FRESH DEL MONTE PRODUCE INC

“Item 1A. Risk Factors” of our Form 10-K for the year ended December 27, 2024 includes a discussion of our risk factors. The information presented below updates, and should be read in conjunction with, the risk factors and information disclosed in our Form 10-K.

Adverse perception, events or rumors relating to our Del Monte® brand could have a material adverse effect on our business.

We depend on the Del Monte® brand and other proprietary brands in marketing our products. Any events or rumors that cause consumers and/or institutions to no longer associate these brands with high-quality and safe food products may materially adversely affect the value of our brand names and demand for our products. Allegations involving the safety or security of our products, facilities, employees, or other members of the public, even if untrue, that we are not respecting the human rights found in our Human Rights Policy, which adheres to the United Nations Universal Declaration of Human Rights; actual or perceived failure by our suppliers or other business partners to comply with applicable labor and workplace rights laws, including child labor laws and equal pay laws, or their actual or perceived abuse or misuse of migrant workers or the like could negatively affect our Company’s overall reputation and brand image, which in turn could have a negative impact on our products’ acceptance by consumers or customers. For example, allegations regarding human rights violations have been made regarding our Kenya subsidiary. Any media coverage resulting therefrom, could create a negative public perception of our business, which in turn could have a negative impact on our products’ acceptance by consumers or customers.

Furthermore, our Licensor has recently faced financial difficulties, and, together with 17 of its affiliates, filed for chapter 11 bankruptcy in July 2025, where the Licensor is currently pursuing a sale of substantially all of its assets, including its trademarks. At the time of the filing of such bankruptcy, there was market confusion as to our relationship with the bankrupt entity and whether our company was likewise in bankruptcy. Although the Licensor is a separate private entity and not affiliated with us, the use of the Del Monte® trademark licensed to us and the use of a similar entity name by the Licensor may tarnish our brand and reputation. Adverse information about our brand, whether or not true, may be instantly and easily posted on social media platforms at any time, especially given the rise of influencer marketing in the food industry. Negative publicity of this kind may potentially perpetuate marketplace confusion and adversely affect our relationship with customers and suppliers. The harm may be immediate without affording us an opportunity for redress or correction. We also share the Del Monte® brand with unaffiliated companies that manufacture, distribute and sell canned or processed fruits and vegetables, dried fruit, snacks, nuts and other products. Acts or omissions by these companies, including an instance of food-borne contamination or disease, may adversely affect the value of the Del Monte® brand. As a result, our reputation and the value of the Del Monte® brand may be adversely affected by negative consumer perception which could adversely affect our sales.

We rely on protection of our intellectual property and proprietary rights.

Our success also depends on our ability to protect our intellectual property rights. We rely primarily on patent, copyright, trademark and trade secret laws to protect our proprietary technologies. We protect our technology by, among other things, filing patent applications to protect innovations relating to our business in the U.S., the EU and selected foreign jurisdictions. Our trademarks and brand names are registered in jurisdictions throughout the world. Our right to use the Del Monte trademarks originates through an exclusive, perpetual, royalty-free license that provides us the right to use the Del Monte trademark with respect to fresh fruit, vegetable and produce products worldwide, including in the United States and other food and beverage products in specified countries outside the United States. While we intend to use our best efforts to keep these filings current and seek protection for new trademarks to the extent consistent with business needs, our rights could be subject to actions outside of our control.

For example, Del Monte Foods Corporation II Inc., the owner of the Del Monte trademarks, together with 17 of its affiliates, recently filed for chapter 11 bankruptcy, where it is currently pursuing a sale of substantially all of its assets, including its trademarks. While we believe that our right to use the Del Monte® trademark under our licenses is and will be legally enforceable against any purchaser of the debtors’ assets, the enforceability of trademark licenses under bankruptcy law has been subject to challenge in certain circumstances. In addition, a new owner of the trademark could be a third-party whose interests conflict with ours, or who is not able or willing to take the necessary steps to maintain and protect the Del Monte trademarks worldwide, which could adversely affect the costs and risks associated with sharing the Del Monte® trademark. We also rely on trade secrets and proprietary know-how and confidentiality agreements to protect our technologies and processes. If our license to use the Del Monte brand or our other intellectual property rights are not protected, it will be easier for our competitors to offer similar products, which could materially and adversely affect our business, financial conditions and results of operations.