FLOWERS FOODS INC
For the period ended Apr 19, 2025. Filed May 16, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Apr 19, 2025 · Filed May 16, 2025
FLO$6.71-5.5%Stored close · as of Nov 6, 2026
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Item 6. Exhibits
The following documents are filed as exhibits hereto:
| Exhibit | |||
|---|---|---|---|
| No · Name of Exhibit | |||
| 2.1 · _ · Agreement and Plan of Merger, dated as of January 7, 2025, by and among Flowers Foods, Inc., Daffodil Acquisition Sub, LLC, Daffodil Merger Sub, Inc., Purposeful Foods Holdings, Inc., and the Equityholders' Representative named therein (Incorporated by reference to Exhibit 2.7 to Flowers Foods’ Annual Report on Form 10-K, dated February 18, 2025, File No. 1-16247). | |||
| 3.1 | — | Amended and Restated Articles of Incorporation of Flowers Foods, Inc., as amended through May 21, 2020 (Incorporated by reference to Exhibit 3.1 to Flowers Foods’ Current Report on Form 8-K, dated May 28, 2020, File No. 1-16247). | |
| 3.2 | — | Amended and Restated Bylaws of Flowers Foods, Inc., as amended through August 18, 2023 (Incorporated by reference to Exhibit 3.1 to Flowers Foods’ Current Report on Form 8-K, dated August 21, 2023, File No. 1-16247). | |
| 4.1 | _ | Indenture Officer’s Certificate pursuant to Section 2.02 of the Indenture, dated February 14, 2025 (Incorporated by reference to Exhibit 4.2 to Flowers Foods’ Current Report on Form 8-K, dated February 14, 2025, File No. 1-16247). | |
| 4.2 | _ | Form of 5.750% Senior Notes due 2035 (Incorporated by reference to Exhibit 4.3 to Flowers Foods’ Current Report on Form 8-K, dated February 14, 2025, File No. 1-16247). | |
| 4.3 | _ | Form of 6.200% Senior Notes due 2055 (Incorporated by reference to Exhibit 4.4 to Flowers Foods’ Current Report on Form 8-K, dated February 14, 2025, File No. 1-16247). | |
| 10.1 | _ | Credit Agreement, dated as of February 5, 2025, by and among Flowers Foods, Inc., the financial institutions party thereto as lenders, and Wells Fargo Bank, National Association, as administrative agent (Incorporated by reference to Exhibit 10.1 to Flowers Foods’ Current Report on Form 8-K, dated February 7, 2025, File No. 1-16247). | |
| 10.2 | * | — | Joinder Agreement, dated as of March 5, 2025, by Flowers Bakeries Sales of Desert Mountain, LLC in favor of Coöperatieve Rabobank U.A., New York Branch, as Buyer, with respect to (1) that certain Master Framework Agreement, dated as of April 14, 2023 (as amended, supplemented or otherwise modified and in effect from time to time), among the parties named as Originators therein, Flowers Foods, Inc., as Seller, the “Buyer Funding Parties” party thereto and the Buyer and (2) that certain Receivables Sale and Distribution Agreement, dated as of April 14, 2023 (as amended, supplemented or otherwise modified and in effect from time to time), between the Originators as sellers and Flowers Foods, Inc. as buyer. |
| 10.3 | * | — | Amendment No. 2 to Master Framework Agreement, dated as of April 14, 2025, by and among Coöperatieve Rabobank U.A., New York Branch (“Rabobank”), and the other financial institutions listed on the signature pages hereof as “Buyer Funding Parties”; Rabobank, as repo counterparty (“Buyer”), on behalf of itself and the other Buyer Funding Parties; the subsidiaries of Flowers listed on the signature pages hereof; and Flowers Foods, Inc., a Georgia corporation (“Flowers”), as repo seller. |
| 31.1 | * | — | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2 | * | — | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32 | * | — | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by A. Ryals McMullian, Chairman and Chief Executive Officer, and R. Steve Kinsey, Chief Financial Officer, for the quarter ended April 19, 2025. |
| 101.INS | * | — | Inline 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 | * | — | Inline XBRL Taxonomy Extension Schema Linkbase. |
| 101.CAL | * | — | Inline XBRL Taxonomy Extension Calculation Linkbase. |
| 101.DEF | * | — | Inline XBRL Taxonomy Extension Definition Linkbase. |
| 101.LAB | * | — | Inline XBRL Taxonomy Extension Label Linkbase. |
| 101.PRE | * | — | Inline XBRL Taxonomy Extension Presentation Linkbase. |
| 104 | — | The cover page from Flowers Foods' Quarterly Report on Form 10-Q for the quarter ended April 19, 2025 has been formatted in Inline XBRL. | |
- Filed herewith
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