CONAGRA BRANDS INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

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the Securities Exchange Act of 1934 (Amendment No. )

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Conagra Brands, Inc.

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MESSAGE FROM OUR PRESIDENT AND CHIEF EXECUTIVE OFFICER

Message from Our President and Chief Executive Officer

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“Despite a challenging environment, we launched a robust slate of innovative new products, saw strong share gains, and delivered solid free cash flow.Our business generated $1.7 billion in net cash flow from operating activities this year, further strengthening our balance sheet. This allowed us to reduce our net debt1 by $364 million and pay dividends of $669 million while maintaining significant levels of investment in our business.”

August 6, 2025Dear Fellow Shareholders, I am delighted to invite you to participate in the Conagra Brands, Inc. 2025 Annual Meeting of Shareholders. The Annual Meeting will include a brief Company overview and business report, a discussion of and voting on matters described in the Notice of 2025 Annual Meeting of Shareholders and Proxy Statement, and a question-and-answer session.Looking back at fiscal year 2025, we managed a challenging macro-environment and encountered several external obstacles. Throughout this period, we remained steadfast in advancing our long-term strategic objectives and building a strong foundation for the future. During the year, we launched a robust slate of innovative new products, saw strong share gains, and delivered solid free cash flow. We also continued to take meaningful steps to reshape our portfolio including the acquisition of FATTY Smoked Meat Sticks and the divestiture of our India joint venture. Most recently, in fiscal 2026, we completed the divestitures of the Chef Boyardee, Van de Kamp’s, and Mrs. Paul brands. Together, these actions deepen our focus on our leading, growth-oriented frozen and healthy snacking businesses which remain key to our strategy. I am proud of the progress we have made, and the resiliency, agility, and adaptability our team has displayed throughout the year.Our business generated $1.7 billion in net cash flow from operating activities this year, further strengthening our balance sheet. This allowed us to reduce our net debt1 by $364 million and pay dividends of $669 million while maintaining significant levels of investment in our business. Our achievements would not have been possible without the dedication and hard work of our employees who consistently demonstrate a commitment to excellence, our business, our communities, and the world.In further recognition of that commitment, I’m proud of the further progress we made across our four citizenship pillars: Good Food, Responsible Sourcing, Better Planet, and Stronger Communities, the details of which you can find each year in our Citizenship Report. In fiscal 2025, our employees volunteered more than 10,000 hours of their time across our local communities in addition to raising more than $500,000 to benefit the United Way and other non-profits.Of course, innovation continued to be a top priority in fiscal 2025. Our innovation strategy is fueled by our understanding of consumers’ food priorities. Many consumers are looking for foods that support their health and wellness goals, fit their diverse lifestyles, and provide for their nutritional needs. Our portfolio excels in offering convenient access to a variety of food groups including whole vegetables, portion-controlled frozen meals, whole grain popcorn, and quality protein. Brands like Birds Eye®, with many of its innovative frozen vegetable options, and Healthy Choice®, offering a variety of healthy meals to support consumers’ nutrition goals, exemplify how we support healthy eating patterns. We also provide a range of products to meet consumers' diverse nutritional needs, including Gardein® vegan products, UDI’s® and Glutino® gluten-free products, Hunts® and Rotel® tomatoes, and Rosarita® and Ranch-Style® beans.

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MESSAGE FROM OUR PRESIDENT AND CHIEF EXECUTIVE OFFICER

As we look ahead, we will remain proactive in our pursuit of shareholder value creation. We remain focused on driving volume improvement, optimizing our brand investments, investing in our supply chain, and continuously modernizing our portfolio to drive consistent profitability into the future. On behalf of our entire organization, I extend my heartfelt thanks for your continued investment and support of Conagra Brands as we strive to create value for our shareholders.​Sincerely,​​Sean ConnollyCEO, Conagra Brands, Inc.​​1 Non-GAAP Financial Measure. See Appendix A to this Proxy Statement for more information and a reconciliation of Non-GAAP financial measures to the most directly comparable GAAP measure.

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MESSAGE FROM OUR CHAIRMAN

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Message from our Chairman

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“The food industry is undergoing a dramatic transformation. To remain successful, our Company must be disciplined, agile, and focused on the execution of Conagra’s growth strategy.The independent Directors are committed to providing proper guidance and oversight through dynamic engagement with management and by maintaining a collegial and collaborative culture.”

August 6, 2025Dear Fellow Shareholders,During fiscal year 2025, Conagra’s Board of Directors provided strategic oversight and guidance to management as the company navigated a very dynamic environment. Highlights of the Board’s focus areas from this past year are summarized below.Board Oversight of Business StrategyThe Directors leveraged their diverse backgrounds, capabilities, and experiences to engage with management on the opportunities and risks associated with Conagra Brands' business and culture. The Board reviewed and approved the Company’s strategic initiatives and capital allocation priorities. These included portfolio shaping opportunities such as the acquisition of FATTY Smoked Meat Sticks and the divesture of Chef Boyardee, supply chain investments, digital transformation, and productivity initiatives. Board meeting agendas provide numerous opportunities for the independent Directors to fully understand and support Conagra’s culture: a culture focused on delivering results and living the Company’s values every day.Shareholder EngagementOur shareholder outreach and engagement program yielded valuable insights and direction. Throughout the year, members of the Board and the management team met with shareholders to understand investor perspectives on the Company’s performance and share insight on the Company’s strategic priorities.The Board values and appreciates the feedback provided. We considered shareholder feedback to inform our decisions across several areas. We strengthened our compensation-related disclosures and made meaningful enhancements to our executive compensation program to better align these programs with shareholder interests. Please see the letter from the Chair of the Human Resources Committee on page 36 for more details regarding these enhancements.Board GovernanceThe Board maintained its focus on strong governance and creating a culture where constructive debate empowers sound decision-making. At the conclusion of each board meeting, the independent Directors meet in executive session, first with the CEO and then without. These sessions provide the Directors with an opportunity to discuss the meeting: what went well, opportunities for improvement, and suggestions for future agenda topics. All independent Directors actively participate in these sessions. At the conclusion of each session, the Board chair meets with the CEO to communicate the Board’s feedback and provide direction for subsequent Board meetings.The Board also engages in a rigorous self-assessment process. The Chair meets with each independent Director to: a) discuss the performance of the Board, management, and the Company during the previous fiscal year; b) identify key areas of opportunity for the new fiscal year; c) provide any relevant feedback regarding their colleagues so that the Board can maintain its high performance and

CONAGRA BRANDS 2025 PROXY STATEMENT 3

MESSAGE FROM OUR CHAIRMAN

strong culture. All discussions remain confidential. A summary is first discussed with the CEO and then in executive session with the independent Directors.Succession PlanningThe independent Directors continue to lead a comprehensive management succession planning process. This includes the development of potential internal successors to our CEO and the senior leadership team. The independent Directors interact with the senior leadership team and other members of the management team on a regular basis. Based on the independent Directors’ view of the Company’s talent bench, we’re confident that the right talent is being developed to lead our Company and achieve its long-term goals and reward investors.To ensure that your Board continues to perform at a high level, the Nominating and Corporate Governance Committee has undertaken a disciplined succession planning process for Committee and Board leadership positions. This work will continue over the next few years.Board TransitionThe Board would like to thank Fran Horowitz, who has decided not to stand for re-election at this year’s Annual Meeting, for her years of exemplary service to Conagra. Fran’s insight and guidance have been invaluable to the Company. We wish her the very best.Final ThoughtsThe food industry is undergoing a dramatic transformation. To remain successful, our Company must be disciplined, agile, and focused on the execution of Conagra’s growth strategy.The independent Directors are confident in Sean Connolly’s leadership as CEO and the strength and depth of our leadership team. Sean and his team are deeply committed to delivering superior shareholder value over the long term. The independent Directors are committed to providing proper guidance and oversight through dynamic engagement with management and by maintaining a collegial and collaborative culture.Thank you for your investment in Conagra Brands and for your ongoing support.Sincerely,Richard H. LennyIndependent Chair of the Board of Directors.

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NOTICE OF 2025 ANNUAL MEETING OF SHAREHOLDERS

Notice of 2025 Annual Meeting of Shareholders

Meeting Information

Attend OnlineOnce again, the 2025 Annual Meeting of Shareholders (Annual Meeting) of Conagra Brands, Inc. will be held in a virtual forum only with no physical location. The Annual Meeting will include a brief report on our business, a discussion of and voting on matters described in the Notice of 2025 Annual Meeting of Shareholders and Proxy Statement, and a question-and-answer session. We believe the virtual format is advantageous to the Company by reducing our costs and advantageous to our shareholders who are able to attend our meeting from anywhere in the world at no cost. To attend and participate in the Annual Meeting, you will need the 16-digit control number included on your Notice of Internet Availability of Proxy Materials, proxy card, or voting instruction form. You may also ask questions, vote online, and examine our shareholder list during the Annual Meeting by following the instructions provided at www.virtualshareholdermeeting.com/CAG2025. Please see “Additional Information about the Meeting” in this Proxy Statement for details regarding the Annual Meeting.

Items of Business

We will also transact any other business properly brought before the Annual Meeting, or any postponement or adjournment thereof.

Please carefully review the accompanying Proxy Statement which provides detailed information about the above matters to be considered at the Annual Meeting.

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