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GENERAL MILLS INC

For the period ended May 26, 2024. Filed Jun 26, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Jun 26, 2024

GIS$34.60-0.8%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits and Financial Statement Schedules

Financial Statements:

The following financial statements are included in Item 8 of this report:

2023, and May 29, 2022.

of

Comprehensive

Income

for

the

fiscal

years

ended

May

26,

2024,

May

28,

2023,

and

May

29,

May 28, 2023, and May 29, 2022.

Total

Equity

and Redeemable

Interest for

years ended

May 26,

2024, May

28, 2023,

and May 29, 2022.

Notes to Consolidated Financial Statements.

Report of Management Responsibilities.

Report of Independent Registered Public Accounting Firm. PCAOB ID:

.

Financial Statement Schedule:

For the fiscal years ended May 26, 2024, May 28, 2023, and May 29, 2022:

II – Valuation

and Qualifying Accounts

Exhibits

:

Exhibit No.

Description

3.1

Amended

and

Restated

Certificate

of

Incorporation

of

the

Company

herein

by

reference to Exhibit 3.1 to the Company’s

Current Report on Form 8-K filed October 1, 2021).

3.2

By-laws

of

the

Company

herein

by

to

Exhibit

to

the

Current Report on Form 8-K filed January 30, 2024).

4.1

Indenture,

dated

as

of

1,

1996,

between

the

Company

and

U.S.

Bank

Association

(f/k/a

First

Trust

of

Illinois,

Association)

herein

by

Exhibit 4.1

to the

Registration Statement

on Form

S-3 filed

6, 1996 (File no. 333-00745)).

4.2

First Supplemental

Indenture, dated as

of May 18,

2009, between the

Company and U.S.

Bank

Association

herein

by

to

Exhibit

4.2

to

Registrant’s

Annual

Report on Form 10-K for the fiscal year ended May 31, 2009).

4.3

Description of the Company’s registered

securities.

10.1

Plan

for

Non-Employee

herein

by

to

Exhibit

10.2

to

the

Report

on

Form

10-Q

for

the

fiscal

quarter

ended

August 29, 2010).

10.2

2006 Compensation Plan for Non-Employee Directors (incorporated

herein by reference to

Exhibit 10.5 to the Company’s Quarterly

Report on Form 10-Q for the fiscal quarter ended

August 29, 2010).

10.3

Stock

Plan

herein

by

to

Exhibit

10.6

to

the

on Form 10-K for the fiscal year ended May 31, 2015).

10.4

2011 Compensation Plan for Non-Employee

Directors (incorporated herein by reference to

Exhibit 10.2 to the Company’s Quarterly

Report on Form 10-Q for the fiscal quarter ended

November 27, 2011).

10.5

Plan

for

Non-Employee

herein

by

to

Exhibit

10.1

to

the

Report

on

Form

10-Q

for

the

fiscal

quarter

ended

November 27, 2016).

10.6

Incentive

Plan

herein

to

Exhibit

10.1

to

the

Quarterly Report on Form 10-Q for the fiscal quarter ended November

28, 2010).

10.7

Separation Pay

and Benefits

Program for

Officers (incorporated

Exhibit

10.1

to the

Report

on

Form

10-Q

for the

fiscal

quarter

23, 2020).

10.8

Supplemental Savings Plan (incorporated

herein by reference to Exhibit

10.4 to the Company’s

Quarterly Report on Form 10-Q for the fiscal quarter ended February

10.9

Plan

herein

by

to

Exhibit

10.1

to the

Report

on

Form

10-Q

for the

fiscal

quarter

10.10

Plan

herein

by

to

Exhibit

10.3

to

the

Form 10-Q for the fiscal quarter ended February 28, 2021).

10.11

Deferred

Plan

herein

by

to

Exhibit

10.14 to

Quarterly Report

on Form

10-Q for

quarter ended

22, 2009).

10.12

Deferred

Plan

herein

by

to

Exhibit

10.5

to

the

Form 10-Q for the fiscal quarter ended February 28, 2021).

10.13

Survivor

Income

Plan

herein

by

to

Exhibit

10.6

to

the

on Form 10-K for the fiscal year ended May 29, 2005).

10.14

Benefits

Trust

Agreement,

amended

and

restated

as

of

September

26,

1988,

between the Company and

Norwest Bank Minnesota, N.A. (incorporated

herein by reference to

Exhibit

10.3

to

the

Report

on

Form

10-Q

for

the

fiscal

quarter

ended

November 27, 2011).

10.15

Supplemental Benefits Trust

Agreement, dated September 26,

1988, between the Company and

Norwest

Bank

Minnesota,

N.A.

herein

by

to

Exhibit

10.4

to

the

Form 10-Q for the fiscal quarter ended November 27, 2011).

10.16

Form

of

Share

Unit

Award

Agreement

herein

by

to

Exhibit

10.1

to

the

Report

on

Form

10-Q

for

the

fiscal

quarter

ended

August 27, 2023).

10.17

Form

of

Stock

Option

Agreement

herein

by

to

Exhibit

10.2

to

the

Company’s Quarterly

Report on Form 10-Q for the fiscal quarter ended August 27, 2023).

10.18

Form of

Restricted Stock

Unit Agreement

(incorporated herein

10.3

to

the Company’s Quarterly

Report on Form 10-Q for the fiscal quarter ended August 27, 2023).

10.19

Deferred Compensation

Plan for Non-Employee

Directors (incorporated

herein by reference

to

Exhibit

10.1

to

the

Report

on

Form

10-Q

for

the

fiscal

quarter

ended

November 26, 2017).

10.20

Stock

Plan

herein

by

to

Exhibit

10.2

to

the

Form 10-Q for the fiscal quarter ended November 26, 2017).

10.21

Plan

I

herein

by

to

Exhibit

10.2

to the

Report

on

Form

10-Q

for the

fiscal

quarter

10.22

Plan

I

herein

by

to

Exhibit

10.6

to

the

Form 10-Q for the fiscal quarter ended

February 28, 2021).

10.23

Stock

Plan

herein

by

to

Exhibit

10.1

to

the

Company's Current Report on Form 8-K filed September 30, 2022).

10.24

Agreements,

dated

29,

1989,

by

and

between

the

Company

and

Nestle

S.A.

10.15 to

on Form

10-K for the fiscal year ended May 28, 2000).

10.25

of

Cereal

dated

21,

1989,

and

No.

to

Protocol, dated

February 9,

1990, between

and Nestle

S.A. (incorporated

herein

by

to

Exhibit

10.16

to

the

Annual

Report

on

Form

10-K

for

the

fiscal

year ended May 27, 2001).

10.26

No.

to

the

of

Cereal

dated

March

16,

1993,

between the Company and Nestle S.A. (incorporated herein by

reference to Exhibit 10.18 to the

on Form 10-K for the fiscal year ended May 30, 2004).

10.27

Addendum No. 3 to the Protocol of Cereal Partners Worldwide,

effective as of March 15, 1993,

Company and

Nestle S.A. (incorporated

herein by reference

to Exhibit 10.2

to the

on Form 10-K for the fiscal year ended May 28, 2000).

10.28

No.

4,

as

August

1,

1998,

and

No.

5,

as

April

1,

2000,

to

the

of

Cereal

Worldwide

between

the

Company

and

Nestle

S.A.

10.26 to

on Form

10-K for the fiscal year ended May 31, 2009).

10.29

No.

to

the

of

Cereal

January

1,

2010,

among the

Company,

Nestle S.A.,

and CPW

S.A. (incorporated

Exhibit

10.1

to the

Report

on

Form

10-Q

for the

fiscal

quarter

28, 2010).

10.30

Five-Year

Credit Agreement, dated

as of April 12,

2021, as amended

April 3, 2023,

among the

Company,

the several financial

institutions from time

to time party

to the agreement,

and Bank

of America,

N.A., as

Administrative Agent

(incorporated herein

10.30

to the Company’s Annual

Report on Form 10-K for the fiscal year ended May 28, 2023).

19.1

Insider trading policies of the Company

21.1

Subsidiaries of the Company.

23.1

Consent of Independent Registered Public Accounting Firm.

31.1

Officer pursuant

302 of

the Sarbanes-Oxley

Act of

31.2

Officer

pursuant to

Section 302

of the

Sarbanes-Oxley

Act of

32.1

Officer pursuant

906 of

the Sarbanes-Oxley

Act of

32.2

Officer

pursuant to

Section 906

of the

Sarbanes-Oxley

Act of

97.1

Mandatory Executive Compensation Clawback Policy.

The following

materials from

on Form

10-K for

year

ended

May

26,

2024,

formatted

in

Inline

Extensible

Language:

(i)

the

Balance

Sheets;

(ii)

the

of

Earnings;

(iii)

the

of Comprehensive

Income; (iv)

the Consolidated

Total

Equity and Redeemable Interest; (v)

the Consolidated Statements of Cash

Flows; (vi) the Notes

to

Statements;

and

(vii)

Schedule

II

–

of

Qualifying

Accounts.

Cover

Page,

formatted

in

Inline

Extensible

Language

and

in

Exhibit 101.

Management contract or compensatory plan or arrangement required

to be filed as an exhibit pursuant to Item 15 of Form

10-K.

Confidential information has been omitted from the exhibit and filed

separately with the SEC pursuant to Rule 24b-2 of the

Securities Exchange Act of 1934.

Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of certain

instruments defining the rights of holders of our long-term debt are

not filed and, in lieu thereof, we agree to furnish copies to the SEC upon request.

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