall be created by any forfeiture or other termination of the Performance Units or diminution in value of the Performance Units, and the Grantee releases the Company and its Subsidiaries from any such claim that may arise. If any such claim is found by a court of competent jurisdiction to have been created, then, by signing this Agreement, the Grantee shall be deemed irrevocably to have waived the Grantee’s entitlement to pursue such claim. References to the Performance Units in this Article II, Section 15 also refer, as applicable, to any corresponding Dividend Equivalents.

16.Restrictive Covenants. By executing this Agreement, the Grantee hereby agrees to the terms and conditions set forth in the Restrictive Covenant Agreement.

17.Electronic Delivery. The Company may, in its sole discretion, deliver any documents related to the Performance Units (and any corresponding Dividend Equivalents) and the Grantee’s participation in the Plan, or future awards that may be granted under the Plan, by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee consents to receive such documents by electronic delivery and, if requested, agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third party designated by the Company.

18.Governing Law. This Agreement is made under, and shall be governed by and construed in accordance with the internal substantive laws of, the State of Ohio, without giving effect to the choice of law principles thereof.

19.Transfer Restrictions. The Performance Units shall be subject to the provisions of Section 16 of the Plan relating to the prohibition on the assignment or transfer of the rights granted hereunder.

20.Professional Advice. The acceptance of the Performance Units may have consequences under federal and state tax and securities laws that may vary depending upon the individual circumstances of the Grantee. Accordingly, the Grantee acknowledges that the Grantee has been advised to consult his or her personal legal and tax advisors in connection with this Agreement and the Performance Units.

21.Notices. Any notice hereunder by the Grantee shall be given to the Company in writing and such notice shall be deemed duly given only upon receipt thereof by the Corporate Secretary of the Company at the Company’s principal executive offices. Any notice hereunder by the Company shall be given to the Grantee in writing at the most recent address as the Grantee may have on file with the Company.

22.Data Privacy. The Grantee explicitly and unambiguously consents to the collection, use, and transfer, in electronic or other form, of the Grantee’s personal data as described in this Agreement by and among the Company and its Subsidiaries for the exclusive purpose of implementing, administering, and managing the Grantee’s participation in the Plan. The Grantee understands that the Company and its Subsidiaries hold (but only process or transfer to the extent required or permitted by local law) the following personal information about the Grantee: the Grantee’s name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any Common Shares or directorships held in the Company, details of all options or any other entitlement to Common Shares awarded, canceled, exercised, vested, unvested, or outstanding in the Grantee’s favor, for the purpose of implementing, administering, and managing the Plan (“Data”). The Grantee understands that Data may be transferred to third parties assisting in the implementation, administration, and management of the Plan, including [List administrator(s)], that these recipients may be located in the Grantee’s country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than those that apply in the Grantee’s country. The Grantee understands that the Grantee may request a list with the names and addresses of any potential recipients of the Data by contacting the Grantee’s local human resources representative. The Grantee authorizes these recipients to receive, possess, use, retain, and transfer the Data, in electronic or other form, for the purposes of implementing, administering, and managing the Grantee’s participation in the Plan, including any requisite transfer of such Data as may be required to a broker or other third party with whom the Grantee may elect to deposit any shares acquired upon the vesting of the Performance Units (and any corresponding Dividend Equivalents). The Grantee understands that Data shall be held only as long as is necessary to implement, administer, and manage the Grantee’s participation in the Plan and in accordance with local law. The Grantee understands that the Grantee may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data, or refuse or withdraw the consents herein, in any case without cost, by contacting in writing the Grantee’s local human resources representative. The Grantee understands, however, that refusing or withdrawing the Grantee’s consent may affect the Grantee’s ability to participate in the Plan. For more information on the consequences of the Grantee’s refusal to consent or withdrawal of consent, the Grantee hereby understands that the Grantee may contact the Grantee’s local human resources representative.

23.Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument.

24.Binding Effect. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors, and assigns.

25.Entire Agreement. This Agreement, the Plan, and the Restrictive Covenant Agreement constitute the entire agreement between the parties hereto with respect to the subject matter hereof and thereof, merging any and all prior agreements.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

This Agreement is executed by the Company as of the ________ day of ___________.

THE J. M. SMUCKER COMPANY

By: ____________________________________
Name:
Title:

The undersigned hereby acknowledges receipt of an executed original of this Agreement, together with a copy of the prospectus for the Plan, dated __________, summarizing key provisions of the Plan, and accepts the award of the Performance Units granted hereunder on the terms and conditions set forth herein and in the Plan.

Date: ______________________
Grantee:

EXHIBIT A

Management Objectives


Performance Period	Performance Units	Earnings Per Share (“EPS”)	Average Net Sales Growth (“ANSG”)
5/1/20__- 4/30/20__	Threshold Level: 50% of Target Level Target Level: _____ (“Target Units”) Maximum Level: 200% of Target Level	Threshold Level: _____ Target Level: _____ Maximum Level: _____	Threshold Level: _____ Target Level: _____ Maximum Level: _____

The Performance Units eligible to vest shall be determined 75% based upon the Company’s EPS and 25% based upon the Company’s ANSG. The total number of Performance Units eligible to vest in respect of the Performance Period shall be equal to the sum of (i) the number of EPS Qualified Shares plus (ii) the number of ANSG Qualified Shares (such number, the “Vesting Eligible Units”.) The Committee shall calculate the total number of Vesting Eligible Units no later than March 5th of the year following the end of the Performance Period (the date on which the Committee makes the actual determination, the “Determination Date”). Notwithstanding the foregoing, if the EPS is below the Threshold Level set forth above for the Performance Period, then the number of Vesting Eligible Units shall be zero. In no event shall the number of Vesting Eligible Units exceed 200% of the Target Units.

“EPS Qualified Shares” means the product of (i) 75% multiplied by (ii) the Target Units multiplied by (iii):

(A) If the EPS is at the Threshold Level, then 50%.

(B) If the EPS is above the Threshold Level, then the percentage of the award shall be mathematically interpolated on a linear basis (i) between 90% of the Target Level but below 95% of the Target Level, (ii) between 95% of the Target Level but below 100% of the Target Level, and (iii) between 100% of the Target Level but below the Maximum Level.

The determination of the EPS achievement shall be made by the Committee at the conclusion of the Performance Period and no later than the Determination Date.

“ANSG Qualified Shares” means the product of (i) 25% multiplied by (ii) the Target Units multiplied by (iii):

(A) If the ANSG is at the Threshold Level, then 50%.

(B) If the ANSG is above the Threshold Level, then the percentage of the award shall be mathematically interpolated on a linear basis (i) between -1% of the Target Level but below the Target Level and (ii) between the Target Level but below 4% of the Target Level.

The determination of the ANSG achievement shall be made by the Committee at the conclusion of the Performance Period and no later than the Determination Date.

EXHIBIT B

Restrictive Covenant Agreement

As a condition to the Grantee’s receipt of the Performance Units (and any corresponding Dividend Equivalents) awarded to the Grantee under the terms of the Performance Units Agreement between the Grantee and The J. M. Smucker Company, an Ohio corporation (the “Company”), dated as of ________________ (the “Award Agreement”), the Grantee agrees to be subject to the terms and conditions of this Restrictive Covenant Agreement (this “Agreement”).

1. Definitions.

All terms used herein with initial capital letters and not otherwise defined herein shall have the meanings assigned to them in the Award Agreement (including any definitions incorporated by reference to the Plan).

“Affiliated Company” means any organization controlling, controlled by, or under common control with the Company.

“Confidential Information” means the Company’s technical or business or personnel information not readily available to the public or generally known in the trade, including inventions, developments, trade secrets and other confidential information, knowledge, data and know-how of the Company or any Affiliated Company, whether or not they originated with the Grantee, or information which the Company or any Affiliated Company received from third parties under an obligation of confidentiality.

“Conflicting Product” means any product, process, machine, or service of any person or organization, other than the Company or any Affiliated Company, in existence or under development (i) that resembles or competes with a product, process, machine, or service upon or with which the Grantee worked or learned about during the Grantee’s service with the Company or any Affiliated Company or (ii) as a result of his or her job performance and duties, shall have acquired knowledge of Confidential Information, and whose use or marketability could be enhanced by application to it of Confidential Information. For purposes of this section, it shall be conclusively presumed that the Grantee has knowledge of information to which he or she has been directly exposed through actual receipt or review of memoranda or documents containing such information or through actual attendance at meetings at which such information was discussed or disclosed.

“Conflicting Organization” means any person or organization that is engaged in or about to become engaged in research on or development, production, marketing, or selling of a Conflicting Product.

“Restricted Period” means the period beginning on the first date of the Performance Period and ending one year after the date the Performance Units are settled.

2. Right to Retain Common Shares Contingent on Protection of Confidential Information.

The Grantee agrees that at all times, both during and after the term of the Grantee’s service with the Company or any Affiliated Company, to hold in the strictest confidence, and not to use (except for the benefit of the Company at the Company’s direction) or disclose (except for the benefit of the Company at the Company’s direction), regardless of when disclosed to the Grantee, any and all Confidential Information of the Company or any Affiliated Company. The Grantee understands that for purposes of this Section 2, Confidential Information further includes, but is not limited to, information pertaining to any aspect of the business of the Company or any Affiliated Company which is either information not known (or known as a result of a wrongful act of the Grantee or of others who were under confidentiality obligations as to the item or items involved) by actual or potential competitors of the Company or other third parties not under confidentiality obligations to the Company. If, during the Restricted Period, the Grantee discloses or uses, or threatens to disclose or use, any Confidential Information other than in the course of performing authorized services for the Company (or any Affiliated Company), the Performance Units (and any corresponding Dividend Equivalents), whether vested or not, shall be immediately forfeited and cancelled, and the Grantee shall immediately return to the Company the Common Shares received in connection with the settlement of the Performance Units (and any corresponding Dividend Equivalents) or the pre-tax income derived from any disposition of the Common Shares or the pre-tax cash amount received in connection with the settlement of the Performance Units (and any corresponding Dividend Equivalents).

3. No Interference with Customers or Suppliers.

In order to forestall the disclosure or use of Confidential Information as well as to deter the Grantee’s intentional interference with the contractual relations of the Company or any Affiliated Company, the Grantee’s intentional interference with prospective economic advantage of the Company or any Affiliated Company and to promote fair competition, the Grantee agrees that the Grantee’s right to the Common Shares or cash upon settlement of the Performance Units (and any corresponding Dividend Equivalents) is contingent upon the Grantee refraining, during the Restricted Period, for himself or herself or any third party, directly or indirectly, from using Confidential Information to (i) divert or attempt to divert from the Company (or any Affiliated Company) any business of any kind in which it is engaged, or (ii) intentionally solicit its customers with which it has a contractual relationship as to Conflicting Products, or to interfere with the contractual relationship with any of its suppliers or customers (collectively, “Interfere”). If, during the Restricted Period, the Grantee breaches his or her obligation not to Interfere, the Grantee’s right to the Common Shares or cash upon settlement of the Performance Units (and any corresponding Dividend Equivalents) shall not have been earned and the Performance Units (and any corresponding Dividend Equivalents), whether vested or not, shall be immediately forfeited and cancelled, and the Grantee shall immediately return to the Company the Common Shares or the pre-tax income derived from any disposition of the Common Shares or the pre-tax cash amount received in connection with the settlement of the Performance Units (and any corresponding Dividend Equivalents). For avoidance of doubt, the term “Interfere” shall not include any advertisement of Conflicting Products through the use of media intended to reach a

broad public audience (such as television, cable, or radio broadcasts, or newspapers or magazines) or the broad distribution of coupons through the use of direct mail or through independent retail outlets. THE GRANTEE UNDERSTANDS THAT THIS SECTION 3 IS NOT INTENDED TO AND DOES NOT PROHIBIT THE CONDUCT DESCRIBED BUT PROVIDES FOR THE CANCELLATION OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) AND A RETURN TO THE COMPANY OF THE COMMON SHARES OR THE GROSS TAXABLE PROCEEDS OF ANY DISPOSITION OF THE COMMON SHARES OR THE GROSS CASH PROCEEDS RECEIVED IN CONNECTION WITH THE SETTLEMENT OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) IF THE GRANTEE SHOULD CHOOSE TO VIOLATE THIS “NO INTERFERENCE WITH CUSTOMERS OR SUPPLIERS” PROVISION DURING THE RESTRICTED PERIOD.

4. No Solicitation of Employees.

In order to forestall the disclosure or use of Confidential Information, as well as to deter the Grantee’s intentional interference with the contractual relations of the Company or any Affiliated Company, the Grantee’s intentional interference with prospective economic advantage of the Company or any Affiliated Company, and to promote fair competition, the Grantee agrees that the Grantee’s right to the Common Shares or cash upon settlement of the Performance Units (and any corresponding Dividend Equivalents) is contingent upon the Grantee refraining, during the Restricted Period, for himself or herself or any third party, directly or indirectly, from soliciting for employment any person employed by the Company, or by any Affiliated Company, during the period of the solicited person’s employment and for a period of one year after the termination of the solicited person’s employment with the Company or any Affiliated Company (collectively “Solicit”). If, during the Restricted Period, the Grantee breaches his or her obligation not to Solicit, the Grantee’s right to the Common Shares upon settlement of the Performance Units (and any corresponding Dividend Equivalents) shall not have been earned and the Performance Units (and any corresponding Dividend Equivalents), whether vested or not, shall be immediately forfeited and cancelled, and the Grantee shall immediately return to the Company the Common Shares or the pre-tax income derived from any disposition of the Common Shares or the pre-tax cash amount received in connection with the settlement of the Performance Units (and any corresponding Dividend Equivalents). THE GRANTEE UNDERSTANDS THAT THIS SECTION 4 IS NOT INTENDED TO AND DOES NOT PROHIBIT THE CONDUCT DESCRIBED BUT PROVIDES FOR THE CANCELLATION OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) AND A RETURN TO THE COMPANY OF THE COMMON SHARES OR THE GROSS TAXABLE PROCEEDS OF ANY DISPOSITION OF THE COMMON SHARES OR THE GROSS CASH PROCEEDS RECEIVED IN CONNECTION WITH THE SETTLEMENT OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) IF THE GRANTEE SHOULD CHOOSE TO VIOLATE THIS “NO SOLICITATION OF EMPLOYEES” PROVISION DURING THE RESTRICTED PERIOD.

5. Right to Retain Common Shares Contingent on Continuing Non-Conflicting Employment.

In order to forestall the disclosure or use of Confidential Information, as well as to deter the Grantee’s intentional interference with the contractual relations of the Company or any Affiliated Company, the Grantee’s intentional interference with prospective economic advantage of the Company or any Affiliated Company, and to promote fair competition, the Grantee agrees that the Grantee’s right to the Common Shares or cash upon settlement of the Performance Units (and any corresponding Dividend Equivalents) is contingent upon the Grantee refraining, during the Restricted Period, from rendering services, directly or indirectly, as director, officer, employee, agent, consultant, or otherwise, to any Conflicting Organization, except a Conflicting Organization whose business is diversified and that, as to that part of its business to which the Grantee renders services, is not a Conflicting Organization, provided that the Company shall receive separate written assurances satisfactory to the Company from the Grantee and the Conflicting Organization that the Grantee shall not render services during such period with respect to a Conflicting Product. If, during the Restricted Period, the Grantee shall render services to any Conflicting Organization other than as expressly permitted herein, the Grantee’s right to the Common Shares upon settlement of the Performance Units (and any corresponding Dividend Equivalents) shall not have been earned and the Performance Units (and any corresponding Dividend Equivalents), whether vested or not, shall be immediately forfeited and cancelled, and the Grantee shall immediately return to the Company the Common Shares or the pre-tax income derived from any disposition of the Common Shares or the pre-tax cash amount received in connection with the settlement of the Performance Units (and any corresponding Dividend Equivalents). THE GRANTEE UNDERSTANDS THAT THIS SECTION 5 IS NOT INTENDED TO AND DOES NOT PROHIBIT THE GRANTEE FROM RENDERING SERVICES TO A CONFLICTING ORGANIZATION BUT PROVIDES FOR THE CANCELLATION OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) AND A RETURN TO THE COMPANY OF THE COMMON SHARES OR THE GROSS TAXABLE PROCEEDS OF ANY DISPOSITION OF THE COMMON SHARES OR THE GROSS CASH PROCEEDS RECEIVED IN CONNECTION WITH THE SETTLEMENT OF THE PERFORMANCE UNITS (AND ANY CORRESPONDING DIVIDEND EQUIVALENTS) IF THE GRANTEE SHOULD CHOOSE TO RENDER SUCH SERVICES DURING THE RESTRICTED PERIOD.

6. Injunctive and Other Available Relief.

To the extent not prohibited by law, any cancellation of the Performance Units (and any corresponding Dividend Equivalents) pursuant to any of Sections 2 through 5 above shall not restrict, abridge, or otherwise limit in any fashion the types and scope of injunctive and other available relief to the Company. Notwithstanding any provision of this Agreement to the contrary, nothing under this Agreement shall limit, abridge, modify, or otherwise restrict the Company (or any Affiliated Company) from pursuing any or all legal, equitable, or other appropriate remedies to which the Company may be entitled under any other agreement with the Grantee, any other plan, program, policy, or arrangement of the Company (or any Affiliated

Company) under which the Grantee is covered or participates, or any applicable law, all to the fullest extent not prohibited under applicable law.

7. Permitted Reporting and Disclosure.

Notwithstanding any language in this Agreement to the contrary, nothing in this Agreement prohibits the Grantee from reporting possible violations of federal law or regulation to any governmental agency or governmental entity, or making other disclosures that are protected under federal law or regulation; provided, that, in each case such communications and disclosures are consistent with applicable law. Notwithstanding the foregoing, under no circumstance is the Grantee authorized to disclose any information covered by the Company’s attorney-client privilege or attorney work product or the Company’s trade secrets without prior written consent of the Company’s General Counsel. Any reporting or disclosure permitted under this Section 7 shall not result in the cancellation of the Performance Units (and any corresponding Dividend Equivalents). The Grantee is entitled to certain immunities from liability under state and federal law for disclosing trade secrets if the disclosure was made to report or investigate an alleged violation of law, subject to certain conditions.

8. Severability.

If any provisions of this Agreement is determined to be invalid or unenforceable for any reason, that provision shall be modified rather than voided, if possible, in order to achieve the intent of the parties to the extent possible. If any provision in this Agreement is held to be invalid or unenforceable for any non-material reason, and cannot be modified to make it enforceable, the remaining provisions shall be construed as if the invalid or unenforceable provision had not been included. In any event, all other provisions of this Agreement shall be deemed valid and enforceable to the fullest extent possible.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

Exhibit 31.1

RULE 13a-14(a)/15d-14(a) CERTIFICATIONS

I, Mark T. Smucker, Chair of the Board, President, and Chief Executive Officer of The J. M. Smucker Company, certify that:

(1)I have reviewed this quarterly report on Form 10-Q of The J. M. Smucker Company;

(2)Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3)Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

(4)The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

(5)The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 28, 2024


/s/ Mark T. Smucker
Name:						Mark T. Smucker
Title:						Chair of the Board, President and Chief Executive Officer

Exhibit 31.2

RULE 13a-14(a)/15d-14(a) CERTIFICATIONS

I, Tucker H. Marshall, Chief Financial Officer of The J. M. Smucker Company, certify that:

(1)I have reviewed this quarterly report on Form 10-Q of The J. M. Smucker Company;

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 28, 2024


/s/ Tucker H. Marshall
Name:						Tucker H. Marshall
Title:						Chief Financial Officer

Exhibit 32

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of The J. M. Smucker Company (the “Company”) for the quarter ended July 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to such officer’s knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.


/s/ Mark T. Smucker
Name:						Mark T. Smucker
Title:						Chair of the Board, President and Chief Executive Officer

/s/ Tucker H. Marshall
Name:						Tucker H. Marshall
Title:						Chief Financial Officer

Date: August 28, 2024

The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Jul. 31, 2024	Aug. 21, 2024
Entity Listings [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jul. 31, 2024
Document Transition Report	false
Entity File Number	1-5111
Entity Registrant Name	The J. M. Smucker Company
Entity Incorporation, State or Country Code	OH
Entity Tax Identification Number	34-0538550
Entity Address, Address Line One	One Strawberry Lane
Entity Address, City or Town	Orrville,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44667-0280
City Area Code	(330)
Local Phone Number	682-3000
Title of 12(b) Security	Common shares, no par value
Trading Symbol	SJM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0000091419
Amendment Flag	false
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--04-30
Entity Common Stock, Shares Outstanding		106,406,222

Condensed Statements of Consolidated Income (Unaudited) - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

Income Statement [Abstract]

Net sales

$ 2,125.1

$ 1,805.2

Cost of products sold

^[1]

1,327.9

1,150.4

Gross Profit

797.2

654.8

Selling, distribution, and administrative expenses

390.1

313.6

Amortization

56.0

39.8

Other special project costs

^[1],[2]

7.1

0.0

Other operating expense (income) – net

(5.5)

(2.1)

Operating Income

349.5

303.5

Interest expense – net

(100.4)

(32.1)

Other income (expense) – net

(3.1)

(33.0)

Income Before Income Taxes

246.0

238.4

Income tax expense

61.0

54.8

Net Income

$ 185.0

$ 183.6

Earnings per common share:

Net Income (in dollars per share)

$ 1.74

$ 1.79

Net Income - Assuming Dilution (in dollars per share)

$ 1.74

$ 1.79

[1]	Includes certain divestiture, acquisition, integration, and restructuring costs (“special project costs”). For more information, see Note 5: Special Project Costs and Note 6: Reportable Segments.
[2]	Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 5: Special Project Costs.

Condensed Statements of Consolidated Comprehensive Income (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Statement of Comprehensive Income [Abstract]
Net income	$ 185.0	$ 183.6
Other comprehensive income (loss):
Foreign currency translation adjustments	(0.6)	7.4
Cash flow hedging derivative activity, net of tax	2.6	2.6
Pension and other postretirement benefit plans activity, net of tax	0.4	0.4
Available-for-sale securities activity, net of tax	0.0	(0.2)
Total Other Comprehensive Income	2.4	10.2
Comprehensive Income	$ 187.4	$ 193.8

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Millions

Jul. 31, 2024

Apr. 30, 2024

Current Assets

Cash and cash equivalents

$ 39.5

$ 62.0

Trade receivables – net

734.9

736.5

Inventories:

Finished products

666.1

639.4

Raw materials

471.7

399.5

Total Inventory

1,137.8

1,038.9

Other current assets

168.9

129.5

Total Current Assets

2,081.1

1,966.9

Property, Plant, and Equipment

Land and land improvements

152.4

Buildings and fixtures

1,299.1

1,174.9

Machinery and equipment

2,982.7

2,933.7

Construction in progress

833.9

911.7

Gross Property, Plant, and Equipment

5,268.1

5,172.7

Accumulated depreciation

(2,172.8)

(2,100.0)

Total Property, Plant, and Equipment

3,095.3

3,072.7

Other Noncurrent Assets

Operating lease right-of-use assets

164.5

174.6

Goodwill

7,649.5

7,649.9

Other intangible assets – net

7,199.6

7,255.4

Other noncurrent assets

158.2

154.2

Total Other Noncurrent Assets

15,171.8

15,234.1

Total Assets

20,348.2

20,273.7

Current Liabilities

Accounts payable

1,244.1

1,336.2

Accrued trade marketing and merchandising

202.0

214.3

Current portion of long-term debt

^[1]

999.5

999.3

Short-term borrowings

697.0

591.0

Other current liabilities

621.4

620.3

Total Current Liabilities

3,764.0

3,761.1

Noncurrent Liabilities

Long-term debt, less current portion

^[1]

6,775.3

6,773.7

Deferred income taxes

1,740.8

1,737.4

Noncurrent operating lease liabilities

133.8

143.5

Other noncurrent liabilities

164.8

164.1

Total Noncurrent Liabilities

8,814.7

8,818.7

Total Liabilities

12,578.7

12,579.8

Shareholders’ Equity

Common shares

26.6

26.5

Additional capital

5,715.2

5,713.9

Retained income

2,259.9

2,188.1

Accumulated other comprehensive income (loss)

(232.2)

(234.6)

Total Shareholders’ Equity

7,769.5

7,693.9

Total Liabilities and Shareholders’ Equity

$ 20,348.2

$ 20,273.7

[1]	Represents the carrying amount included in the Condensed Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.

Condensed Statements of Consolidated Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Operating Activities
Net income	$ 185.0	$ 183.6
Adjustments to reconcile net income to net cash provided by (used for) operations:
Depreciation	73.0	50.2
Amortization	56.0	39.8
Pension settlement loss (gain)	0.0	3.2
Unrealized loss on investment in equity securities – net	0.0	27.4
Share-based compensation expense	8.9	5.1
Deferred income tax expense (benefit)	2.6	(8.9)
Other noncash adjustments – net	15.1	4.8
Changes in assets and liabilities, net of effect from acquisition and divestitures:
Trade receivables	1.6	6.1
Inventories	(99.0)	(81.4)
Other current assets	2.6	(4.8)
Accounts payable	(61.5)	(43.8)
Accrued liabilities	(60.9)	(7.7)
Income and other taxes	54.9	57.3
Other – net	(5.4)	(13.0)
Net Cash Provided by (Used for) Operating Activities	172.9	217.9
Investing Activities
Additions to property, plant, and equipment	(123.7)	(150.3)
Other – net	(48.7)	(1.6)
Net Cash Provided by (Used for) Investing Activities	(172.4)	(151.9)
Financing Activities
Short-term borrowings (repayments) – net	96.2	0.0
Quarterly dividends paid	(112.1)	(105.2)
Purchase of treasury shares	(2.6)	(372.0)
Other – net	(4.5)	(4.1)
Net Cash Provided by (Used for) Financing Activities	(23.0)	(481.3)
Effect of exchange rate changes on cash	0.0	0.6
Net increase (decrease) in cash and cash equivalents	(22.5)	(414.7)
Cash and cash equivalents at beginning of period	62.0	655.8
Cash and cash equivalents at end of period	$ 39.5	$ 241.1

Condensed Statements of Consolidated Shareholders' Equity (Unaudited) - USD ($) $ in Millions	Total	Common Shares	Additional Capital	Retained Income	Accumulated Other Comprehensive Income (Loss)
Balance at Apr. 30, 2023	$ 7,290.8	$ 26.1	$ 5,371.8	$ 2,132.1	$ (239.2)
Balance, shares at Apr. 30, 2023		104,398,618
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	183.6			183.6
Other comprehensive income (loss)	10.2				10.2
Comprehensive Income	193.8
Purchase of treasury shares	(375.6)	$ (0.6)	(132.1)	(242.9)
Purchase of treasury shares, shares		(2,410,863)
Stock plans	1.3	$ 0.0	2.4	(1.1)
Stock plans, shares		144,918
Cash dividends declared	(106.9)			(106.9)
Balance at Jul. 31, 2023	7,003.4	$ 25.5	5,242.1	1,964.8	(229.0)
Balance, shares at Jul. 31, 2023		102,132,673
Balance at Apr. 30, 2024	$ 7,693.9	$ 26.5	5,713.9	2,188.1	(234.6)
Balance, shares at Apr. 30, 2024	106,200,000	106,194,281
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	$ 185.0			185.0
Other comprehensive income (loss)	2.4				2.4
Comprehensive Income	187.4
Purchase of treasury shares	(2.6)	$ 0.0	(3.2)	0.6
Purchase of treasury shares, shares		(22,748)
Stock plans	5.4	$ 0.1	4.5	0.8
Stock plans, shares		236,997
Cash dividends declared	(114.6)			(114.6)
Balance at Jul. 31, 2024	$ 7,769.5	$ 26.6	$ 5,715.2	$ 2,259.9	$ (232.2)
Balance, shares at Jul. 31, 2024	106,400,000	106,408,530

Condensed Statements of Consolidated Shareholders' Equity (Unaudited) (Parentheticals) - $ / shares	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Statement of Stockholders' Equity [Abstract]
Cash dividends declared, per common share	$ 1.08	$ 1.06

Basis of Presentation	3 Months Ended
Basis of Presentation	Jul. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The unaudited interim condensed consolidated financial statements of The J. M. Smucker Company (“Company,” “we,” “us,” or “our”) have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included. Operating results for the three months ended July 31, 2024, are not necessarily indicative of the results that may be expected for the year ending April 30, 2025. For further information, reference is made to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended April 30, 2024.

Recently Issued Accounting Standards	3 Months Ended
Recently Issued Accounting Standards	Jul. 31, 2024
Accounting Changes and Error Corrections [Abstract]
Recently Issued Accounting Standards	In March 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted the final rule under SEC Release Nos. 33-11275 and 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors, which will require registrants to provide certain climate-related information in their registration statements and annual reports. The rules will require the disclosure of significant effects of severe weather events and other natural conditions, as well as amounts related to carbon offsets and renewable energy credits or certificates, in the audited financial statements in certain circumstances. Disclosure of the actual and potential material impacts of any identified climate-related risks on the registrant’s strategy, business model, and outlook will also be required, along with the process used to identify, assess, and manage these risks. In addition, the rules require disclosure of material climate-related targets or goals, material Scope 1 and Scope 2 greenhouse gas emissions, and the methodology used to calculate those emissions. In April 2024, the SEC stayed implementation of the final rule pending the outcome of a judicial review; however, we do not anticipate any impact to our financial statements upon adoption and continue to evaluate the impacts on our disclosures. In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 will improve the transparency and decision usefulness of income tax disclosures to better assess how operations and related tax risks affect tax rates and future cash flows on an interim and annual basis. It will be effective for us on May 1, 2025, and can be adopted either on a prospective or retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 will improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis. It will be effective for our annual period beginning May 1, 2024, and interim periods beginning May 1, 2025, with the option to early adopt at any time prior to the effective dates and will require adoption on a retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures.

Acquisition

3 Months Ended

Jul. 31, 2024

Business Combination and Asset Acquisition [Abstract]

Acquisition

acquisition. For additional information on the financing associated with this transaction, refer to Note 8: Debt and Financing Arrangements.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date.


Assets acquired:
Cash and cash equivalents	$	135.0
Trade receivables – net	181.1
Inventories	66.0
Other current assets	6.0
Property, plant, and equipment – net	534.5
Operating lease right-of-use assets	17.2
Goodwill	2,447.1
Other intangible assets – net	3,038.6
Other noncurrent assets	43.2
Total assets acquired	$	6,468.7
Liabilities assumed:
Accounts payable	$	67.3

Other current liabilities	249.3
Deferred income taxes	639.4
Noncurrent operating lease liabilities	14.5
Other noncurrent liabilities	1.4
Total liabilities assumed	971.9
Net assets acquired	$	5,496.8

The following table summarizes the purchase price allocated to the identifiable intangible assets acquired.


Intangible assets with finite lives:
Customer and contractual relationships (25-year useful life)	$	1,238.5
Non-competition agreements (varying useful lives)	38.0
Trademarks (5-year useful life)	9.9
Intangible assets with indefinite lives:
Trademarks	$	1,752.2
Total intangible assets	$	3,038.6

The annual amortization expense for the finite-lived intangible assets based on the purchase price allocation is $71.6.


	Three Months Ended July 31, 2023
Net sales		$	2,159.8
Net income		162.5
Net income per common share – assuming dilution		$	1.52

Divestitures	3 Months Ended
Divestitures	Jul. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]
Divestitures	On January 2, 2024, we sold the Canada condiment business to TreeHouse Foods, Inc. (“TreeHouse Foods”). The transaction included Bick’s® pickles, Habitant® pickled beets, Woodman’s® horseradish, and McLarens® pickled onions brands, inclusive of certain trademarks. Under our ownership, these brands generated net sales of $43.8 in 2024, which were included in the International operating segment. Final net proceeds from the divestiture were $25.3, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $5.7 during the third quarter of 2024. On November 1, 2023, we sold the Sahale Snacks® business to Second Nature Brands (“Second Nature”). The transaction included products sold under the Sahale Snacks brand, inclusive of certain trademarks and licensing agreements, a leased manufacturing facility in Seattle, Washington, and approximately 100 employees who supported the brand. Under our ownership, the Sahale Snacks brand generated net sales of $24.1 in 2024, primarily included in the U.S. Retail Frozen Handheld and Spreads segment. Final net proceeds from the divestiture were $31.6, inclusive of a working capital adjustment and cash transaction costs. We recognized a pre-tax loss of $6.7 during the third quarter of 2024. On April 28, 2023, we sold certain pet food brands to Post Holdings, Inc. (“Post”). The transaction included the Rachael Ray® Nutrish®, 9Lives®, Kibbles ’n Bits®, Nature’s Recipe®, and Gravy Train® brands, as well as the private label pet food business, inclusive of certain trademarks and licensing agreements, manufacturing and distribution facilities in Bloomsburg, Pennsylvania, manufacturing facilities in Meadville, Pennsylvania and Lawrence, Kansas, and approximately 1,100 employees who supported these pet food brands. Final net proceeds from the divestiture were $1.2 billion, consisting of $683.9 in cash, net of a working capital adjustment and cash transaction costs, and approximately 5.4 million shares of Post common stock, valued at $491.6 at the close of the transaction. We recognized a pre-tax loss of $1.0 billion upon completion of this transaction during 2023. During the first half of 2024, we finalized the working capital adjustment and transaction costs, which resulted in an immaterial adjustment to the pre-tax loss. Furthermore, during the first quarter of 2024, we entered into equity forward derivative transactions under an agreement with an unrelated third-party to facilitate the forward sale of the Post common stock. All 5.4 million shares of Post common stock were settled for $466.3 under the equity forward contract on November 15, 2023. For additional information, see Note 10: Derivative Financial Instruments.

Special Project Costs

3 Months Ended

Jul. 31, 2024

Restructuring and Related Activities [Abstract]

Special Project Costs

The following table summarizes our integration costs incurred related to the acquisition of Hostess Brands.


	Three Months Ended July 31, 2024		Total Costs Incurred to Date at July 31, 2024
Transaction costs	$	—	$	99.0
Employee-related costs	2.6		36.0
Other transition and termination costs	9.4		24.4
Total integration costs	$	12.0	$	159.4

Reportable Segments

3 Months Ended

Jul. 31, 2024

Segment Reporting [Abstract]

Reportable Segments

The following table reconciles segment profit to income before income taxes.


	Three Months Ended July 31,
		2024		2023
Net sales:
U.S. Retail Coffee		$	623.4	$	625.1
U.S. Retail Frozen Handheld and Spreads		496.8		464.0
U.S. Retail Pet Foods		399.7		441.0
Sweet Baked Snacks		333.7		—
International and Away From Home		271.5		275.1
Total net sales		$	2,125.1	$	1,805.2
Segment profit:
U.S. Retail Coffee		$	172.6	$	170.1
U.S. Retail Frozen Handheld and Spreads		119.0		105.7
U.S. Retail Pet Foods		115.3		81.3
Sweet Baked Snacks		74.4		—
International and Away From Home		48.6		36.4
Total segment profit		$	529.9	$	393.5
Amortization		(56.0)		(39.8)


Gain (loss) on divestitures – net		—		1.2
Interest expense – net		(100.4)		(32.1)
Change in net cumulative unallocated derivative gains and losses		(30.0)		10.4
Cost of products sold – special project costs (A)		(5.3)		—
Other special project costs (A)		(7.1)		—

Corporate administrative expenses		(82.0)		(61.8)
Other income (expense) – net		(3.1)		(33.0)
Income before income taxes		$	246.0	$	238.4

(A)Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 5: Special Project Costs.

The following table presents certain geographical information.


	Three Months Ended July 31,
		2024		2023
Net sales:
United States		$	2,015.4	$	1,676.4
International:
Canada		$	81.4	$	102.3
All other international		28.3		26.5
Total international		$	109.7	$	128.8
Total net sales		$	2,125.1	$	1,805.2

The following table presents product category information.


	Three Months Ended July 31,
		2024		2023		Primary Reportable Segment (A)
Coffee		$	711.9	$	709.1	U.S. Retail Coffee
Sweet baked goods		296.6		—		Sweet Baked Snacks
Pet snacks		226.8		243.4		U.S. Retail Pet Foods
Frozen handheld		222.6		179.4		U.S. Retail Frozen Handheld and Spreads
Peanut butter		218.6		212.0		U.S. Retail Frozen Handheld and Spreads
Cat food		183.1		191.1		U.S. Retail Pet Foods
Fruit spreads		106.5		106.6		U.S. Retail Frozen Handheld and Spreads
Portion control		54.1		48.6		Other (B)
Cookies		37.1		—		Sweet Baked Snacks
Toppings and syrups		28.3		24.8		U.S. Retail Frozen Handheld and Spreads
Baking mixes and ingredients		14.2		14.8		Other (B)
Dog food		6.2		26.8		U.S. Retail Pet Foods
Other		19.1		48.6		Other (B)
Total net sales		$	2,125.1	$	1,805.2

(A)The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.

(B)Represents the combined International and Away From Home operating segments.

Earnings per Share

3 Months Ended

Jul. 31, 2024

Earnings Per Share [Abstract]

Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share under the two-class method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Less: Net income allocated to participating securities		—		0.1
Net income allocated to common stockholders		$	185.0	$	183.5
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Weighted-average common shares outstanding – assuming dilution		106.3		102.5
Net income per common share		$	1.74	$	1.79
Net income per common share – assuming dilution		$	1.74	$	1.79

The following table sets forth the computation of diluted earnings per share under the treasury stock method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Weighted-average common shares outstanding – assuming dilution:
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Add: Dilutive effect of restricted shares, restricted stock units, and performance units		0.2		0.3
Weighted-average common shares outstanding – assuming dilution		106.5		102.8
Net income per common share – assuming dilution		$	1.74	$	1.79

Debt and Financing Arrangements

3 Months Ended

Jul. 31, 2024

Debt Disclosure [Abstract]

Debt and Financing Arrangements

The following table summarizes the components of our long-term debt.


	July 31, 2024				April 30, 2024
	Principal Outstanding		Carrying Amount (A)		Principal Outstanding		Carrying Amount (A)
3.50% Senior Notes due March 15, 2025	$	1,000.0	$	999.5	$	1,000.0	$	999.3
3.38% Senior Notes due December 15, 2027	500.0		498.5		500.0		498.4
5.90% Senior Notes due November 15, 2028	750.0		744.8		750.0		744.5
2.38% Senior Notes due March 15, 2030	500.0		497.3		500.0		497.2
2.13% Senior Notes due March 15, 2032	500.0		495.3		500.0		495.2
6.20% Senior Notes due November 15, 2033	1,000.0		991.8		1,000.0		991.5
4.25% Senior Notes due March 15, 2035	650.0		645.6		650.0		645.5
2.75% Senior Notes due September 15, 2041	300.0		297.5		300.0		297.4
6.50% Senior Notes due November 15, 2043	750.0		736.6		750.0		736.5
4.38% Senior Notes due March 15, 2045	600.0		588.8		600.0		588.7
3.55% Senior Notes due March 15, 2050	300.0		296.3		300.0		296.2
6.50% Senior Notes due November 15, 2053	1,000.0		982.8		1,000.0		982.6

Total long-term debt	$	7,850.0	$	7,774.8	$	7,850.0	$	7,773.0
Current portion of long-term debt	1,000.0		999.5		1,000.0		999.3
Total long-term debt, less current portion	$	6,850.0	$	6,775.3	$	6,850.0	$	6,773.7

Our debt instruments contain covenant restrictions, including an interest coverage ratio. As of July 31, 2024, we are in compliance with all covenants.

Pensions and Other Postretirement Benefits

3 Months Ended

Jul. 31, 2024

Retirement Benefits [Abstract]

Pensions and Other Postretirement Benefits

The following table summarizes our net periodic benefit cost for defined benefit pension and other postretirement benefit plans.


	Three Months Ended July 31,
	Defined Benefit Pension Plans				Other Postretirement Benefits
	2024		2023		2024		2023
Service cost	$	0.1	$	0.2	$	0.2	$	0.2
Interest cost	4.4		4.6		0.7		0.6
Expected return on plan assets	(3.1)		(4.1)		—		—
Amortization of net actuarial loss (gain)	1.1		0.9		(0.5)		(0.4)
Amortization of prior service cost (credit)	0.1		0.1		(0.2)		(0.1)

Settlement loss (gain)	—		3.2		—		—
Net periodic benefit cost	$	2.6	$	4.9	$	0.2	$	0.3

We made direct benefit payments of $0.7 for both the three months ended July 31, 2024 and 2023.

Derivative Financial Instruments

3 Months Ended

Jul. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

The following table presents the gross notional value of outstanding derivative contracts.


	July 31, 2024		April 30, 2024
Commodity contracts	$	1,664.1	$	787.7
Foreign currency exchange contracts	101.8		98.6

The following tables set forth the gross fair value amounts of derivative instruments recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	24.0	$	42.5	$	—	$	—
Foreign currency exchange contracts	1.5		—		—		—

Total derivative instruments	$	25.5	$	42.5	$	—	$	—


	April 30, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	35.8	$	9.3	$	—	$	0.1
Foreign currency exchange contracts	1.9		0.1		—		—
Total derivative instruments	$	37.7	$	9.4	$	—	$	0.1

Economic Hedges

The following table presents the net gains and losses recognized in cost of products sold in the Condensed Statements of Consolidated Income on derivatives not designated as hedging instruments.


	Three Months Ended July 31,
		2024		2023
Derivative gains (losses) on commodity contracts		$	(30.0)	$	7.8
Derivative gains (losses) on foreign currency exchange contracts		0.2		(2.2)
Total derivative gains (losses) recognized in cost of products sold		$	(29.8)	$	5.6

Commodity and foreign currency exchange derivative gains and losses are reported in unallocated derivative gains and losses outside of segment operating results until the related inventory is sold. At that time, we reclassify the hedge gains and losses from unallocated derivative gains and losses to segment profit, allowing our segments to realize the economic effect of the hedge without experiencing any mark-to-market volatility. The following table presents the net change in cumulative unallocated derivative gains and losses.


	Three Months Ended July 31,
		2024		2023
Net derivative gains (losses) recognized and classified as unallocated		$	(29.8)	$	5.6
Less: Net derivative gains (losses) reclassified to segment operating profit		0.2		(4.8)
Change in net cumulative unallocated derivative gains and losses		$	(30.0)	$	10.4

As of July 31, 2024, the net cumulative unallocated derivative losses were $7.4, and at April 30, 2024, the net cumulative unallocated derivative gains were $22.6.

Cash Flow Hedges

The following table presents information on the pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges.


	Three Months Ended July 31,
		2024		2023
Gains (losses) recognized in other comprehensive income (loss)		$	—	$	—
Less: Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)		(3.4)		(3.4)
Change in accumulated other comprehensive income (loss)		$	3.4	$	3.4

Other Financial Instruments and Fair Value Measurements

3 Months Ended

Jul. 31, 2024

Fair Value Disclosures [Abstract]

Other Financial Instruments and Fair Value Measurements

The following table provides information on the carrying amounts and fair values of our financial instruments.


	July 31, 2024				April 30, 2024
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Marketable securities and other investments	$	22.1	$	22.1	$	22.1	$	22.1
Derivative financial instruments – net	(17.0)		(17.0)		28.2		28.2

Total long-term debt	(7,774.8)		(7,620.6)		(7,773.0)		(7,652.9)

The following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements fall for our financial instruments.


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at July 31, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.2	$	—	$	—	$	4.2
Municipal obligations	—		17.2		—		17.2
Money market funds	0.7		—		—		0.7
Derivative financial instruments: (B)
Commodity contracts – net	(18.2)		(0.3)		—		(18.5)
Foreign currency exchange contracts – net	0.3		1.2		—		1.5


Total long-term debt (C)	(7,620.6)		—		—		(7,620.6)
Total financial instruments measured at fair value	$	(7,633.6)	$	18.1	$	—	$	(7,615.5)


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at April 30, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.5	$	—	$	—	$	4.5
Municipal obligations	—		17.2		—		17.2
Money market funds	0.4		—		—		0.4
Derivative financial instruments: (B)
Commodity contracts – net	26.7		(0.3)		—		26.4
Foreign currency exchange contracts – net	0.5		1.3		—		1.8


Total long-term debt (C)	(7,652.9)		—		—		(7,652.9)
Total financial instruments measured at fair value	$	(7,620.8)	$	18.2	$	—	$	(7,602.6)

Leases

3 Months Ended

Jul. 31, 2024

Leases [Abstract]

Leases

The following table sets forth the right-of-use assets and lease liabilities recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024		April 30, 2024
Operating lease right-of-use assets	$	164.5	$	174.6
Operating lease liabilities:
Current operating lease liabilities	$	39.8	$	40.5
Noncurrent operating lease liabilities	133.8		143.5
Total operating lease liabilities	$	173.6	$	184.0

Finance lease right-of-use assets:
Machinery and equipment	$	23.6	$	18.7
Accumulated depreciation	(11.2)		(8.0)
Total property, plant, and equipment	$	12.4	$	10.7
Finance lease liabilities:
Other current liabilities	$	3.2	$	2.8
Other noncurrent liabilities	9.6		8.3
Total finance lease liabilities	$	12.8	$	11.1

The following table summarizes the components of lease expense.


	Three Months Ended July 31,
		2024		2023
Operating lease cost		$	12.5	$	12.7
Finance lease cost:
Amortization of right-of-use assets		0.8		0.3
Interest on lease liabilities		0.2		0.1
Variable lease cost		6.5		6.1
Short-term lease cost		11.2		9.4
Total lease cost (A)		$	31.2	$	28.6

(A)Total lease cost does not include sublease income which is immaterial for all years presented.

The following table sets forth cash flow and noncash information related to leases.


	Three Months Ended July 31,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	12.3	$	12.3
Operating cash flows from finance leases	0.1		—
Financing cash flows from finance leases	1.1		0.5
Right-of-use assets obtained in exchange for new lease liabilities:
Operating leases	1.1		75.1
Finance leases	2.5		—

The following table summarizes the maturity of our lease liabilities by fiscal year.


	July 31, 2024
	Operating Leases		Finance Leases
2025 (remainder of the year)	$	35.4	$	2.8
2026	36.1		3.4
2027	32.1		3.1
2028	32.0		2.8
2029	32.0		1.5
2030 and beyond	63.3		0.6
Total undiscounted minimum lease payments	$	230.9	$	14.2
Less: Imputed interest	57.3		1.4
Lease liabilities	$	173.6	$	12.8

The following table sets forth the weighted average remaining lease term and discount rate.


	July 31, 2024		April 30, 2024
Weighted average remaining lease term (in years):
Operating leases	6.1		6.2
Finance leases	4.2		4.3

Weighted average discount rate:
Operating leases	4.3	%	4.3	%
Finance leases	4.9	%	4.8	%

Income Taxes	3 Months Ended
Income Taxes	Jul. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	The effective income tax rates for the three months ended July 31, 2024 and 2023, were 24.8 and 23.0 percent, respectively. The increase in the effective income tax rate was primarily due to a discrete unfavorable impact of share-based compensation, as compared to the prior year. During the three months ended July 31, 2024 and 2023, the effective income tax rates varied from the U.S. statutory income tax rate of 21.0 percent primarily due to state income taxes. Within the next 12 months, it is reasonably possible that we could decrease our unrecognized tax benefits by an estimated $1.6, primarily as a result of the expiration of statute of limitation periods.

Accumulated Other Comprehensive Income (Loss)

3 Months Ended

Jul. 31, 2024

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income (Loss)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2024	$	(39.2)	$	(143.1)	$	(53.4)	$	1.1	$	(234.6)
Reclassification adjustments	—		3.4		0.5		—		3.9
Current period credit (charge)	(0.6)		—		—		—		(0.6)
Income tax benefit (expense)	—		(0.8)		(0.1)		—		(0.9)
Balance at July 31, 2024	$	(39.8)	$	(140.5)	$	(53.0)	$	1.1	$	(232.2)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2023	$	(34.3)	$	(153.6)	$	(52.7)	$	1.4	$	(239.2)
Reclassification adjustments	—		3.4		3.7		—		7.1
Current period credit (charge)	7.4		—		(3.2)		(0.3)		3.9
Income tax benefit (expense)	—		(0.8)		(0.1)		0.1		(0.8)
Balance at July 31, 2023	$	(26.9)	$	(151.0)	$	(52.3)	$	1.2	$	(229.0)

Contingencies	3 Months Ended
Contingencies	Jul. 31, 2024
Contingency [Abstract]
Contingencies	We, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings arising in the ordinary course of business. We are currently a defendant in a variety of such legal proceedings, and while we cannot predict with certainty the ultimate results of these proceedings or potential settlements associated with these or other matters, we have accrued losses for certain contingent liabilities that we have determined are probable and reasonably estimable at July 31, 2024. Based on the information known to date, with the exception of the matters discussed below, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position, results of operations, or cash flows. Class Action Lawsuits: We are defendants in a series of putative class action lawsuits that were transferred to the U.S. District Court for the Western District of Missouri for coordinated pre-trial proceedings. The plaintiffs assert claims arising under various state laws for false advertising, consumer protection, deceptive and unfair trade practices, and similar statutes. Their claims are premised on allegations that we have misrepresented the number of servings that can be made from various canisters of Folgers coffee on the packaging for those products. The outcome and the financial impact of these cases, if any, cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of July 31, 2024, and the likelihood of loss is not considered probable or reasonably estimable. However, if we are required to pay significant damages, our business and financial results could be adversely impacted, and sales of those products could suffer not only in these locations but elsewhere. Product Recall: We are defendants in ongoing consumer litigation associated with a voluntary recall of select Jif peanut butter products initiated in May 2022. The outcome and financial impact of this litigation cannot be predicted at this time. Accordingly, no loss contingency has been recorded for these matters as of July 31, 2024, and the likelihood of loss is not considered probable or reasonably estimable. Voortman Contingency: In December 2020, Hostess Brands asserted claims for indemnification against the sellers (the “Sellers”) under the terms of a Share Purchase Agreement (the “Purchase Agreement”) pursuant to which Hostess Brands acquired Voortman Cookies Limited (“Voortman”). The claims were for damages arising out of alleged breaches by the Sellers of certain representations, warranties, and covenants contained in the Purchase Agreement relating to periods prior to the closing of the acquisition. Hostess Brands also submitted claims relating to these alleged breaches under the representation and warranty insurance policy (“RWI”) that was purchased in connection with the acquisition. In the third quarter of calendar 2022, the RWI insurers paid Hostess Brands $42.5 CAD (the RWI coverage limit) (the “Proceeds”) related to these breaches. Per agreement with the RWI insurers, we will not be required to return the Proceeds under any circumstances. On November 3, 2022, pursuant to the agreement with the RWI insurers, Voortman brought claims in the Ontario (Canada) Superior Court of Justice (the “Claim”), related to the breaches against certain of the Sellers. The Claim alleges the seller defendants made certain non-disclosures and misrepresentations to induce Hostess Brands to overpay for Voortman. We are seeking damages of $109.0 CAD representing the amount of the aggregate liability of the Sellers for indemnification under the Purchase Agreement, $5.0 CAD in punitive or aggravated damages, interest, proceedings fees, and any other relief the presiding court deems appropriate. A portion of any recovery will be shared with the RWI insurers. Although we believe that the Claim is meritorious, no assurance can be given as to whether we will recover all, or any part, of the amounts being pursued.

Common Shares

3 Months Ended

Jul. 31, 2024

Stockholders' Equity Note [Abstract]

Common Shares

The following table sets forth common share information.


	July 31, 2024	April 30, 2024
Common shares authorized	300.0	300.0
Common shares outstanding	106.4	106.2
Treasury shares	44.1	44.3

All other share repurchases during the three months ended July 31, 2024 and 2023, consisted of shares repurchased from stock plan recipients in lieu of cash payments.

Supplier Financing Program	3 Months Ended
Supplier Financing Program	Jul. 31, 2024
Payables and Accruals [Abstract]
Supplier Finance Program	As part of ongoing efforts to maximize working capital, we work with our suppliers to optimize our terms and conditions, which includes the extension of payment terms. Payment terms with our suppliers, which we deem to be commercially reasonable, range from 0 to 180 days. We have an agreement with a third-party administrator to provide an accounts payable tracking system and facilitate a supplier financing program which allows participating suppliers the ability to monitor and voluntarily elect to sell our payment obligations to a designated third-party financial institution. Participating suppliers can sell one or more of our payment obligations at their sole discretion, and our rights and obligations to our suppliers are not impacted. We have no economic interest in a supplier’s decision to enter into these agreements. Our rights and obligations to our suppliers, including amounts due and scheduled payment terms, are not impacted by our suppliers’ decisions to sell amounts under these arrangements. However, our right to offset balances due from suppliers against our payment obligations is restricted by the agreement for those payment obligations that have been sold by our suppliers. The payment of these obligations is included in cash provided by operating activities in the Condensed Statements of Consolidated Cash Flows. Included in accounts payable in the Condensed Consolidated Balance Sheets as of July 31, 2024, and April 30, 2024, $366.8 and $384.9 of our outstanding payment obligations, respectively, that were elected and sold to a financial institution by participating suppliers.

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Jul. 31, 2024	Jul. 31, 2023
Pay vs Performance Disclosure
Net income	$ 185.0	$ 183.6

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jul. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Recently Issued Accounting Standards (Policies)	3 Months Ended
Recently Issued Accounting Standards (Policies)	Jul. 31, 2024
Accounting Changes and Error Corrections [Abstract]
Recently Issued Accounting Standards	In March 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted the final rule under SEC Release Nos. 33-11275 and 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors, which will require registrants to provide certain climate-related information in their registration statements and annual reports. The rules will require the disclosure of significant effects of severe weather events and other natural conditions, as well as amounts related to carbon offsets and renewable energy credits or certificates, in the audited financial statements in certain circumstances. Disclosure of the actual and potential material impacts of any identified climate-related risks on the registrant’s strategy, business model, and outlook will also be required, along with the process used to identify, assess, and manage these risks. In addition, the rules require disclosure of material climate-related targets or goals, material Scope 1 and Scope 2 greenhouse gas emissions, and the methodology used to calculate those emissions. In April 2024, the SEC stayed implementation of the final rule pending the outcome of a judicial review; however, we do not anticipate any impact to our financial statements upon adoption and continue to evaluate the impacts on our disclosures. In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 will improve the transparency and decision usefulness of income tax disclosures to better assess how operations and related tax risks affect tax rates and future cash flows on an interim and annual basis. It will be effective for us on May 1, 2025, and can be adopted either on a prospective or retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 will improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on an interim and annual basis. It will be effective for our annual period beginning May 1, 2024, and interim periods beginning May 1, 2025, with the option to early adopt at any time prior to the effective dates and will require adoption on a retrospective basis. We do not anticipate any impact to our financial statements upon adoption and are currently evaluating the impacts of the standard on our disclosures.

Acquisition (Tables)

3 Months Ended

Jul. 31, 2024

Business Combination and Asset Acquisition [Abstract]

Preliminary fair values of the assets acquired and liabilities assumed

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date.


Assets acquired:
Cash and cash equivalents	$	135.0
Trade receivables – net	181.1
Inventories	66.0
Other current assets	6.0
Property, plant, and equipment – net	534.5
Operating lease right-of-use assets	17.2
Goodwill	2,447.1
Other intangible assets – net	3,038.6
Other noncurrent assets	43.2
Total assets acquired	$	6,468.7
Liabilities assumed:
Accounts payable	$	67.3

Other current liabilities	249.3
Deferred income taxes	639.4
Noncurrent operating lease liabilities	14.5
Other noncurrent liabilities	1.4
Total liabilities assumed	971.9
Net assets acquired	$	5,496.8

Finite-lived and indefinite-lived intangible assets acquired

The following table summarizes the purchase price allocated to the identifiable intangible assets acquired.


Intangible assets with finite lives:
Customer and contractual relationships (25-year useful life)	$	1,238.5
Non-competition agreements (varying useful lives)	38.0
Trademarks (5-year useful life)	9.9
Intangible assets with indefinite lives:
Trademarks	$	1,752.2
Total intangible assets	$	3,038.6

Business acquisition pro forma information

If the transaction had occurred on May 1, 2022, unaudited pro forma consolidated results for the three months ended July 31, 2023, would have been as follows:


	Three Months Ended July 31, 2023
Net sales		$	2,159.8
Net income		162.5
Net income per common share – assuming dilution		$	1.52

Special Project Costs (Tables)

3 Months Ended

Jul. 31, 2024

Restructuring and Related Activities [Abstract]

Schedule Of Integration Costs

The following table summarizes our integration costs incurred related to the acquisition of Hostess Brands.


	Three Months Ended July 31, 2024		Total Costs Incurred to Date at July 31, 2024
Transaction costs	$	—	$	99.0
Employee-related costs	2.6		36.0
Other transition and termination costs	9.4		24.4
Total integration costs	$	12.0	$	159.4

Reportable Segments (Tables)

3 Months Ended

Jul. 31, 2024

Segment Reporting [Abstract]

Income by segment

The following table reconciles segment profit to income before income taxes.


	Three Months Ended July 31,
		2024		2023
Net sales:
U.S. Retail Coffee		$	623.4	$	625.1
U.S. Retail Frozen Handheld and Spreads		496.8		464.0
U.S. Retail Pet Foods		399.7		441.0
Sweet Baked Snacks		333.7		—
International and Away From Home		271.5		275.1
Total net sales		$	2,125.1	$	1,805.2
Segment profit:
U.S. Retail Coffee		$	172.6	$	170.1
U.S. Retail Frozen Handheld and Spreads		119.0		105.7
U.S. Retail Pet Foods		115.3		81.3
Sweet Baked Snacks		74.4		—
International and Away From Home		48.6		36.4
Total segment profit		$	529.9	$	393.5
Amortization		(56.0)		(39.8)


Gain (loss) on divestitures – net		—		1.2
Interest expense – net		(100.4)		(32.1)
Change in net cumulative unallocated derivative gains and losses		(30.0)		10.4
Cost of products sold – special project costs (A)		(5.3)		—
Other special project costs (A)		(7.1)		—

Corporate administrative expenses		(82.0)		(61.8)
Other income (expense) – net		(3.1)		(33.0)
Income before income taxes		$	246.0	$	238.4

(A)Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 5: Special Project Costs.

Geographical information

The following table presents certain geographical information.


	Three Months Ended July 31,
		2024		2023
Net sales:
United States		$	2,015.4	$	1,676.4
International:
Canada		$	81.4	$	102.3
All other international		28.3		26.5
Total international		$	109.7	$	128.8
Total net sales		$	2,125.1	$	1,805.2

Product category information

The following table presents product category information.


	Three Months Ended July 31,
		2024		2023		Primary Reportable Segment (A)
Coffee		$	711.9	$	709.1	U.S. Retail Coffee
Sweet baked goods		296.6		—		Sweet Baked Snacks
Pet snacks		226.8		243.4		U.S. Retail Pet Foods
Frozen handheld		222.6		179.4		U.S. Retail Frozen Handheld and Spreads
Peanut butter		218.6		212.0		U.S. Retail Frozen Handheld and Spreads
Cat food		183.1		191.1		U.S. Retail Pet Foods
Fruit spreads		106.5		106.6		U.S. Retail Frozen Handheld and Spreads
Portion control		54.1		48.6		Other (B)
Cookies		37.1		—		Sweet Baked Snacks
Toppings and syrups		28.3		24.8		U.S. Retail Frozen Handheld and Spreads
Baking mixes and ingredients		14.2		14.8		Other (B)
Dog food		6.2		26.8		U.S. Retail Pet Foods
Other		19.1		48.6		Other (B)
Total net sales		$	2,125.1	$	1,805.2

(A)The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.

(B)Represents the combined International and Away From Home operating segments.

Earnings per Share (Tables)

3 Months Ended

Jul. 31, 2024

Earnings Per Share [Abstract]

Computation of basic earnings per common share under two-class method

The following table sets forth the computation of basic and diluted earnings per share under the two-class method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Less: Net income allocated to participating securities		—		0.1
Net income allocated to common stockholders		$	185.0	$	183.5
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Weighted-average common shares outstanding – assuming dilution		106.3		102.5
Net income per common share		$	1.74	$	1.79
Net income per common share – assuming dilution		$	1.74	$	1.79

Computation of diluted earnings per common share under two-class method

The following table sets forth the computation of basic and diluted earnings per share under the two-class method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Less: Net income allocated to participating securities		—		0.1
Net income allocated to common stockholders		$	185.0	$	183.5
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Weighted-average common shares outstanding – assuming dilution		106.3		102.5
Net income per common share		$	1.74	$	1.79
Net income per common share – assuming dilution		$	1.74	$	1.79

Computation of diluted earnings per common share under treasury stock method

The following table sets forth the computation of diluted earnings per share under the treasury stock method.


	Three Months Ended July 31,
		2024		2023
Net income		$	185.0	$	183.6
Weighted-average common shares outstanding – assuming dilution:
Weighted-average common shares outstanding		106.3		102.4
Add: Dilutive effect of stock options		—		0.1
Add: Dilutive effect of restricted shares, restricted stock units, and performance units		0.2		0.3
Weighted-average common shares outstanding – assuming dilution		106.5		102.8
Net income per common share – assuming dilution		$	1.74	$	1.79

Debt and Financing Arrangements (Tables)

3 Months Ended

Jul. 31, 2024

Debt Disclosure [Abstract]

Long-term debt

The following table summarizes the components of our long-term debt.


	July 31, 2024				April 30, 2024
	Principal Outstanding		Carrying Amount (A)		Principal Outstanding		Carrying Amount (A)
3.50% Senior Notes due March 15, 2025	$	1,000.0	$	999.5	$	1,000.0	$	999.3
3.38% Senior Notes due December 15, 2027	500.0		498.5		500.0		498.4
5.90% Senior Notes due November 15, 2028	750.0		744.8		750.0		744.5
2.38% Senior Notes due March 15, 2030	500.0		497.3		500.0		497.2
2.13% Senior Notes due March 15, 2032	500.0		495.3		500.0		495.2
6.20% Senior Notes due November 15, 2033	1,000.0		991.8		1,000.0		991.5
4.25% Senior Notes due March 15, 2035	650.0		645.6		650.0		645.5
2.75% Senior Notes due September 15, 2041	300.0		297.5		300.0		297.4
6.50% Senior Notes due November 15, 2043	750.0		736.6		750.0		736.5
4.38% Senior Notes due March 15, 2045	600.0		588.8		600.0		588.7
3.55% Senior Notes due March 15, 2050	300.0		296.3		300.0		296.2
6.50% Senior Notes due November 15, 2053	1,000.0		982.8		1,000.0		982.6

Total long-term debt	$	7,850.0	$	7,774.8	$	7,850.0	$	7,773.0
Current portion of long-term debt	1,000.0		999.5		1,000.0		999.3
Total long-term debt, less current portion	$	6,850.0	$	6,775.3	$	6,850.0	$	6,773.7

Pensions and Other Postretirement Benefits (Tables)

3 Months Ended

Jul. 31, 2024

Retirement Benefits [Abstract]

Net periodic benefit cost

The following table summarizes our net periodic benefit cost for defined benefit pension and other postretirement benefit plans.


	Three Months Ended July 31,
	Defined Benefit Pension Plans				Other Postretirement Benefits
	2024		2023		2024		2023
Service cost	$	0.1	$	0.2	$	0.2	$	0.2
Interest cost	4.4		4.6		0.7		0.6
Expected return on plan assets	(3.1)		(4.1)		—		—
Amortization of net actuarial loss (gain)	1.1		0.9		(0.5)		(0.4)
Amortization of prior service cost (credit)	0.1		0.1		(0.2)		(0.1)

Settlement loss (gain)	—		3.2		—		—
Net periodic benefit cost	$	2.6	$	4.9	$	0.2	$	0.3

Derivative Financial Instruments (Tables)

3 Months Ended

Jul. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Outstanding derivative contracts

The following table presents the gross notional value of outstanding derivative contracts.


	July 31, 2024		April 30, 2024
Commodity contracts	$	1,664.1	$	787.7
Foreign currency exchange contracts	101.8		98.6

Fair value of derivative instruments

The following tables set forth the gross fair value amounts of derivative instruments recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	24.0	$	42.5	$	—	$	—
Foreign currency exchange contracts	1.5		—		—		—

Total derivative instruments	$	25.5	$	42.5	$	—	$	—


	April 30, 2024
	Other Current Assets		Other Current Liabilities		Other Noncurrent Assets		Other Noncurrent Liabilities



Derivatives not designated as hedging instruments:
Commodity contracts	$	35.8	$	9.3	$	—	$	0.1
Foreign currency exchange contracts	1.9		0.1		—		—
Total derivative instruments	$	37.7	$	9.4	$	—	$	0.1

Net gains and losses recognized in costs of products sold on derivatives not designated as hedging instruments

The following table presents the net gains and losses recognized in cost of products sold in the Condensed Statements of Consolidated Income on derivatives not designated as hedging instruments.


	Three Months Ended July 31,
		2024		2023
Derivative gains (losses) on commodity contracts		$	(30.0)	$	7.8
Derivative gains (losses) on foreign currency exchange contracts		0.2		(2.2)
Total derivative gains (losses) recognized in cost of products sold		$	(29.8)	$	5.6

Net cumulative unallocated derivative gains (losses)

The following table presents the net change in cumulative unallocated derivative gains and losses.


	Three Months Ended July 31,
		2024		2023
Net derivative gains (losses) recognized and classified as unallocated		$	(29.8)	$	5.6
Less: Net derivative gains (losses) reclassified to segment operating profit		0.2		(4.8)
Change in net cumulative unallocated derivative gains and losses		$	(30.0)	$	10.4

Pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges

The following table presents information on the pre-tax gains and losses recognized on all contracts previously designated as cash flow hedges.


	Three Months Ended July 31,
		2024		2023
Gains (losses) recognized in other comprehensive income (loss)		$	—	$	—
Less: Gains (losses) reclassified from accumulated other comprehensive income (loss) to interest expense – net (A)		(3.4)		(3.4)
Change in accumulated other comprehensive income (loss)		$	3.4	$	3.4

Other Financial Instruments and Fair Value Measurements (Tables)

3 Months Ended

Jul. 31, 2024

Fair Value Disclosures [Abstract]

Carrying amount and fair value of financial instruments

The following table provides information on the carrying amounts and fair values of our financial instruments.


	July 31, 2024				April 30, 2024
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Marketable securities and other investments	$	22.1	$	22.1	$	22.1	$	22.1
Derivative financial instruments – net	(17.0)		(17.0)		28.2		28.2

Total long-term debt	(7,774.8)		(7,620.6)		(7,773.0)		(7,652.9)

Financial assets (liabilities) measured at fair value on a recurring basis

The following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements fall for our financial instruments.


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at July 31, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.2	$	—	$	—	$	4.2
Municipal obligations	—		17.2		—		17.2
Money market funds	0.7		—		—		0.7
Derivative financial instruments: (B)
Commodity contracts – net	(18.2)		(0.3)		—		(18.5)
Foreign currency exchange contracts – net	0.3		1.2		—		1.5


Total long-term debt (C)	(7,620.6)		—		—		(7,620.6)
Total financial instruments measured at fair value	$	(7,633.6)	$	18.1	$	—	$	(7,615.5)


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at April 30, 2024
Marketable securities and other investments: (A)
Equity mutual funds	$	4.5	$	—	$	—	$	4.5
Municipal obligations	—		17.2		—		17.2
Money market funds	0.4		—		—		0.4
Derivative financial instruments: (B)
Commodity contracts – net	26.7		(0.3)		—		26.4
Foreign currency exchange contracts – net	0.5		1.3		—		1.8


Total long-term debt (C)	(7,652.9)		—		—		(7,652.9)
Total financial instruments measured at fair value	$	(7,620.8)	$	18.2	$	—	$	(7,602.6)

Leases (Tables)

3 Months Ended

Jul. 31, 2024

Leases [Abstract]

Right-of-use assets and lease liabilities recognized in the Condensed Consolidated Balance Sheets

The following table sets forth the right-of-use assets and lease liabilities recognized in the Condensed Consolidated Balance Sheets.


	July 31, 2024		April 30, 2024
Operating lease right-of-use assets	$	164.5	$	174.6
Operating lease liabilities:
Current operating lease liabilities	$	39.8	$	40.5
Noncurrent operating lease liabilities	133.8		143.5
Total operating lease liabilities	$	173.6	$	184.0

Finance lease right-of-use assets:
Machinery and equipment	$	23.6	$	18.7
Accumulated depreciation	(11.2)		(8.0)
Total property, plant, and equipment	$	12.4	$	10.7
Finance lease liabilities:
Other current liabilities	$	3.2	$	2.8
Other noncurrent liabilities	9.6		8.3
Total finance lease liabilities	$	12.8	$	11.1

Components of lease expense

The following table summarizes the components of lease expense.


	Three Months Ended July 31,
		2024		2023
Operating lease cost		$	12.5	$	12.7
Finance lease cost:
Amortization of right-of-use assets		0.8		0.3
Interest on lease liabilities		0.2		0.1
Variable lease cost		6.5		6.1
Short-term lease cost		11.2		9.4
Total lease cost (A)		$	31.2	$	28.6

(A)Total lease cost does not include sublease income which is immaterial for all years presented.

Cash flow and noncash information related to leases

The following table sets forth cash flow and noncash information related to leases.


	Three Months Ended July 31,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	12.3	$	12.3
Operating cash flows from finance leases	0.1		—
Financing cash flows from finance leases	1.1		0.5
Right-of-use assets obtained in exchange for new lease liabilities:
Operating leases	1.1		75.1
Finance leases	2.5		—

Maturity of operating lease liabilities by fiscal year

The following table summarizes the maturity of our lease liabilities by fiscal year.


	July 31, 2024
	Operating Leases		Finance Leases
2025 (remainder of the year)	$	35.4	$	2.8
2026	36.1		3.4
2027	32.1		3.1
2028	32.0		2.8
2029	32.0		1.5
2030 and beyond	63.3		0.6
Total undiscounted minimum lease payments	$	230.9	$	14.2
Less: Imputed interest	57.3		1.4
Lease liabilities	$	173.6	$	12.8

Maturity of finance lease liabilities by fiscal year

The following table summarizes the maturity of our lease liabilities by fiscal year.


	July 31, 2024
	Operating Leases		Finance Leases
2025 (remainder of the year)	$	35.4	$	2.8
2026	36.1		3.4
2027	32.1		3.1
2028	32.0		2.8
2029	32.0		1.5
2030 and beyond	63.3		0.6
Total undiscounted minimum lease payments	$	230.9	$	14.2
Less: Imputed interest	57.3		1.4
Lease liabilities	$	173.6	$	12.8

Weighted average remaining lease term and discount rate

The following table sets forth the weighted average remaining lease term and discount rate.


	July 31, 2024		April 30, 2024
Weighted average remaining lease term (in years):
Operating leases	6.1		6.2
Finance leases	4.2		4.3

Weighted average discount rate:
Operating leases	4.3	%	4.3	%
Finance leases	4.9	%	4.8	%

Accumulated Other Comprehensive Income (Loss) (Tables)

3 Months Ended

Jul. 31, 2024

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Components of accumulated other comprehensive income (loss)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2024	$	(39.2)	$	(143.1)	$	(53.4)	$	1.1	$	(234.6)
Reclassification adjustments	—		3.4		0.5		—		3.9
Current period credit (charge)	(0.6)		—		—		—		(0.6)
Income tax benefit (expense)	—		(0.8)		(0.1)		—		(0.9)
Balance at July 31, 2024	$	(39.8)	$	(140.5)	$	(53.0)	$	1.1	$	(232.2)


	Foreign Currency Translation Adjustment		Net Gains (Losses) on Cash Flow Hedging Derivatives (A)		Pension and Other Postretirement Liabilities (B)		Unrealized Gain (Loss) on Available- for-Sale Securities		Accumulated Other Comprehensive Income (Loss)
Balance at May 1, 2023	$	(34.3)	$	(153.6)	$	(52.7)	$	1.4	$	(239.2)
Reclassification adjustments	—		3.4		3.7		—		7.1
Current period credit (charge)	7.4		—		(3.2)		(0.3)		3.9
Income tax benefit (expense)	—		(0.8)		(0.1)		0.1		(0.8)
Balance at July 31, 2023	$	(26.9)	$	(151.0)	$	(52.3)	$	1.2	$	(229.0)

Common Shares (Tables)

3 Months Ended

Jul. 31, 2024

Stockholders' Equity Note [Abstract]

Common shares information

The following table sets forth common share information.


	July 31, 2024	April 30, 2024
Common shares authorized	300.0	300.0
Common shares outstanding	106.4	106.2
Treasury shares	44.1	44.3

Acquisition (Details) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024	Nov. 07, 2023
Acquisition [Line Items]
Goodwill, ending balance	$ 7,649.5	$ 7,649.9
Hostess Brands
Acquisition [Line Items]
Cash and cash equivalents			$ 135.0
Trade receivables – net			181.1
Inventories			66.0
Other current assets			6.0
Property, plant, and equipment – net			534.5
Operating lease right-of-use assets			17.2
Goodwill, ending balance			2,447.1
Other intangible assets - net			3,038.6
Other noncurrent assets			43.2
Total assets acquired			6,468.7
Accounts payable			67.3
Other current liabilities			249.3
Deferred income taxes			639.4
Noncurrent operating lease liabilities			14.5
Other noncurrent liabilities			1.4
Total liabilities assumed			971.9
Net assets acquired			$ 5,496.8

Acquisition (Details 1) - Hostess Brands $ in Millions	Nov. 07, 2023 USD ($)
Acquisition [Line Items]
Total intangible assets	$ 3,038.6
Trademarks
Acquisition [Line Items]
Intangible assets with indefinite lives	1,752.2
Customer and contractual relationships
Acquisition [Line Items]
Finite-lived intangible assets	$ 1,238.5
Finite-lived intangible assets useful life	25 years
Noncompete Agreements
Acquisition [Line Items]
Finite-lived intangible assets	$ 38.0
Trademarks
Acquisition [Line Items]
Finite-lived intangible assets	$ 9.9
Finite-lived intangible assets useful life	5 years

Acquisition (Details 2) - Pro Forma $ / shares in Units, $ in Millions	3 Months Ended
	Jul. 31, 2023 USD ($) $ / shares
Acquisition, Pro Forma [Line Items]
Net sales	$ 2,159.8
Net income	$ 162.5
Net income per common share - assuming dilution \| $ / shares	$ 1.52

Acquisition (Details Textual) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended		6 Months Ended
	Nov. 07, 2023	Jul. 31, 2024	Jul. 31, 2023	Oct. 31, 2023	Apr. 30, 2024	Sep. 08, 2023
Acquisition [Line Items]
Debt instrument face amount		$ 7,850.0			$ 7,850.0
Short-term borrowings		697.0			591.0
Net sales		2,125.1	$ 1,805.2
Operating income		349.5	303.5
Goodwill		7,649.5			7,649.9
Sweet Baked Snacks
Acquisition [Line Items]
Net sales		333.7	$ 0.0
Operating income		50.8
Commercial Paper [Member]
Acquisition [Line Items]
Short-term borrowings		697.0			$ 591.0
Hostess Brands
Acquisition [Line Items]
Business Combination, Consideration Transferred	$ 5,400.0
Business Acquisition, Share Price	$ 34.25
Business Acquisition, Equity Interest Issued or Issuable, Price Per Share Paid						$ 30.00
Business Acquisition, Equity Interest Issued or Issuable, Fraction of Common Shares Issued						0.03002
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	4,000,000.0
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned	$ 450.2
Business acquired, net of cash acquired	3,900.0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-Term Debt	991.0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other Debt-Like Item	67.8
Goodwill	2,447.1
Goodwill deductible for tax purposes	196.6	$ 181.3
Finite Lived Intangible Assets Expected Annual Amortization Expense	71.6
Hostess Brands \| Sweet Baked Snacks
Acquisition [Line Items]
Goodwill	2,400.0
Hostess Brands \| Commercial Paper [Member]
Acquisition [Line Items]
Short-term borrowings	700.0
Hostess Brands \| Senior Notes [Member]
Acquisition [Line Items]
Proceeds from Issuance of Debt				$ 5,000.0
Debt instrument face amount				$ 3,500.0
Hostess Brands \| Term Loan Credit Agreement
Acquisition [Line Items]
Debt Instrument, Unused Borrowing Capacity, Amount	$ 800.0

Divestitures (Details Textual) shares in Millions, $ in Millions			3 Months Ended			12 Months Ended	24 Months Ended
	Nov. 15, 2023 USD ($)	Apr. 28, 2023 USD ($) numberOfEmployees shares	Jul. 31, 2024 USD ($)	Jan. 31, 2024 USD ($)	Jul. 31, 2023 USD ($)	Apr. 30, 2024 USD ($)	Apr. 30, 2024 USD ($)	Nov. 01, 2023 numberOfEmployees
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on divestitures – net			$ 0.0		$ 1.2
Canada Condiment Business [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from divestitures – net						$ 25.3
Gain (loss) on divestitures – net				$ (5.7)
Canada Condiment Business [Member] \| International and Away From Home
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Annual net sales						43.8
Sahale Snacks Business [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from divestitures – net						31.6
Gain (loss) on divestitures – net				$ (6.7)
Disposal Group, Not Discontinued Operation, Number of Employees \| numberOfEmployees								100
Sahale Snacks Business [Member] \| U.S. Retail Frozen Handheld and Spreads
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Annual net sales						$ 24.1
Pet Food Brands [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from divestitures – net							$ 683.9
Gain (loss) on divestitures – net							(1,000.0)
Disposal Group, Not Discontinued Operation, Number of Employees \| numberOfEmployees		1,100
Total proceeds from divestitures - cash and equity							$ 1,200.0
Pet Food Brands [Member] \| Post Holdings Inc.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from divestitures - equity \| shares		5.4
Investment in equity securities		$ 491.6
Proceeds from investment in equity securities	$ 466.3

Special Project Costs (Details) - Hostess Brands $ in Millions	3 Months Ended
	Jul. 31, 2024 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	$ 12.0
Restructuring and related cost, cost incurred to date	159.4
Transaction Costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	0.0
Restructuring and related cost, cost incurred to date	99.0
Employee-related costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	2.6
Restructuring and related cost, cost incurred to date	36.0
Other transition and termination costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	9.4
Restructuring and related cost, cost incurred to date	$ 24.4

Special Project Costs (Details Textual) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Apr. 30, 2024
Hostess Brands
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost	$ 210.0
Restructuring and related cost, incurred cost	12.0
Restructuring and related cost, cost incurred to date	159.4
Restructuring and related cost, noncash charge incurred to date	8.8
Restructuring and related cost, incurred noncash charge	5.6
Hostess Brands \| Employee-related costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	2.6
Restructuring and related cost, cost incurred to date	36.0
Restructuring reserve	23.4	$ 28.0
Hostess Brands \| Other transition and termination costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	9.4
Restructuring and related cost, cost incurred to date	24.4
Sahale Snacks and Canada Condiment Divestitures
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost	6.0
Restructuring and related cost, cost incurred to date	5.8
Sahale Snacks and Canada Condiment Divestitures \| Employee-related costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, incurred cost	0.3
Restructuring and related cost, cost incurred to date	4.2
Restructuring reserve	0.8	$ 2.5
Sahale Snacks and Canada Condiment Divestitures \| Other transition and termination costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, cost incurred to date	1.6
Pet Food Brands [Member] \| Other transition and termination costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost	12.0
Restructuring and related cost, incurred cost	$ 0.1

Reportable Segments (Details) - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

Segment Reporting Information [Line Items]

Net sales

$ 2,125.1

$ 1,805.2

Segment profit

529.9

393.5

Amortization

(56.0)

(39.8)

Gain (loss) on divestitures – net

0.0

1.2

Interest expense – net

(100.4)

(32.1)

Change in net cumulative unallocated derivative gains and losses

(30.0)

10.4

Costs of products sold – special project costs

^[1]

(5.3)

0.0

Other special project costs

^[1],[2]

(7.1)

0.0

Corporate administrative expenses

(82.0)

(61.8)

Other income (expense) – net

(3.1)

(33.0)

Income Before Income Taxes

246.0

238.4

U.S. Retail Coffee

Segment Reporting Information [Line Items]

Net sales

623.4

625.1

Segment profit

172.6

170.1

U.S. Retail Frozen Handheld and Spreads

Segment Reporting Information [Line Items]

Net sales

496.8

464.0

Segment profit

119.0

105.7

U.S. Retail Pet Foods

Segment Reporting Information [Line Items]

Net sales

399.7

441.0

Segment profit

115.3

81.3

Sweet Baked Snacks

Segment Reporting Information [Line Items]

Net sales

333.7

0.0

Segment profit

74.4

0.0

International and Away From Home

Segment Reporting Information [Line Items]

Net sales

271.5

275.1

Segment profit

$ 48.6

$ 36.4

[1]	Includes special project costs related to certain divestiture, acquisition, integration, and restructuring activities. For more information, see Note 5: Special Project Costs.
[2]	Includes certain divestiture, acquisition, integration, and restructuring costs (“special project costs”). For more information, see Note 5: Special Project Costs and Note 6: Reportable Segments.

Reportable Segments (Details 1) - USD ($) $ in Millions	3 Months Ended
Reportable Segments (Details 1) - USD ($) $ in Millions	Jul. 31, 2024	Jul. 31, 2023
Geographical information [Line Items]
Net sales	$ 2,125.1	$ 1,805.2
United States
Geographical information [Line Items]
Net sales	2,015.4	1,676.4
Total international
Geographical information [Line Items]
Net sales	109.7	128.8
Canada
Geographical information [Line Items]
Net sales	81.4	102.3
All other international
Geographical information [Line Items]
Net sales	$ 28.3	$ 26.5

Reportable Segments (Details 2) - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

Product category information [Line Items]

Net sales

$ 2,125.1

$ 1,805.2

Percent of product sales attributable to primary reportable segment

75.00%

U.S. Retail Coffee

Product category information [Line Items]

Net sales

$ 623.4

$ 625.1

U.S. Retail Coffee | Coffee

Product category information [Line Items]

Net sales

^[1]

711.9

709.1

U.S. Retail Frozen Handheld and Spreads

Product category information [Line Items]

Net sales

496.8

464.0

U.S. Retail Frozen Handheld and Spreads | Frozen handheld

Product category information [Line Items]

Net sales

^[1]

222.6

179.4

U.S. Retail Frozen Handheld and Spreads | Peanut butter

Product category information [Line Items]

Net sales

^[1]

218.6

212.0

U.S. Retail Frozen Handheld and Spreads | Fruit spreads

Product category information [Line Items]

Net sales

^[1]

106.5

106.6

U.S. Retail Frozen Handheld and Spreads | Toppings and syrups

Product category information [Line Items]

Net sales

^[1]

28.3

24.8

U.S. Retail Pet Foods

Product category information [Line Items]

Net sales

399.7

441.0

U.S. Retail Pet Foods | Pet snacks

Product category information [Line Items]

Net sales

^[1]

226.8

243.4

U.S. Retail Pet Foods | Cat food

Product category information [Line Items]

Net sales

^[1]

183.1

191.1

U.S. Retail Pet Foods | Dog food

Product category information [Line Items]

Net sales

^[1]

6.2

26.8

Sweet Baked Snacks

Product category information [Line Items]

Net sales

333.7

0.0

Sweet Baked Snacks | Sweet Baked Goods

Product category information [Line Items]

Net sales

^[1]

296.6

0.0

Sweet Baked Snacks | Cookies

Product category information [Line Items]

Net sales

^[1]

37.1

0.0

Other

Product category information [Line Items]

Net sales

271.5

275.1

Other | Portion control

Product category information [Line Items]

Net sales

^[1],[2]

54.1

48.6

Other | Baking mixes and ingredients

Product category information [Line Items]

Net sales

^[1],[2]

14.2

14.8

Other | Other

Product category information [Line Items]

Net sales

^[1],[2]

$ 19.1

$ 48.6

[1]	The primary reportable segment generally represents at least 75 percent of total net sales for each respective product category.
[2]	Represents the combined International and Away From Home operating segments.

Reportable Segments (Details Textual)	3 Months Ended
Reportable Segments (Details Textual)	Jul. 31, 2024 Industry Segment
Segment Reporting [Abstract]
Number of industries in which Company operates \| Industry	1
Number of reportable segments \| Segment	4

Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Schedule of Earnings Per Share, Two Class Method [Line Items]
Net income	$ 185.0	$ 183.6
Net income per common share (in dollars per share)	$ 1.74	$ 1.79
Net income per common share – assuming dilution	$ 1.74	$ 1.79
Two-class method
Schedule of Earnings Per Share, Two Class Method [Line Items]
Net income	$ 185.0	$ 183.6
Less: Net income allocated to participating securities	0.0	0.1
Net income allocated to common stockholders	$ 185.0	$ 183.5
Weighted-average common shares outstanding	106.3	102.4
Add: Dilutive effect of stock options (in shares)	0.0	0.1
Weighted-average common shares outstanding – assuming dilution (in shares)	106.3	102.5
Net income per common share (in dollars per share)	$ 1.74	$ 1.79
Net income per common share – assuming dilution	$ 1.74	$ 1.79

Earnings Per Share (Details 1) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Net income	$ 185.0	$ 183.6
Net income per common share – assuming dilution	$ 1.74	$ 1.79
Treasury Stock Method [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Net income	$ 185.0	$ 183.6
Weighted-average common shares outstanding	106.3	102.4
Weighted-average common shares outstanding – assuming dilution (in shares)	106.5	102.8
Net income per common share – assuming dilution	$ 1.74	$ 1.79
Employee stock options \| Treasury Stock Method [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dilutive effect (in shares)	0.0	0.1
Restricted shares, restricted stock units, and performance units \| Treasury Stock Method [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dilutive effect (in shares)	0.2	0.3

Debt and Financing Arrangements (Details) - USD ($)
$ in Millions

Jul. 31, 2024

Apr. 30, 2024

Long-term debt

Debt instrument face amount

$ 7,850.0

Total long-term debt

^[1]

7,774.8

7,773.0

Current portion of long-term debt

^[1]

999.5

999.3

Long-term debt, less current portion

^[1]

$ 6,775.3

$ 6,773.7

3.50% Senior Notes due March 15, 2025

Long-term debt

Interest rate on notes

3.50%

Debt instrument face amount

$ 1,000.0

Senior Notes

^[1]

$ 999.5

$ 999.3

3.38% Senior Notes due December 15, 2027

Long-term debt

Interest rate on notes

3.38%

Debt instrument face amount

$ 500.0

Senior Notes

^[1]

$ 498.5

$ 498.4

5.90% Senior Notes due November 15, 2028

Long-term debt

Interest rate on notes

5.90%

Debt instrument face amount

$ 750.0

Senior Notes

^[1]

$ 744.8

$ 744.5

2.38 % Senior Notes due March 15, 2030

Long-term debt

Interest rate on notes

2.38%

Debt instrument face amount

$ 500.0

Senior Notes

^[1]

$ 497.3

$ 497.2

2.13% Senior Notes due March 15, 2032

Long-term debt

Interest rate on notes

2.13%

Debt instrument face amount

$ 500.0

Senior Notes

^[1]

$ 495.3

$ 495.2

6.20% Senior Notes due November 15, 2033

Long-term debt

Interest rate on notes

6.20%

Debt instrument face amount

$ 1,000.0

Senior Notes

^[1]

$ 991.8

$ 991.5

4.25% Senior Notes due March 15, 2035

Long-term debt

Interest rate on notes

4.25%

Debt instrument face amount

$ 650.0

Senior Notes

^[1]

$ 645.6

$ 645.5

2.75% Senior Notes due September 15, 2041

Long-term debt

Interest rate on notes

2.75%

Debt instrument face amount

$ 300.0

Senior Notes

^[1]

$ 297.5

$ 297.4

6.50% Senior Notes due November 15, 2043

Long-term debt

Interest rate on notes

6.50%

Debt instrument face amount

$ 750.0

Senior Notes

^[1]

$ 736.6

$ 736.5

4.38% Senior Notes due March 15, 2045

Long-term debt

Interest rate on notes

4.38%

Debt instrument face amount

$ 600.0

Senior Notes

^[1]

$ 588.8

$ 588.7

3.55% Senior Notes due March 15, 2050

Long-term debt

Interest rate on notes

3.55%

Debt instrument face amount

$ 300.0

Senior Notes

^[1]

$ 296.3

$ 296.2

6.50% Senior Notes due November 15, 2053

Long-term debt

Interest rate on notes

6.50%

Debt instrument face amount

$ 1,000.0

Senior Notes

^[1]

982.8

982.6

Current Portion Of Long Term Debt

Long-term debt

Debt instrument face amount

1,000.0

Total Long Term Debt Less Current Portion

Long-term debt

Debt instrument face amount

$ 6,850.0

[1]	Represents the carrying amount included in the Condensed Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.

Debt and Financing Arrangements (Details Textual) $ in Millions	3 Months Ended		12 Months Ended
	Jul. 31, 2024 USD ($) Bank	Jul. 31, 2023 USD ($)	Apr. 30, 2024 USD ($)	Nov. 07, 2023 USD ($)	Oct. 31, 2023 USD ($)
Debt and Financing Arrangements (Textual) [Abstract]
Debt instrument face amount	$ 7,850.0		$ 7,850.0
Short-term borrowings	697.0		591.0
Interest paid	140.9	$ 8.4
Commercial Paper [Member]
Debt and Financing Arrangements (Textual) [Abstract]
Commercial paper, borrowing capacity	2,000.0
Short-term borrowings	$ 697.0		$ 591.0
Short-term Debt, Weighted Average Interest Rate, at Point in Time	5.48%		5.48%
Commercial Paper [Member] \| Hostess Brands
Debt and Financing Arrangements (Textual) [Abstract]
Short-term borrowings				$ 700.0
Senior Notes
Debt and Financing Arrangements (Textual) [Abstract]
Capitalized debt issuance costs			$ 31.8
Debt Instrument, Unamortized Discount			15.0
Senior Notes \| Hostess Brands
Debt and Financing Arrangements (Textual) [Abstract]
Debt instrument face amount					$ 3,500.0
Revolving Credit Facility
Debt and Financing Arrangements (Textual) [Abstract]
Revolving credit facility maximum borrowing capacity	$ 2,000.0
Number of banks \| Bank	11
Outstanding balance under revolving credit facility	$ 0.0		0.0
Term Loan Credit Agreement \| Hostess Brands
Debt and Financing Arrangements (Textual) [Abstract]
Debt Instrument, Unused Borrowing Capacity, Amount				$ 800.0
Repayments of long-term debt			$ 800.0

Pensions and Other Postretirement Benefits (Details) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Components of net periodic benefit cost
Settlement loss (gain)	$ 0.0	$ 3.2
Defined Benefit Pension Plans
Components of net periodic benefit cost
Service cost	0.1	0.2
Interest cost	4.4	4.6
Expected return on plan assets	(3.1)	(4.1)
Amortization of net actuarial loss (gain)	1.1	0.9
Amortization of prior service cost (credit)	0.1	0.1
Settlement loss (gain)	0.0	3.2
Net periodic benefit cost	2.6	4.9
Other Postretirement Benefits
Components of net periodic benefit cost
Service cost	0.2	0.2
Interest cost	0.7	0.6
Expected return on plan assets	0.0	0.0
Amortization of net actuarial loss (gain)	(0.5)	(0.4)
Amortization of prior service cost (credit)	(0.2)	(0.1)
Settlement loss (gain)	0.0	0.0
Net periodic benefit cost	$ 0.2	$ 0.3

Pensions and Other Postretirement Benefits (Details Textual) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Defined Benefit Plan Disclosure [Line Items]
Settlement loss (gain)	$ 0.0	$ 3.2
Defined Benefit Plan, Plan Assets, Benefits Paid	0.7	0.7
Defined Benefit Pension Plans
Defined Benefit Plan Disclosure [Line Items]
Settlement loss (gain)	$ 0.0	$ 3.2

Derivative Financial Instruments (Details) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024
Commodity contracts
Outstanding derivative contracts
Derivative notional amount	1,664.1	787.7
Foreign currency exchange contracts
Outstanding derivative contracts
Derivative notional amount	101.8	98.6

Derivative Financial Instruments (Details 1) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024
Other Current Assets [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	$ 25.5	$ 37.7
Other Current Liabilities [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	42.5	9.4
Other Noncurrent Assets [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	0.0	0.0
Other Noncurrent Liabilities [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	0.0	0.1
Commodity contracts \| Other Current Assets [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	24.0	35.8
Commodity contracts \| Other Current Liabilities [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	42.5	9.3
Commodity contracts \| Other Noncurrent Assets [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	0.0	0.0
Commodity contracts \| Other Noncurrent Liabilities [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	0.0	0.1
Foreign currency exchange contracts \| Other Current Assets [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	1.5	1.9
Foreign currency exchange contracts \| Other Current Liabilities [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	0.0	0.1
Foreign currency exchange contracts \| Other Noncurrent Assets [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Assets	0.0	0.0
Foreign currency exchange contracts \| Other Noncurrent Liabilities [Member] \| Not designated as hedging instruments [Member]
Fair value of derivative instruments [Line Items]
Derivatives Instruments, Liabilities	$ 0.0	$ 0.0

Derivative Financial Instruments (Details 2) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Gains and losses recognized in cost of products sold on derivatives not designated as qualified hedging instruments
Total derivative gains (losses) recognized in costs of products sold	$ (29.8)	$ 5.6
Commodity contracts
Gains and losses recognized in cost of products sold on derivatives not designated as qualified hedging instruments
Total derivative gains (losses) recognized in costs of products sold	(30.0)	7.8
Foreign currency exchange contracts
Gains and losses recognized in cost of products sold on derivatives not designated as qualified hedging instruments
Total derivative gains (losses) recognized in costs of products sold	$ 0.2	$ (2.2)

Derivative Financial Instruments (Details 3) - USD ($) $ in Millions	3 Months Ended
	Jul. 31, 2024	Jul. 31, 2023
Price Risk Derivatives [Abstract]
Net derivative gains (losses) recognized and classified as unallocated	$ (29.8)	$ 5.6
Less: Net derivatives gains (losses) reclassified to segment operating profit	0.2	(4.8)
Change in net cumulative unallocated derivative gains and losses	$ (30.0)	$ 10.4

Derivative Financial Instruments (Details 4) - Cash Flow Hedging [Member] - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

Derivative Instruments, Gain (Loss) [Line Items]

Gains (losses) recognized in other comprehensive income (loss)

$ 0.0

Change in accumulated other comprehensive income (loss)

3.4

Interest Expense [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Gains (losses) reclassified from accumulated other comprehensive income (loss)

^[1]

$ (3.4)

[1]	Interest expense – net, as presented in the Condensed Statements of Consolidated Income was $100.4 and $32.1 for the three months ended July 31, 2024 and 2023, respectively. The reclassification includes terminated contracts which were designated as cash flow hedges.

Derivative Financial Instruments (Details Textual) - USD ($) shares in Millions, $ in Millions			3 Months Ended		12 Months Ended
	Nov. 15, 2023	Apr. 28, 2023	Jul. 31, 2024	Jul. 31, 2023	Apr. 30, 2024	Apr. 30, 2020
Derivative Financial Instruments (Textual) [Abstract]
Collateral pledged			$ 46.7
Collateral received					$ 1.9
Cumulative net mark-to-market valuation of certain derivative positions recognized in unallocated derivative gains (losses)			(7.4)		22.6
Interest expense – net			$ (100.4)	$ (32.1)
Post Holdings Inc. \| Pet Food Brands [Member]
Derivative Financial Instruments (Textual) [Abstract]
Proceeds from divestitures - equity		5.4
Proceeds from investment in equity securities	$ 466.3
Derivative, Gain (Loss) on Derivative, Net				$ 0.6	5.4
Commodity contracts
Derivative Financial Instruments (Textual) [Abstract]
Derivative instrument maturity			1 year
Foreign currency exchange contracts
Derivative Financial Instruments (Textual) [Abstract]
Derivative instrument maturity			1 year
Interest rate contracts
Derivative Financial Instruments (Textual) [Abstract]
Deferred pre-tax net gain (loss) included in accumulated other comprehensive loss						$ (239.8)
Deferred Gain (Loss) on Cash Flow Hedges Included in Accumulated Other Comprehensive Income or Loss			$ (183.7)		(187.1)
Tax impact related to deferred losses and gains on cash flow hedges included in accumulated other comprehensive loss			43.2		$ 44.0
Effective portion of the hedge loss reclassified to interest expense over the next twelve months			$ (13.7)

Other Financial Instruments and Fair Value Measurements (Details) - USD ($)
$ in Millions

Jul. 31, 2024

Apr. 30, 2024

Carrying amount and fair value of financial instruments

Total long-term debt

^[1]

$ (7,774.8)

$ (7,773.0)

Carrying Amount [Member]

Carrying amount and fair value of financial instruments

Marketable securities and other investments

22.1

Derivative financial instruments – net

(17.0)

28.2

Total long-term debt

(7,774.8)

(7,773.0)

Fair Value [Member]

Carrying amount and fair value of financial instruments

Marketable securities and other investments

22.1

Derivative financial instruments – net

(17.0)

28.2

Total long-term debt

$ (7,620.6)

$ (7,652.9)

[1]	Represents the carrying amount included in the Condensed Consolidated Balance Sheets, which includes the impact of capitalized debt issuance costs, offering discounts, and terminated interest rate contracts.

Other Financial Instruments and Fair Value Measurements (Details 1) - Fair value measurements recurring [Member] - USD ($)
$ in Millions

Jul. 31, 2024

Apr. 30, 2024

Financial assets (liabilities) measured at fair value on a recurring basis

Total long-term debt

^[1]

$ (7,620.6)

$ (7,652.9)

Total financial instruments measured at fair value

(7,615.5)

(7,602.6)

Equity mutual funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

4.2

4.5

Municipal obligations

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

17.2

Money market funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.7

0.4

Commodity contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

(18.5)

26.4

Foreign currency exchange contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

1.5

1.8

Fair Value, Inputs, Level 1 [Member]

Financial assets (liabilities) measured at fair value on a recurring basis

Total long-term debt

^[1]

(7,620.6)

(7,652.9)

Total financial instruments measured at fair value

(7,633.6)

(7,620.8)

Fair Value, Inputs, Level 1 [Member] | Equity mutual funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

4.2

4.5

Fair Value, Inputs, Level 1 [Member] | Municipal obligations

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 1 [Member] | Money market funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.7

0.4

Fair Value, Inputs, Level 1 [Member] | Commodity contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

(18.2)

26.7

Fair Value, Inputs, Level 1 [Member] | Foreign currency exchange contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

0.3

0.5

Fair Value, Inputs, Level 2 [Member]

Financial assets (liabilities) measured at fair value on a recurring basis

Total long-term debt

^[1]

0.0

Total financial instruments measured at fair value

18.1

18.2

Fair Value, Inputs, Level 2 [Member] | Equity mutual funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 2 [Member] | Municipal obligations

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

17.2

Fair Value, Inputs, Level 2 [Member] | Money market funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 2 [Member] | Commodity contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

(0.3)

Fair Value, Inputs, Level 2 [Member] | Foreign currency exchange contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

1.2

1.3

Fair Value, Inputs, Level 3 [Member]

Financial assets (liabilities) measured at fair value on a recurring basis

Total long-term debt

^[1]

0.0

Total financial instruments measured at fair value

0.0

Fair Value, Inputs, Level 3 [Member] | Equity mutual funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 3 [Member] | Municipal obligations

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 3 [Member] | Money market funds

Financial assets (liabilities) measured at fair value on a recurring basis

Marketable securities and other investments

^[2]

0.0

Fair Value, Inputs, Level 3 [Member] | Commodity contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

0.0

Fair Value, Inputs, Level 3 [Member] | Foreign currency exchange contracts - net

Financial assets (liabilities) measured at fair value on a recurring basis

Derivative financial instruments

^[3]

$ 0.0

[1]	Long-term debt is composed of public Senior Notes, which are traded in an active secondary market and valued using quoted prices. For additional information, see Note 8: Debt and Financing Arrangements.
[2]	Marketable securities and other investments consist of funds maintained for the payment of benefits associated with nonqualified retirement plans. The funds include equity securities listed in active markets, municipal obligations valued by a third-party using valuation techniques that utilize inputs that are derived principally from or corroborated by observable market data, and money market funds with maturities of three months or less. Based on the short-term nature of these money market funds, carrying value approximates fair value. As of July 31, 2024, our municipal obligations are scheduled to mature as follows: $1.5 in 2025, $0.8 in 2026, $3.9 in 2027, $0.4 in 2028, $3.4 in 2029, and the remaining $7.2 in 2030 and beyond.
[3]	Level 1 commodity and foreign currency exchange derivatives are valued using quoted market prices for identical instruments in active markets. Level 2 commodity and foreign currency exchange derivatives are valued using quoted prices for similar assets or liabilities in active markets. For additional information, see Note 10: Derivative Financial Instruments.

Other Financial Instruments and Fair Value Measurements (Details Textual) $ in Millions	Jul. 31, 2024 USD ($)
Other Financial Instruments and Fair Value Measurements (Textual) [Abstract]
Company's Municipal bond mature in 2025	$ 1.5
Company's Municipal bond mature in 2026	0.8
Company's Municipal bond mature in 2027	3.9
Company's Municipal bond mature in 2028	0.4
Company's Municipal bond mature in 2029	3.4
Company's Municipal bond mature in 2030 and beyond	$ 7.2

Leases (Details) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024
Leases [Abstract]
Operating lease right-of-use assets	$ 164.5	$ 174.6
Current operating lease liabilities	$ 39.8	$ 40.5
Operating lease current liabilities balance sheet location	Other Liabilities, Current	Other Liabilities, Current
Noncurrent operating lease liabilities	$ 133.8	$ 143.5
Total operating lease liabilities	173.6	184.0
Machinery and equipment	23.6	18.7
Accumulated depreciation	(11.2)	(8.0)
Total property, plant, and equipment	$ 12.4	$ 10.7
Finance lease right-of-use assets balance sheet location	Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Machinery and Equipment, Gross, Property, Plant and Equipment, Net	Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Machinery and Equipment, Gross, Property, Plant and Equipment, Net
Other current liabilities	$ 3.2	$ 2.8
Finance lease current liabilities balance sheet location	Other Liabilities, Current	Other Liabilities, Current
Other noncurrent liabilities	$ 9.6	$ 8.3
Finance lease noncurrent liabilities balance sheet location	Other Liabilities, Noncurrent	Other Liabilities, Noncurrent
Total finance lease liabilities	$ 12.8	$ 11.1
Total finance lease liabilities balance sheet location	Liabilities	Liabilities

Leases (Details 1) - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

Leases [Abstract]

Operating lease cost

$ 12.5

$ 12.7

Finance lease cost:

Amortization of right-of-use assets

0.8

0.3

Interest on lease liabilities

0.2

0.1

Variable lease cost

6.5

6.1

Short-term lease cost

11.2

9.4

Total lease cost

^[1]

$ 31.2

$ 28.6

[1]	Total lease cost does not include sublease income which is immaterial for all years presented.

Leases (Details 2) - USD ($) $ in Millions	3 Months Ended
Leases (Details 2) - USD ($) $ in Millions	Jul. 31, 2024	Jul. 31, 2023
Leases [Abstract]
Operating cash flows from operating leases	$ 12.3	$ 12.3
Operating cash flows from finance leases	0.1	0.0
Financing cash flows from finance leases	1.1	0.5
Right-of-use asset obtained in exchange for operating lease liabilities	1.1	75.1
Right-of-use asset obtained in exchange for finance lease liabilities	$ 2.5	$ 0.0

Leases (Details 3) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024
Operating Lease Liabilities, Payments Due [Abstract]
2025 (remainder of the year)	$ 35.4
2026	36.1
2027	32.1
2028	32.0
2029	32.0
2030 and beyond	63.3
Total undiscounted minimum lease payments	230.9
Less: Imputed interest	57.3
Total operating lease liabilities	173.6	$ 184.0
Finance Lease Liabilities, Payments, Due [Abstract]
2025 (remainder of the year)	2.8
2026	3.4
2027	3.1
2028	2.8
2029	1.5
2030 and beyond	0.6
Total undiscounted minimum lease payments	14.2
Less: Imputed interest	1.4
Total finance lease liabilities	$ 12.8	$ 11.1

Leases (Details 4)	Jul. 31, 2024	Apr. 30, 2024
Leases [Abstract]
Operating leases, Weighted average remaining lease term	6 years 1 month 6 days	6 years 2 months 12 days
Finance leases, Weighted average remaining lease term	4 years 2 months 12 days	4 years 3 months 18 days
Operating leases, Weighted average discount rate	4.30%	4.30%
Finance leases, Weighted average discount rate	4.90%	4.80%

Income Taxes (Details Textual) - USD ($) $ in Millions	3 Months Ended
Income Taxes (Details Textual) - USD ($) $ in Millions	Jul. 31, 2024	Jul. 31, 2023
Income Tax Disclosure [Abstract]
Effective Income Tax Rate Reconciliation, Percent	24.80%	23.00%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%	21.00%
Income Taxes (Textual) [Abstract]
Time Period Over Which it is Reasonably Possible That Company Could Increase or Decrease its Unrecognized Tax Benefits	12 months
Amount unrecognized tax benefit could decrease in the next 12 months	$ 1.6

Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Millions

3 Months Ended

Jul. 31, 2024

Jul. 31, 2023

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

$ (234.6)

Accumulated Other Comprehensive Income (Loss), Ending Balance

(232.2)

Foreign Currency Translation Adjustment [Member]

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

(39.2)

$ (34.3)

Reclassification adjustments

0.0

Current period credit (charge)

(0.6)

7.4

Income tax benefit (expense)

0.0

Accumulated Other Comprehensive Income (Loss), Ending Balance

(39.8)

(26.9)

Net Gains (Losses) on Cash Flow Hedging Derivatives [Member]

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

^[1]

(143.1)

(153.6)

Reclassification adjustments

^[1]

3.4

Current period credit (charge)

^[1]

0.0

Income tax benefit (expense)

^[1]

(0.8)

Accumulated Other Comprehensive Income (Loss), Ending Balance

^[1]

(140.5)

(151.0)

Pension and Other Postretirement Liabilities [Member]

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

^[2]

(53.4)

(52.7)

Reclassification adjustments

^[2]

0.5

3.7

Current period credit (charge)

^[2]

0.0

(3.2)

Income tax benefit (expense)

^[2]

(0.1)

Accumulated Other Comprehensive Income (Loss), Ending Balance

^[2]

(53.0)

(52.3)

Unrealized Gain (Loss) on Available-for-Sale Securities [Member]

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

1.1

1.4

Reclassification adjustments

0.0

Current period credit (charge)

0.0

(0.3)

Income tax benefit (expense)

0.0

0.1

Accumulated Other Comprehensive Income (Loss), Ending Balance

1.1

1.2

AOCI Attributable to Parent [Member]

AOCI Attributable to Parent, Net of Tax [Roll Forward]

Accumulated Other Comprehensive Income (Loss), Beginning Balance

(234.6)

(239.2)

Reclassification adjustments

3.9

7.1

Current period credit (charge)

(0.6)

3.9

Income tax benefit (expense)

(0.9)

(0.8)

Accumulated Other Comprehensive Income (Loss), Ending Balance

$ (232.2)

$ (229.0)

[1]	The reclassification from accumulated other comprehensive income (loss) is primarily composed of deferred gains (losses) related to terminated interest rate contracts which were reclassified to interest expense – net. For additional information, see Note 10: Derivative Financial Instruments.
[2]	The reclassification from accumulated other comprehensive income (loss) to other income (expense) – net is composed of settlement charges and amortization of net losses and prior service costs. For additional information, see Note 9: Pensions and Other Postretirement Benefits.

Contingencies (Details Textual) - Voortman Contingency - CAD ($) $ in Millions		3 Months Ended
	Nov. 03, 2022	Sep. 30, 2022
Gain Contingencies [Line Items]
Proceeds from legal settlements		$ 42.5
Damages sought	$ 109.0
Punitive or aggravated damages, interest, proceedings fees and any other relief sought	$ 5.0

Common Shares (Details) - shares shares in Millions	Jul. 31, 2024	Apr. 30, 2024
Common Shares Information
Common shares authorized	300.0	300.0
Common shares outstanding	106.4	106.2
Treasury shares outstanding	44.1	44.3

Common Shares (Details Textual) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended
	Nov. 07, 2023	Jul. 31, 2024	Jul. 31, 2023	Sep. 08, 2023	Apr. 30, 2023	Mar. 02, 2023
Equity, Class of Treasury Stock [Line Items]
Payments to repurchase shares		$ 2.6	$ 372.0
Board Authorized Repurchased Plan
Equity, Class of Treasury Stock [Line Items]
Shares repurchased		0	2,400,000
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased		1,100,000			3,500,000
Shares authorized to be repurchased under stock repurchase program						2,400,000
Payments to repurchase shares			$ 362.8
Sales and Excise Tax Payable			$ 3.6
Hostess Brands
Acquisition [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	4,000,000.0
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned	$ 450.2
Business Acquisition, Equity Interest Issued or Issuable, Price Per Share Paid				$ 30.00
Business Acquisition, Equity Interest Issued or Issuable, Fraction of Common Shares Issued				0.03002
Business Acquisition, Equity Interest Issued or Issuable, Value of Price Per Share Paid				$ 4.25

Supplier Financing Program (Details Textual) - USD ($) $ in Millions	Jul. 31, 2024	Apr. 30, 2024
Supplier Finance Program [Line Items]
Supplier Finance Program, Obligation	$ 366.8	$ 384.9
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration]	Accounts Payable, Current	Accounts Payable, Current
Minimum
Supplier Finance Program [Line Items]
Supplier Finance Program, Payment Timing, Period	0 days
Maximum
Supplier Finance Program [Line Items]
Supplier Finance Program, Payment Timing, Period	180 days

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SJM JM Smucker Company