CHS INC

Compensation Discussion and Analysis

Executive Compensation

This Compensation Discussion and Analysis describes the material elements of compensation awarded to each of the following executive officers ("Named Executive Officers") during the year ended August 31, 2025:

CHS creates connections to empower agriculture for our producer and member cooperative owners and the communities in which we and our owners live and operate. Our executive compensation program is intentionally aligned with both operational objectives and long-term business strategy. The following discussion and analysis outlines the objectives and principles underlying our executive compensation and benefit programs and explains the compensation decisions impacting the CEO and other Named Executive Officers in fiscal 2025.

Compensation Philosophy and Objectives

The CHS executive compensation philosophy focuses on these key objectives:

•Attract and retain exceptional talent who demonstrate the CHS capabilities and values and are engaged and committed to the long-term success of CHS by providing market-competitive compensation and benefit programs;

•Align executive rewards to quantifiable annual and long-term performance goals that drive enterprise results and provide competitive returns to our member-owners;

•Emphasize a culture of performance and accountability by linking executive performance goals to business strategy and differentiating rewards based on company and individual performance; and

•Ensure compliance with government mandates and regulations.

Our overall compensation philosophy and practices are grounded in our commitment to fair and equitable pay. This includes a regular review of employee compensation as well as compensation practices.

Governance of Executive Compensation

The Governance Committee and the Executive Committee of our Board of Directors have engaged a third-party consultant, Pay Governance LLC ("Pay Governance"), to advise on the executive compensation program applicable to our executives, including our Named Executive Officers.

The Executive Committee oversees the design and administration of the CEO's compensation. Pay Governance provides guidance to the Executive Committee regarding market-competitive levels of base pay, short-term incentive, long-term incentive and the overall compensation package for our CEO. The data and analysis are shared with the Executive Committee, who consider these elements as part of the CEO pay review. The Executive Committee recommends to our Board of Directors pay actions relative to our CEO and approves annual and long-term incentive awards for our CEO based on individual performance and company performance against the preestablished financial goals. The Board of Directors makes final decisions regarding our CEO's base pay, short-term incentive pay and long-term incentive pay, as well as allocation of these components. There are no formal policies for allocation between long-term and short-term compensation other than the intention to be competitive with the external market for comparable positions and to be consistent with our compensation philosophy and objectives. Our CEO is not involved with selection of the third-party consultant and does not participate in or observe Executive Committee meetings that concern CEO compensation matters.

The Governance Committee assists the Board of Directors in fulfilling its responsibilities regarding matters that relate to governing the organization, including reviewing and making recommendations to the Board with respect to establishment, material modification to, or amendment of incentive, bonus or other similar compensation plans in which Named Executive Officers are eligible participants. Annually, the Governance Committee recommends incentive plan goals applicable to the Named Executive Officers under the incentive compensation plans to which they and other employees are eligible. The Board of Directors makes final decisions regarding these incentive plan goals.

Based on compensation market data provided by our human resources department (survey sources and methodology are explained below under "Components of Executive Compensation and Benefits") and with input from the third-party consultant if necessary, our CEO makes compensation decisions for the other Named Executive Officers and communicates them accordingly. The day-to-day design and administration of compensation and benefit plans are managed by our human resources, finance and legal departments.

Components of Executive Compensation and Benefits

Our executive compensation and benefit program consists of five components.

Market Competitiveness of Executive Compensation

Each component is designed to be competitive with the external market. In determining competitive compensation levels, we analyze independent compensation survey information, including comparable industries, markets, revenues and companies that compete with us for executive talent. In fiscal 2025, information from the following sources was considered:

•Willis Towers Watson General Industry Executive (U.S.)

•Willis Towers Watson Custom Peer Comparator Group Executive (U.S.; includes the portion of the 17 peer companies that elected to participate in the survey)

•US Mercer Benchmark Database/Total Remuneration Survey (Executive)

•Radford/Aon Global Compensation Database (Executive)

The survey and database data include a range of competitive pay levels, including median market rates for base salary, short-term incentive, total cash compensation, long-term incentive and total direct compensation. Companies included in the surveys and databases vary by industry, revenue and number of employees and represent both public and private ownership, as well as nonprofit, government and mutual organizations.

In determining competitive compensation levels for the CEO, various factors were considered including market data from surveys and publicly available proxy compensation data from a specific comparator group of peer companies. The comparator group consists of 17 public companies in the agriculture, energy, food and transportation industries. Our Board annually reviews the peer group comparator companies and adjusts as needed to ensure the comparator group represents a reasonable external perspective for pay benchmarking. After a thorough review and consultation with Pay Governance, the Board determined the peer group continues to be appropriate for executive compensation benchmarking and approved the same comparator group for 2025:

The objective is to provide our executives with an overall total compensation package that is competitive in comparable industries, companies and markets. We target around market median compensation levels for base pay, target total cash and target total direct compensation, and around the 75th percentile for actual total direct compensation when our performance is well above target goals and below market median levels if performance is below target goals.

For the Named Executive Officers excluding the CEO in 2025, target total compensation was, on average, aligned to the desired competitive range around the market median. Actual total cash compensation, on average, was below market median due to actual earned short-term incentive awards achieved just above threshold and significantly below target. Actual total direct compensation was above market median, on average, due to high performance in the long-term incentive awards for the fiscal 2023-2025 performance period.

For the CEO in 2025, target total cash compensation and target total direct compensation were aligned to the desired competitive range. From an actual pay perspective, company financial performance in fiscal 2025 was below target, resulting in actual total cash compensation below market median. Actual total direct compensation was near market median due to high performance in the long-term incentive awards for the three-year performance period ended in fiscal 2025.

Target Pay Mix

The objectives of our executive compensation program require a suitable mix of base pay, short-term incentive and long-term incentive that will engage the executive officers to achieve both short-term results as well as strategic results that benefit our member-owners' interests over the long term while maintaining alignment with the competitive talent market.

The charts below illustrate the target pay mix of base salary, short-term incentive target pay and long-term incentive target pay based on the 2025 Grants of Plan-Based Awards values (see the Summary Compensation Table) for our CEO and the other Named Executive Officers as a group. The CEO has a proportionately higher target award opportunity for the long-term incentive resulting in target total compensation that is weighted more toward long-term business performance, which aligns with our overall executive compensation objectives and market practices.

Base Pay

Base pay of our Named Executive Officers represents a fixed element of compensation paid as a salary on a semimonthly basis. Salaries are generally set around the median level of market data collected through our benchmarking process against other equivalent positions of comparable companies. The individual's actual salary relative to the market median is based on a number of factors, which include, but are not limited to, scope and level of responsibilities, individual skills, experience and performance.

Salaries for our Named Executive Officers are reviewed on an annual basis or at the time of significant changes in scope and level of responsibilities. Changes in salaries are determined through review of competitive market data, as well as individual performance and contribution, internal equity and other factors. Changes are not governed by preestablished weighting factors. Our CEO is responsible for the annual salary review process for the other Named Executive Officers. The Board of Directors Executive Committee is responsible for the annual salary review process for our CEO.

Due to increasingly challenging conditions in our primary markets and market benchmarking indicating the Named Executive Officers are within our desired competitive range for base salary, the Board decided not to make any changes to the CEO’s base salary for fiscal 2025, and the CEO decided the same for the other Named Executive Officers.

Overview of Performance-Based Incentive Plans

We operate our diversified global businesses to maximize value, in the near term and long term, for our member cooperatives, farmer-owners and customers. Our executive compensation program reflects this key objective by emphasizing performance-based incentive opportunities through the short-term and long-term incentive plans that are discussed in detail below, with awards earned commensurate with financial results. Actual payouts for the incentive cycles ended in fiscal 2025 reflect the team’s ability to manage costs, maintain a strong balance sheet, and capitalize on opportunities when markets were advantageous, while navigating through a challenging commodity downturn, which are, collectively, captured in our primary financial measure of ROIC.

Short-Term Incentive Pay

Named Executive Officers participate in the same CHS Annual Variable Pay Plan ("Annual Variable Pay Plan" or "AVP") as other management and professional employees. Each Named Executive Officer was eligible to participate in the AVP for the entirety of fiscal 2025. Target AVP award levels are set with reference to various factors including internal equity and competitive market compensation levels and are intended to motivate our executives by providing short-term incentive awards for the achievement of annual goals. The target AVP award is 1.15x base salary for Named Executive Officers other than Mr. Debertin, who has a target AVP award of 1.5x base salary.

For fiscal 2025, the AVP incentive was weighted 70% on enterprise-level financial performance and 30% on individual performance, and participants could earn a payout ranging from 50% of target for performance at the threshold level to 200% of target for performance at or above the maximum level. For a Named Executive Officer to earn any portion of the award, including any payout based on individual performance, CHS must achieve at least the predetermined threshold level of ROIC performance.

•The financial performance component was based on preestablished ROIC goals at the enterprise level. The threshold, target and maximum ROIC goals approved by the Board of Directors for fiscal 2025 are set forth in the table below.

•The individual performance component was based on demonstration of CHS capabilities and achievement of specific goals relating to areas such as business profitability, execution of strategic initiatives and/or talent management. In conjunction with the annual performance review process for our CEO, the Board of Directors reviews the individual goals and, in turn, determines and approves this portion of the short-term incentive award based upon completion or partial completion of the previously specified goals and principal job accountabilities. Likewise, our CEO uses a similar process for determining individual performance for the other Named Executive Officers.

CHS financial performance goals and award opportunities under our fiscal 2025 AVP were as follows:

ROIC is not defined under U.S. GAAP. Therefore, it should not be considered a substitute for other measures prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies.

ROIC is a measurement of how efficiently we use capital and the level of return on that capital. It is calculated by dividing adjusted net operating profit after tax by average funded debt plus beginning equity. We define adjusted net operating profit after tax as earnings before taxes excluding the impact of certain nonrecurring business events, plus net interest generated from investing and financing activities, and the result is multiplied by the effective tax rate. For purposes of the fiscal 2025 AVP, we defined funded debt as the sum of the average of beginning and end of year long-term debt, including the current portion thereof, plus any guarantees thereof, using balances as of July 31, 2024 and 2025, respectively, and the total beginning of year equity as of July 31, 2024, respectively. Further, for purposes of the fiscal 2025 AVP, we excluded the impacts of a location exit and a severance accrual as nonrecurring events.

ROIC results for fiscal 2025 were 5.7%, resulting in award payouts at 0.5x target for the financial performance component. Although adjusted net operating profit after tax decreased in fiscal 2025 from the strong results in the previous year due to the commodity cycle downturn, profitability was elevated compared to similar historical down cycles. The less favorable market conditions negatively impacted refining margins in our Energy segment, oilseed crush margins and grain margins in our Ag segment. Mr. Debertin, the other Named Executive Officers, and our other CHS employees were able to consistently execute to meet the needs of our customers and member-owners, including record or near record volumes in a number of our product lines.

The CEO and each Named Executive Officer's individual performance was determined by the Board of Directors or the CEO, respectively, to have been successful against their individual goals; therefore, each Named Executive Officer achieved at least target payout for the 30% individual performance component. However, in light of the challenging operating environment that pressured financial results for fiscal 2025, the Board approved payouts with the individual performance component adjusted downward to yield overall achievement at threshold.

As a result, short-term incentive awards that were earned under the AVP for fiscal 2025 for the Named Executive Officers are as follows:

Long-Term Incentive Pay

Each Named Executive Officer was eligible to participate in the CHS Inc. Executive Long-Term Incentive Plan ("ELTIP"). The purpose of the ELTIP is to align executive pay with long-term business performance, maximize long-term value for our member-owners and retain key executives. The ELTIP consists of three-year performance periods to ensure consideration is made for our long-term financial performance and strategic execution, with a new performance period beginning every fiscal year. Our Board of Directors approves the ELTIP goals for each three-year period.

Like the AVP, target award levels for the ELTIP are set with regard to various factors including internal equity and market competitive considerations. The target ELTIP award is 1.25x base salary for Named Executive Officers other than Mr. Debertin. Mr. Debertin's target ELTIP award is 3.0x his base salary for performance periods beginning on or after September 1, 2021 (including the three-year ELTIP performance period ended in fiscal 2025) and increased to 5.0x his base salary for performance periods beginning on or after September 1, 2023.

Changes to ELTIP awards granted in fiscal 2025 and beyond

The Board approved changes to deferral, vesting, timing of grant and pro-ration provisions of the ELTIP to better align with competitive market practices, enhance plan agility and talent mobility, and reduce complexity, supporting a primary executive compensation program objective to attract and retain exceptional talent. The changes are summarized below:

ELTIP awards granted before fiscal 2025

For the three-year ELTIP period ended in fiscal 2025, the ELTIP performance measure was ROIC. As stated above in the AVP section, ROIC is a measurement of how efficiently we use capital and the level of return on that capital. It is calculated by dividing the adjusted net operating profit after tax by average funded debt plus total equity at the beginning of the year. We define adjusted net operating profit after tax as earnings before taxes excluding the impact of certain nonrecurring business events, plus net interest generated from investing and financing activities, and the result is multiplied by the effective tax rate. For purposes of the fiscal 2023-2025 performance period, we define funded debt as the sum of the average of long-term debt at the beginning and end of the year, including the current portion thereof, plus any guarantees thereof, using balances as of July 31, 2022, 2023, 2024 and 2025, respectively, and the total beginning of year equity as of July 31, 2022, 2023 and 2024, respectively. Further, for purposes of calculating adjusted net operating profit for the fiscal 2023-2025 performance period, we excluded the impacts of a location exit and a severance accrual as nonrecurring events.

Award opportunities for the fiscal 2023-2025 ELTIP performance period are expressed as a multiple of a participant's average base salary as of August 31 for each of the three years in the performance period. We must meet a three-year period threshold level of ROIC performance for any participant to earn an award. As indicated in the table below, the threshold, target, maximum and superior maximum ROIC goals for the fiscal 2023-2025 performance period are as follows:

(1) The Superior Maximum performance level and target award multiple do not apply to the CEO; his maximum award is capped at 2.0x target.

Business conditions in the agriculture and energy industries were favorable during the early years of the 2023-2025 performance period. Our ability to execute with strong operational performance in both the favorable and challenging environments resulted in ROIC of 16.4%, 9.5% and 5.7% in fiscal 2023, fiscal 2024 and fiscal 2025, respectively. Overall ROIC performance for the fiscal 2023-2025 performance period was 10.35%, resulting in above maximum performance level awards equal to approximately 2.35x the target for Named Executive Officers other than the CEO and a maximum performance level award equivalent to 2.0x the target for the CEO. ELTIP payments for the fiscal 2023-2025 ELTIP for the Named Executive Officers are as follows:

The fiscal 2025 award grant values associated with the fiscal 2025-2027 ELTIP performance period, which continue to measure three-year ROIC, are provided in the "2025 Grants of Plan-Based Awards" table.

Profit-Sharing

Each Named Executive Officer was eligible to participate in our Profit-Sharing Plan, which is also available to other employees. The purpose of the Profit-Sharing Plan is to reward employees for our profitability. Annual profit-sharing contributions for executives are calculated as a percent of base pay and annual variable pay (total calendar year earnings) and are made to the CHS Inc. 401(k) Plan ("401(k) Plan") account and CHS Inc. Deferred Compensation Plan ("Deferred Compensation Plan") account of each Named Executive Officer. The profit-sharing amount varies in relation to CHS ROIC performance. The fiscal 2025 Profit-Sharing Plan ROIC goals and contribution as a percent of total earnings are displayed in the following table:

ROIC results for fiscal 2025 were 5.7%. Accordingly, each Named Executive Officer earned a 1% Profit-Sharing award.

Retirement Benefits

We provide the following retirement and deferral programs to Named Executive Officers:

•CHS Inc. Pension Plan

•CHS Inc. 401(k) Plan

•CHS Inc. Supplemental Executive Retirement Plan

•CHS Inc. Deferred Compensation Plan

CHS Inc. Pension Plan

The CHS Inc. Pension Plan ("Pension Plan") is a tax-qualified defined benefit pension plan. All Named Executive Officers participate in the Pension Plan. A Named Executive Officer is fully vested in the Pension Plan after three years of vesting service. The Pension Plan provides for a lump sum payment of the Named Executive Officer's account balance (or, alternatively, for a monthly annuity for the Named Executive Officer's lifetime if elected by the Named Executive Officer). The normal form of benefit for a single Named Executive Officer is a life annuity, and for a married Named Executive Officer, the normal form of benefit is a 50% joint and survivor annuity. Other annuity forms are also available on an actuarial equivalent basis. Compensation and benefits are governed by limits imposed by the Internal Revenue Code.

A Named Executive Officer's benefit under the Pension Plan depends on pay credits to his or her account, which are based on the Named Executive Officer's total salary and annual variable pay for each year of employment, date of hire, age at date of hire, length of service, and investment credits, which are computed using the interest crediting rate and the Named Executive Officer's account balance at the beginning of the plan year.

The amount of pay credits added to a Named Executive Officer's account each year is a percentage of the Named Executive Officer’s eligible compensation, primarily consisting of base salary and annual variable. The pay credits percentage received is determined on a yearly basis, based on the years of benefit service completed as of December 31 of each year. A Named Executive Officer receives one year of benefit service for every calendar year of employment in which the Named Executive Officer completed at least 1,000 hours of service.

Pay credits are earned according to the following schedules:

Regular Pay Credits

Mid-Career Pay Credits

Employees hired after age 40 qualify for the following minimum pay credit:

Investment Credits

We credit a Named Executive Officer's account at the end of the calendar year with an investment credit based on the balance at the beginning of the year. The investment credit is based on the average return for one-year Treasury bills for the four-month period from August 1 through November 30 of the prior year. For fiscal 2025, the minimum interest rate under the Pension Plan was 4.65%, and the maximum was 10%.

CHS Inc. 401(k) Plan

The 401(k) Plan is a tax-qualified, defined contribution retirement plan. The Named Executive Officers are eligible to participate in the 401(k) Plan on the same basis as other eligible employees. Participants may contribute between 1% and 50% of their pay on a pretax and/or Roth basis. We match 100% of the first 1% and 50% of the next 5% of pay contributed each year (maximum 3.5%). Our Board of Directors may elect to reduce or eliminate matching contributions for any year or any portion thereof.

CHS Inc. Supplemental Executive Retirement Plan and CHS Inc. Deferred Compensation Plan

Because the Internal Revenue Code limits the benefits that may be paid from the Pension Plan and the 401(k) Plan, the CHS Inc. Supplemental Executive Retirement Plan ("SERP") and the Deferred Compensation Plan ("DCP") were established to provide certain employees participating in the qualified plans with supplemental benefits such that, in the aggregate, they equal the benefits they would have been entitled to receive under the qualified plan had these limits not been in effect. The SERP also includes compensation deferred under the DCP that is excluded under the qualified retirement plan. All Named Executive Officers are eligible to participate in the SERP.

Compensation includes total salary and annual variable pay without regard to limitations on compensation imposed by the Internal Revenue Code. Company contributions under the Pension Plan and 401(k) Plan are not eligible for pay credits.

Certain Named Executive Officers may have accumulated nonqualified plan balances or benefits that have been carried over from predecessor companies as a result of past mergers and acquisitions. Benefits from the SERP are primarily funded in a rabbi trust, with a balance as of August 31, 2025, of $39.2 million. Benefits from the plan do not qualify for special tax treatment under the Internal Revenue Code.

The DCP allows eligible Named Executive Officers to voluntarily defer receipt of up to 75% of their base salary and up to 100% of their annual variable pay. The election must occur prior to the beginning of the calendar year in which the compensation will be paid. During the year ended August 31, 2025, all Named Executive Officers were eligible to participate in the DCP. Mr. Debertin and Ms. Nelligan participated in the elective portion of the DCP.

Benefits from the DCP are primarily funded in a rabbi trust, with a balance as of August 31, 2025, of$176.1 million. Benefits from the plan do not qualify for special tax treatment under the Internal Revenue Code.

Health and Welfare Benefits

The Named Executive Officers are eligible to participate in benefits under our comprehensive health and welfare program on the same basis as other eligible full-time employees. The health and welfare program includes benefits such as medical, dental, vision, life insurance, short-term disability, spending accounts, travel accident and identity theft protection. Like nonexecutive full-time employees, participation in some of these benefit plans varies based on each Named Executive Officer's annual benefit elections.

Additional Benefits

Additional benefits such as executive long-term disability, executive physical examinations, limited financial and tax planning assistance and identity theft protection and cybersecurity services are also available to our Named Executive Officers. Named Executive Officers’ spouses are also entitled to executive physical examinations, for which we only pay the $1,500 per person participation fee. In addition, commencing in fiscal 2025 with consideration to rising threats of personal security for corporate executives, we began covering certain physical security costs for our CEO. These additional benefits are provided as part of an overall executive rewards package that strives to be competitive and retain executive talent. More details can be found in the "All Other Compensation" section of the Summary Compensation Table.

Incentive Compensation Recovery Policy

The Incentive Compensation Recovery Policy ("Recovery Policy") effective as of December 1, 2023, complies with listing rule 5608 by Nasdaq and reflects what we believe are best practices. Specifically, the Recovery Policy applies to our current and former directors, employees and employees who are or were identified by us as an "officer," which for purposes of the Recovery Policy includes any person that performs policymaking functions for CHS or any subsidiary of CHS ("Recovery Party").

The Recovery Policy provides that, in the event of a required restatement of our previously issued financial statements to reflect the correction of one or more errors that are material to those financial statements, we will require reimbursement or forfeiture of any excess incentive compensation received by any Covered Employee during the three completed fiscal years immediately preceding the earlier of (i) the date our Board of Directors (including a committee of our Board of Directors) concludes or reasonably should have concluded, that CHS is required to prepare an accounting restatement or (ii) the date a court, regulator or other legally authorized body directs CHS to prepare an accounting restatement. The amount of excess incentive compensation will be equal to the amount by which the Covered Recovery Party's incentive compensation for the relevant period exceeded the amount that would have been earned or awarded based on the restated financial results, as determined by our Board of Directors. The method used to recover the applicable excess incentive compensation will be determined by our Board of Directors, in its sole discretion, and may include requiring reimbursement of cash incentive compensation that was previously paid, forfeiting any incentive compensation contribution made under the Deferred Compensation Plan, offsetting the recovered amount from any compensation or incentive compensation that may be earned or awarded in the future or taking any other remedial or recovery action permitted by law.

Detrimental Conduct Policy

The Detrimental Conduct Policy effective as of December 1, 2023, applies to current and former officers and employees of CHS and its affiliated companies (each a "Covered Person").

The Detrimental Conduct Policy also provides that, in the event our Board of Directors determines in good faith that a Covered Person has engaged in detrimental conduct, we may, (i) require the Covered Person to reimburse or forfeit all or a portion of the Covered Person's incentive compensation with such forfeited amounts to be determined by our Board of Directors, (ii) conduct disciplinary action up to and including termination and (iii) report such Covered Person to applicable governmental authorities for possible criminal prosecution. For purposes of the Detrimental Conduct Policy, detrimental conduct includes:

•Deliberate and continued failure, after delivery of notice to such Covered Person by us, by a Covered Person to substantially perform his or her duties and responsibilities in a manner that has an adverse effect on us;

•Knowing and willful violation of any law, government regulation or company code of conduct or policy;

•Knowingly encouraging or directing others to violate any law, government regulation or company code of conduct or policy;

•Fraud or dishonesty resulting or intended to result in personal enrichment at our expense;

•Commission of any felony or gross misconduct in the performance of duties that results in economic harm to us;

•Violation of any company policies regarding substance abuse and/or illegal drug use;

•Knowingly encouraging or directing others to violate safety measures resulting, or intended to result, in harm to any person or destruction or damage to any property of ours or other parties;

•Knowing and willful engagement in discrimination or harassment (whether sexual or otherwise) in violation of any of our policies prohibiting discrimination and/or harassment;

•Knowingly encouraging or directing others to violate any CHS policies prohibiting discrimination and harassment (whether sexual or otherwise); and

•Failing to cooperate with CHS in the investigation of any potential violations of the Code of Conduct or other applicable policies.

Agreements With Named Executive Officers

Mr. Debertin

On May 22, 2017, Mr. Debertin was elected as our President and CEO, and in connection therewith entered into an employment agreement with us on that date (the "Employment Agreement"). The Employment Agreement, as amended, has a term expiring August 31, 2026, provided that the Employment Agreement will thereafter automatically renew for an additional one-year period, unless either party notifies the other in writing, at least 120 days in advance of the relevant renewal date, of its intent not to renew the agreement for the additional one-year period.

Pursuant to the terms of the amended Employment Agreement Mr. Debertin is entitled to, among other things:

•Annual base salary of $1,150,000, which has subsequently been increased by our Board of Directors to $1,450,000 and which is subject to further increase by our Board of Directors from time to time;

•Target annual incentive compensation opportunity of 1.5x his annual base salary with a maximum opportunity equal to twice the target opportunity, based on achievement of performance goals set by our Board of Directors;

•Target ELTIP award opportunity of 3x his average annual base salary over each three-year performance period applicable to that award opportunity, with a threshold opportunity equal to one-half of the target opportunity and a maximum opportunity equal to twice the target opportunity. Prior to the execution of Employment Agreement Amendment No. 2, the Employment Agreement provided Mr. Debertin with a target long-term incentive compensation award opportunity of 1.5x his average annual base salary over each three-year performance period applicable to that award opportunity with a maximum opportunity equal to three and one-third times his target award opportunity; and

•Welfare benefit continuation for two years following the termination of his employment, if Mr. Debertin chooses to retire from the Company on or after August 31, 2025.

Pursuant to an amendment in November 2023, in order to, among other things, recognize his outstanding performance and long tenure and to further emphasize performance-based incentive award opportunities that can be earned for long-term strategy execution as reflected in our results relative to goals set at the start of the multi-year performance period, we agreed to provide Mr. Debertin the following for ELTIP awards for the 2024-2026 performance period (and any ELTIP performance period thereafter):

•Target ELTIP award opportunity of 5x his average annual base salary over each three-year performance period applicable to that award opportunity, with a threshold ELTIP award opportunity equal to one-half of the target ELTIP award opportunity and a maximum ELTIP award opportunity equal to twice the target ELTIP award opportunity; and

•If Mr. Debertin's employment ends due to death or permanent disability (as defined in our ELTIP) or if he is employed for at least six months of such a performance period and his employment ends due to retirement approved (such approval not to be unreasonably withheld) by our Board of Directors, then upon completion and certification of performance results for such performance period, he will be eligible for a vested full grant participation in the applicable ELTIP award with the payout factor calculated at the same time as other participants.

The Employment Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above.

The severance pay and benefits to which Mr. Debertin would be entitled under the Employment Agreement if we terminated his employment without cause or if he terminated his employment for "good reason" are described below under "Post Employment."

Ms. Nelligan

Ms. Nelligan's compensation is set forth in a letter agreement we entered into with her on January 7, 2020 (the "Nelligan Letter Agreement"). The Nelligan Letter Agreement provides that Ms. Nelligan's target award for purposes of the Annual Variable Pay Plan will be no less than 1.15x her annual base salary on August 31 of each year. The Nelligan Letter Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above.

The severance pay and benefits to which Ms. Nelligan would be entitled under the Nelligan Letter Agreement if we terminated her employment without cause or if she terminated her employment for "good reason" are described below under "Post Employment."

Mr. Smith

Mr. Smith's compensation is set forth in a letter agreement we entered into with him on January 1, 2021 (the "Smith Letter Agreement"). The Smith Letter Agreement provides Mr. Smith with an initial annual base salary of $570,000 and a hiring bonus in the gross amount of $1,500,000 ("Hiring Bonus"). The Smith Letter Agreement provides for the payment of the Hiring Bonus in three installments of $400,000 paid in previous years and a final installment of $300,000 paid in 2024.

The Smith Letter Agreement provides that Mr. Smith's target award for purposes of the Annual Variable Pay Plan will be no less than 1.15x his annual base salary on August 31 of each year. The Smith Letter Agreement provides that Mr. Smith's initial target award for purposes of the ELTIP will be equal to 1.15x the average of his annual base salary on August 31 of each year in the applicable three-year performance period, and that any award he receives under the ELTIP will be prorated by the number of full months (credited to September 1, 2020) he is eligible for participation in the ELTIP during the respective three-year performance period.

The Smith Letter Agreement and the compensation payable thereunder is subject to the Recovery Policy and the Detrimental Conduct Policy, each of which is described above.

The severance pay and benefits to which Mr. Smith would be entitled under the Smith Letter Agreement if we terminated his employment without cause or if he terminated his employment for "good reason" are described below under "Post Employment."

Tax Considerations

Section 162(m) of the Internal Revenue Code ("Section 162(m)") generally limits us to a deduction for federal income tax purposes of no more than $1 million of compensation paid to certain current and former executive officers in a taxable year.

We believe that Section 162(m) is only one of several relevant considerations in setting compensation. We also believe that Section 162(m) should not be permitted to compromise our ability to design and maintain executive compensation arrangements that, among other things, are intended to attract and retain highly qualified executives in a competitive environment. As a result, we retain the flexibility to provide compensation that we determine to be in our best interests and the best interests of our member-owners, even if that compensation ultimately is not deductible for tax purposes.

Insider Trading Policy

CHS is committed to promoting high standards of ethical business conduct and compliance with applicable laws, rules and regulations. As part of this commitment, we have an Insider Trading Policy governing the purchase, sale and/or other dispositions of our securities by our directors, officers, employees and third-party contractors, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the exchange listing standards applicable to us. A copy of our Insider Trading Policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.

Shareholder Advisory Votes on Executive Compensation

Because we are not subject to Section 14A of the Securities Exchange Act of 1934, we are not required to, and do not, conduct shareholder advisory votes on executive compensation.

Summary Compensation Table

(1) Includes hiring bonus payments to Mr. Smith of $400,000 in 2023 and $300,000 in 2024.

(2) Amounts include annual variable pay awards and long-term incentive awards.

The actual annual variable pay award value was as follows in fiscal 2025, 2024 and 2023, respectively: Mr. Debertin, $1,506,965,$4,350,000 and$4,096,800; Ms. Nelligan, $531,680, $1,569,992 and $1,518,000; Mr. Smith, $491,087, $1,431,731 and $1,404,380; Mr. Hunhoff, $476,160, $1,402,657 and $1,403,920; and Mr. Griffith, $460,290, $1,392,144 and $1,380,000.

The actual long-term incentive award value was as follows in fiscal 2025, 2024 and 2023, respectively: Mr. Debertin, $8,531,200, $8,257,328 and $6,588,481; Ms. Nelligan, $2,003,461, $3,255,000 and $2,806,000; Mr. Smith, $1,835,568, $3,049,452 and $2,710,472; Mr. Hunhoff, $1,828,989, $3,049,172 and $2,720,112; and Mr. Griffith, $1,809,577, $2,948,334 and $2,522,332.

(3) This column represents both changes in pension value and above-market earnings on deferred compensation. Change in pension value is the aggregate change in the actuarial present value of the Named Executive Officer's benefit under his or her retirement program and nonqualified earnings, if applicable.

The aggregate change in the actuarial present value was as follows in fiscal 2025, 2024 and 2023, respectively: Mr. Debertin, $1,283,605, $1,255,762 and $973,758; Ms. Nelligan, $142,660, $212,287 and $135,559; Mr. Smith, $115,672, $190,030 and $129,192; Mr. Hunhoff, $233,157, $477,198 and $210,620; and Mr. Griffith, $259,824, $364,125 and $228,368.

Above-market earnings on deferred compensation represent earnings exceeding 120% of the Federal Reserve long-term rate as determined by the Internal Revenue Service ("IRS") on applicable funds and were as follows in fiscal 2025, 2024 and 2023, respectively: Mr. Debertin, $0, $0 and $135,568; Ms. Nelligan, $0, $0 and $11,113; Mr. Smith, $0, $0 and $8,932; Mr. Hunhoff, $0, $0 and $17,965; and Mr. Griffith, $0, $0 and $2,574.

(4) Includes fiscal 2025 employer contributions to the Deferred Compensation Plan: Mr. Debertin, $474,025; Ms. Nelligan, $173,379; Mr. Smith, $156,440, Mr. Hunhoff, $153,691; and Mr. Griffith, $152,397.

(5) Includes fiscal 2025 employer contribution to the 401(k) Plan: Mr. Debertin, $19,121; Ms. Nelligan, $20,308; Mr. Smith, $19,225; Mr. Hunhoff, $19,150; and Mr. Griffith, $18,065.

(6) For fiscal 2025 includes $47,485 in expenses paid to enhance the security of his primary residence; also includes executive LTD, travel accident insurance, executive physical, reimbursement of participation fee for spouse executive physical, financial planning, companion travel and cybersecurity benefit for Mr. Debertin.

(7) For fiscal 2025 includes executive LTD, travel accident insurance, wellness program incentive and cybersecurity benefit for Ms. Nelligan.

(8) For fiscal 2025 includes executive LTD, travel accident insurance, financial planning, wellness program incentive and cybersecurity benefit for Mr. Smith.

(9) For fiscal 2025 includes executive LTD, travel accident insurance, executive physical, financial planning, wellness program incentive, companion travel, and cybersecurity benefit for Mr. Hunhoff.

(10) For fiscal 2025 includes executive LTD, travel accident insurance, executive physical, financial planning, wellness program incentive and cybersecurity benefit for Mr. Griffith.

2025 Grants of Plan-Based Awards

(1) Represents range of possible awards under our fiscal 2025 Annual Variable Pay Plan for Mr. Debertin based on target award opportunity at 1.5x base salary.

(2) Represents range of possible awards under our ELTIP for the fiscal 2025-2027 performance period for Mr. Debertin. Values for Mr. Debertin reflect the amendments to his long-term incentive compensation opportunity made pursuant to Employment Agreement Amendment No. 4, including ELTIP target award opportunity at 5.0x base salary.

(3) Represents range of possible awards under our fiscal 2025 Annual Variable Pay Plan for the other NEOs based on target award opportunity at 1.15x base salary.

(4) Represents range of possible awards under our ELTIP for the fiscal 2025-2027 performance period for the other NEOs. Values include ELTIP target award opportunity at 1.25x base salary.

The material terms of annual variable pay and long-term incentive awards that are disclosed in the above table are described under "Compensation Discussion and Analysis" above.

2025 Pension Benefits

(1) Mr. Debertin is eligible for normal retirement in both the Pension Plan and the SERP.

(2) Mr. Hunhoff and Mr. Griffith are eligible for early retirement in both the Pension Plan and the SERP.

The above table shows the present value of accumulated retirement benefits that Named Executive Officers are entitled to under the Pension Plan and the SERP.

For a discussion of the material terms and conditions of the Pension Plan and the SERP, see "Compensation Discussion and Analysis" above.

The present value of accumulated benefits is determined in accordance with the same assumptions outlined in Note 13, Benefit Plans, of the notes to the consolidated financial statements that are included in this Annual Report on Form 10-K:

•A discount rate of 5.48% for the Pension Plan and 4.92% for the SERP;

•Each Named Executive Officer is assumed to retire at age 65. The early retirement benefit under the cash balance plan formula is equal to the participant’s account balance; and

•Payments under the cash balance formula of the Pension Plan assume a lump sum payment. SERP benefits are payable as a lump sum.

All Named Executive Officers' retirement benefits at normal retirement age will be equal to their accumulated benefits under the Pension Plan and the SERP, as described under "Compensation Discussion and Analysis" above.

2025 Nonqualified Deferred Compensation

(1) Includes contributions into the Deferred Compensation Plan by the Named Executive Officers representing deferred salary and deferred annual incentive pay from September 1, 2024, through August 31, 2025. Deferred salary contributions were reported as fiscal 2025 compensation in the Summary Compensation Table, and deferred annual incentive pay was reported as fiscal 2024 compensation in the Summary Compensation Table.

(2) Includes contributions made by us into the Deferred Compensation Plan on behalf of Named Executive Officers representing retirement contributions for Profit-Sharing and 401(k) match on amounts exceeding IRS compensation limits (which were reported as fiscal 2025 compensation in the Summary Compensation Table) and ELTIP contributions (which were reported as fiscal 2024 compensation in the Summary Compensation Table) from September 1, 2024, through August 31, 2025.

(3) Includes aggregate earnings on Named Executive Officer Deferred Compensation Plan accounts from September 1, 2024, through August 31, 2025, which are not required to be reported as compensation in the Summary Compensation Table. Deferred Compensation Plan earnings are based on investment elections made by the Named Executive Officer from 13 market-based notional investments and a fixed rate fund. The investment returns for fiscal 2025 were as follows:

(4) Includes payments of previously deferred amounts made in accordance with elections by the Named Executive Officer and in accordance with Section 409A under the Internal Revenue Code. Payments under the Deferred Compensation Plan may be made at a specified date elected by the Named Executive Officer or deferred until retirement, disability or death.

(5) Represents the aggregate balance of non-qualified deferred compensation as of August 31, 2025. Amounts vary by Named Executive Officer in accordance with individual pension plan provisions and voluntary employee deferrals and withdrawals over time. To the extent that an executive was an NEO for a reported year, these amounts, other than the portion attributable to earnings, were disclosed as compensation in the year of the NEO’s deferral or registrant’s contribution, as applicable.

For a discussion of the material terms and conditions of the Deferred Compensation Plan, see "Compensation Discussion and Analysis" above.

Post Employment

Pursuant to the terms of his Employment Agreement, Mr. Debertin, our President and CEO, is entitled to severance in the event that his employment is terminated by us without cause or by him with "good reason." Specifically, severance under the Employment Agreement would consist of:

•Annual incentive compensation Mr. Debertin would have been entitled to receive for the year in which his termination occurred as if he had continued until the end of that fiscal year, determined based on our actual performance for that fiscal year relative to the performance goals applicable to Mr. Debertin (with that portion of the annual incentive compensation based on completion or partial completion of previously specified personal goals equal to 30% of the target annual incentive), prorated for the number of days in the fiscal year through Mr. Debertin’s termination date and generally payable in a cash lump sum at the time that incentive awards are payable to other participants;

•Two times Mr. Debertin's base salary plus two times his target annual incentive compensation, payable in three equal installments with the first installment payable 60 days following termination and the second and third installments payable on the first and second anniversary dates of termination, respectively; and

•Health and welfare benefits continuation for two years following termination.

The Nelligan Letter Agreement provides for severance in the event Ms. Nelligan's employment is terminated by us without cause or by her with "good reason" in the amount of one year of base pay and prorated annual variable pay, payable as a lump sum.

The Smith Letter Agreement provides for severance in the event Mr. Smith's employment is terminated by us without cause or by him with "good reason" in the amount of one year of base pay and prorated annual variable pay, payable as a lump sum.

During fiscal 2025, Mr. Hunhoff and Mr. Griffith were covered by a broad-based employee severance program that provides executives with a lump sum payment of 26 weeks of pay, plus one week of pay per year of service, with a 12-month cap, in the event their positions are eliminated. Also, according to the terms of the Annual Variable Pay Plan, Mr. Hunhoff and Mr. Griffith would receive prorated annual variable pay in the event their positions are eliminated.

The severance pay that the Named Executive Officers would have been entitled to in the specific events noted above, in each case, as of the last business day of fiscal 2025 is as follows:

(1) Includes the value of health and welfare benefits based on current monthly rates.

(2) For purposes of calculating the prorated portion of Mr. Debertin's unpaid annual variable pay award for the fiscal year in which the termination occurred, assumes an annual variable pay award at target performance for the entire fiscal year.

(3) Assumes an annual variable pay award at target performance for the entire fiscal year.

No other severance benefits are offered to our Named Executive Officers, except up to 12 months of career transition services and government mandated benefits such as COBRA. Except as otherwise set forth above, the method of payment would be a lump sum. Named Executive Officers not covered by employment agreements are not offered special postretirement health and welfare benefits that are not offered to other similarly situated (i.e., age and service) salaried employees. The compensation payable to the Named Executive Officers is subject to the Recovery Policy and the Detrimental Conduct Policy, as applicable.

CEO Pay Ratio

The following pay ratio and supporting information compares the annual total compensation of our CEO to our median employee, as required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The pay ratio is a reasonable estimate calculated in a manner consistent with Item 402(u) of Regulation S-K promulgated by the SEC. For fiscal 2025:

•The median employee's compensation, calculated in accordance with the requirements of Item 402(c)(2)(x) of Regulation S-K promulgated by the SEC, was $79,563. This calculation includes a reasonable assumption regarding the median employee's achievement of individual performance for a portion of the annual incentive award based on historical performance.

•The annual total compensation of our CEO, as reported in the Summary Compensation Table set forth above, was $13,341,966.

•The ratio of the annual total compensation of our CEO to the median employee was 168:1.

Instruction 2 to Item 402(u) of Regulation S-K requires identification of a median employee only once every three years, provided that there were no changes to our employee population or employee compensation arrangement that we reasonably believe would significantly affect our pay ratio disclosure. Accordingly, we used the same median employee identified as of June 1, 2024, since we believe that there were no significant changes to our employee population or the employee compensation program that would significantly impact our fiscal 2025 pay ratio. Similarly, there were no significant changes to the median employee’s compensation arrangements during the fiscal year that would significantly impact the pay ratio disclosure. For more detail on how we identified the median employee, please refer to the pay ratio disclosure in our Form 10-K for fiscal year ended August 31, 2024.

In adopting the pay ratio rule, the SEC expressly sought to provide flexibility to each company to determine the methodology that best suits its own facts and circumstances. Our pay ratio should not be compared to other companies' pay ratios, because it is based on a methodology specific to us, and certain material assumptions, adjustments and estimates have been made in calculation of the ratio.

Director Compensation

Our Board of Directors met seven times during the fiscal year ended August 31, 2025. Each director (other than the Board chair) is a member of two Board committees. At a minimum, each Board committee meets during each of the Board's five regular meetings.

Changes to director compensation beginning January 1, 2025

The Board engaged a third-party consultant, Pay Governance, to conduct a benchmarking study of our peers and advise on potential changes to our director compensation program. Based on the comprehensive analysis and recommendations, the Board approved the following changes to director compensation effective January 1, 2025:

•Increase annual retainer

•Increase per diem meeting fees

•Increase committee and board leadership premiums

•Replace director retirement contribution with performance-based compensation to eliminate the guaranteed threshold contribution amount and better align a portion of director compensation with the interests of member-owners and other CHS stakeholders and to provide CHS directors some directional pay similarities to stock-based awards granted to directors at public companies.

In addition to the changes described above, the Board approved elimination of health insurance and other benefits for directors and their dependents effective December 31, 2024. Elimination of benefits from the director compensation package better aligns to market practices. The annual retainer and other pay elements, as listed above, were increased to maintain a competitive total pay package.

For fiscal 2025, each non-employee director was provided compensation as follows:

The number of days spent at meetings other than regular Board meetings and the CHS Annual Meeting may not exceed 55 days annually for purposes of the per diem meeting fee, except the Board chair is exempt from this limit. There is no cap on meeting fees permitted for conference calls or other short virtual meetings.

For performance periods beginning with fiscal 2025 and beyond, the Board approved a new performance-based compensation plan for directors. This performance-based compensation plan replaces the director retirement contribution described below in the Director Deferred Compensation Plan section. The directors' performance-based compensation plan provides the opportunity for a director to receive compensation based on our three-year ROIC performance, with ROIC defined in the same manner as for the ELTIP. Driven by our unique cooperative structure, we believe that using the ROIC performance metric for this purpose aligns the interests of our directors with the interests of our management and member-owners. The ROIC performance goal levels are established and approved by our Board of Directors prior to each three-year performance period.

The amounts paid to our Board of Directors are subject to the Recovery Policy.

Director Retirement and Health Care Benefits

Members of our Board of Directors were eligible for certain retirement and health care benefits through December 31, 2024, based on their election date.

Directors elected prior to September 1, 2011, participated in a defined benefit retirement plan that provides for a monthly benefit for the director's lifetime, beginning at age 60. Benefits are immediately vested, and the monthly benefit is determined according to the following formula: $250 times years of service on the Board (up to a maximum of 15 years). Under no event will the benefit payment be payable for less than 120 months. Payment is made to the retired director's beneficiary in the event of the director's death before 120 payments are made. Effective August 31, 2011, future accruals under the director retirement plan were frozen. Retirement benefits are funded by a rabbi trust, with a balance of $7.1 million as of August 31, 2025.

Directors and their eligible dependents were eligible to participate in our medical, dental and vision plans through December 31, 2024. We paid 100% of the premium for each director and their eligible dependents while the director was actively serving on the Board. Directors who departed the Board before September 1, 2024, and prior to Medicare eligibility were eligible to continue participation in our medical plan, along with their eligible dependents, with premiums paid up to 100% by CHS depending on the director's years of service to the Board. Directors who were participating in CHS medical coverage as of September 1, 2024 and leave the Board before reaching age 65 with at least six years of service are eligible to receive a payment of $37,000 per year until the exiting director reaches age 65 or is deceased.

Director Deferred Compensation Plan

Directors are eligible to participate in the Deferred Compensation Plan. Each participating director may elect to defer up to 100% of his or her monthly director fees into the Deferred Compensation Plan. This must be done prior to the beginning of the calendar year in which the fees will be earned, or in the case of newly elected directors, upon election to the Board. During fiscal 2025, the following directors deferred Board fees pursuant to the Deferred Compensation Plan: Mr. Beckman, Mr. Clemensen, Mr. Edgington, Mr. Fritel, Mr. Johnsrud, Mr. Kehl and Mr. Throener.

In addition to any voluntary director deferrals, for performance periods beginning prior to fiscal 2025, the company may also credit a retirement contribution to each director's Deferred Compensation Plan. The fiscal 2025 credit to each director's retirement plan account was based on the following ROIC performance goals for the performance period spanning fiscal years 2023-2025:

*The amount credited for the fiscal 2023-2025 performance period was required to be mathematically interpolated when results occurred between the superior performance, maximum and target ROIC performance levels. If results had been less than the target ROIC performance level, the amount credited would have been $25,000.

Actual ROIC performance for the fiscal 2023-2025 performance period was 10.35% and, accordingly, $58,753 (approximately 2.35x target amount) was credited for fiscal 2025 to each director's retirement plan account under the Deferred Compensation Plan, except $39,168 was credited for newly elected directors Mr. Edgington and Mr. Sherven, and $8,333 was credited for former directors Mr. Fritel and Mr. Johnsrud. These amounts are reflected in the Director Compensation table.

Upon leaving our Board of Directors during fiscal 2025, a director's credit for that partial fiscal year is the target amount ($25,000) prorated through the end of the month in which the director departs. Directors who joined our Board of Directors during fiscal 2025 received credit for that partial fiscal year based on the actual ROIC performance for the performance period ending in fiscal 2025, prorated from the first of the month following the month in which the director joined our Board of Directors to the end of the fiscal year.

Benefits are funded in a rabbi trust. The Deferred Compensation Plan rabbi trust balance reported elsewhere in this Annual Report on Form 10-K includes amounts deferred by the directors.

2025 Director Compensation

(1) Of this amount, the following directors deferred the succeeding amounts to the Deferred Compensation Plan: Mr. Beckman, $12,000; Mr. Clemensen, $28,000; Mr. Edgington, $23,100; Mr. Fritel, $23,400; Mr. Johnsrud, $8,000; Mr. Kehl, $34,000; and Mr. Throener, $12,000.

(2) This column represents both changes in pension value and above-market earnings on deferred compensation. Change in pension value is the aggregate change in the actuarial present value of the director's benefit under their retirement program and nonqualified earnings, if applicable. The change in pension value will vary by director based on several factors, including age, service, pension benefit elected (lump sum or annuity), discount rate and mortality factor used to calculate the benefit due. Future accruals under the plan were frozen as of August 31, 2011, as stated above. The following directors had the following changes in pension values during fiscal 2025: Mr. Blew, $(291); Mr. Kayser, $(8,063); Mr. Schurr, $(4,651); and Mr. Fritel, $(12,051). Negative values are not reflected in the sum reported in this column.

Above-market earnings represent earnings exceeding 120% of the Federal Reserve long-term rate on applicable funds as determined by the IRS. No directors had above-market earnings during fiscal 2025.

(3) All other compensation includes health insurance premiums through December 31, 2024, travel accident insurance and related companion travel expenses for trips made with a director on CHS business. Total amounts vary primarily due to the variations in health insurance premiums, which are due to the number of dependents covered.

All other compensation also includes fiscal 2025 director retirement contributions to the Deferred Compensation Plan of $58,753 for each director, except for newly elected directors Mr. Edgington and Mr. Sherven, $39,168; and for former directors, Mr. Fritel and Mr. Johnsrud, $8,333.

All other compensation also includes director retirement payment of $15,500 for Mr. Fritel from the director defined benefit retirement plan (explained above for directors elected prior to September 1, 2011).

Compensation Committee Interlocks and Insider Participation

Our Board of Directors does not have a compensation committee. The Executive Committee performs the equivalent functions of a compensation committee with respect to our CEO, and the Governance Committee performs the equivalent functions of a compensation committee, other than with respect to our CEO.

During fiscal 2025, the members of the Executive Committee were Messrs. Schurr (chair), Blew (first vice chair), Cordes (second vice chair), Holm and Kehl, and the members of the Governance Committee were Messrs. Jones (chair), Kehl (vice chair), Blew, Cordes, Farrell and Kayser. During fiscal 2025, no executive officer of CHS served on the compensation committee (or other board committee performing equivalent functions) or board of directors of any other entity that had any executive officer who also served on the Executive Committee, the Governance Committee or our Board of Directors. None of the directors who served as a member of the Executive Committee or Governance Committee during fiscal 2025 are, or have been, officers or employees of CHS, other than Mr. Cordes, who was an employee of CHS Hedging until 2016.

See Item 13, Certain Relationships and Related Transactions, and Director Independence, of this Annual Report on Form 10-K for directors, including Messrs. Clemensen, Cordes, Edgington, Erickson, Fritel, Holm, Johnsrud, Jones, Kayser, Kehl, Rossman, Throener, Sherven and Schurr who were a party to related-person transactions.

Compensation Committee Report

The Executive Committee (the committee of our Board of Directors that performs the equivalent functions of a compensation committee with respect to our CEO) and the Governance Committee (the committee of our Board of Directors that performs the equivalent functions of a compensation committee, other than with respect to our CEO) have each reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K promulgated by the SEC with management and, based on such review and discussions, the Executive Committee and the Governance Committee each recommended to our Board of Directors that the Compensation Discussion and Analysis be included in this Annual Report on Form 10-K.

Respectfully submitted,

Executive Committee

Daniel Schurr, Chair

Clinton J. Blew

Scott Cordes

Alan Holm

Russell Kehl

Governance Committee

Tracy Jones, Chair

Clinton J. Blew

Scott Cordes

Mark Farrell

David Kayser

Russell Kehl