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FRESH DEL MONTE PRODUCE INC

For the period ended Jun 4, 2026. Filed Apr 24, 2026.

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Jun 4, 2026 · Filed Apr 24, 2026

DMC$27.39-0.9%Stored close · as of Nov 6, 2026
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Contents

APPENDIX A

Reconciliation of Non-GAAP Measures

This proxy statement includes the following non-GAAP measures: adjusted net income, adjusted diluted EPS, and adjusted operating income. Adjusted net income, adjusted diluted EPS and adjusted operating income reflect adjustments related to asset impairment and other charges (credits), gain on disposal of property, plant and equipment, net, product-related charges, and other adjustments detailed in the tables below.

The Company uses these metrics because management believes they provide more comparable measures to evaluate period-over-period operating performance since they exclude special items that are not indicative of the Company’s core business or operations. These measures may be useful to an investor in evaluating the underlying operating performance of the Company’s business because these measures:

are used by investors to measure a company’s comparable operating performance;

are financial measurements that are used by lenders and other parties to evaluate creditworthiness; and

are used by the Company’s management for various purposes, including as measures of performance of its operating entities, as a basis of strategic planning and forecasting, and in certain cases as a basis for incentive compensation.

Because all companies do not use identical calculations, the Company’s presentation of these non-GAAP financial measures may not be comparable to similarly titled measures used by other companies.

Fresh Del Monte Produce Inc. and Subsidiaries
Non-GAAP Reconciliations
(U.S. dollars in millions, except per-share amounts)
Year ended
December 26, 2025December 27, 2024
NetSalesGrossprofitOperatingIncomeNet incomeattributable toFresh Del MonteProduce Inc.DilutedEPSNetSalesGrossprofitOperatingincomeNet incomeattributable toFresh Del MonteProduce Inc.DilutedEPS
As reported$4,322.3$399.1$137.4$90.7$1.88$4,280.2$357.9$196.3$142.2$2.96
Adjustments:
Divestiture of Mann Packing (1)(224.8)30.641.742.00.87(292.4)17.728.028.30.59
Other product-related charges(credits) (2)—(0.5)(0.5)(0.5)(0.01)—1.01.01.00.02
Asset impairment and other charges, net (3)——59.359.31.22——4.24.20.09
Gain on disposal of property, plant and equipment, net (4)——(13.6)(13.6)(0.28)——(42.9)(42.9)(0.89)
Other adjustments (5)—(2.4)(2.4)(2.4)(0.05)—————
Tax effects of all adjustments and other tax-related items (6)———2.20.05———11.70.24
As adjusted$4,097.5$426.8$221.9$177.7$3.68$3,987.8$376.6$186.6$144.5$3.01

(1) Divestiture of Mann Packing includes the operating results of Mann Packing Inc. ("Mann Packing") and its wholly owned subsidiaries as a result of the sale of the Mann Packing business, including substantially all of its operational assets, during the fourth quarter of 2025 (refer to Form 10-K for the year ended December 26, 2025, for further information regarding the divestiture). For the quarter and year ended December 27, 2024, divestiture of Mann Packing includes the results of Fresh Leaf Farms, LLC ("Fresh Leaf Farms"), a wholly owned subsidiary of Mann Packing which was sold as part of a separate transaction during the fourth quarter of 2024. Management believes that such adjustments should enhance shareholders' ability to evaluate the Company's core business results going forward.

For the year ended December 26, 2025, the adjustments exclude $17.9 million of asset impairment and other charges associated with the divestiture of Mann Packing as these charges are included in "Asset impairment and other charges, net" as described in Tickmark (3) below. For the quarter and year ended December 26, 2025, the adjustments also exclude tax effects of $0.1 million and $0.2 million, respectively. For the quarter and year ended December 27, 2024, the adjustments exclude a $4.3 million gain on disposal of property and equipment related to the sale of the operating assets of Fresh Leaf Farms and a $1.4 million asset impairment charge associated with goodwill in the Company's

2026 Proxy StatementAppendix A | A-1

Appendix A

vegetable reporting unit. For the quarter and year ended December 27, 2024, the adjustments also exclude tax effects of $0.3 million in each period. The tax effects associated with the operating results of Mann Packing are included in the amounts referenced in Tickmark (6) below. Total diluted EPS for the divestiture of Mann Packing when including the impacts of asset impairments and other charges and tax effects for the quarter and year ended December 26, 2025 was$(0.27) and $(1.24). For the quarter and year ended December 27, 2024, total diluted EPS for the divestiture of Mann Packing when including the impacts of asset impairments and other charges and tax effects was $(0.08) and $(0.49).

(2) Other product-related charges (credits) for the year ended December 26, 2025, primarily consisted of insurance recoveries related to damages incurred as a result of Hurricane Beryl during July 2024. Other product-related charges (credits) for the quarter ended December 27, 2024, primarily consisted of $0.2 million of inventory write-offs related to flooding damage at melon farms in Costa Rica. Other product-related charges (credits) for the year ended December 27, 2024, also included $1.2 million of severance charges from the outsourcing of certain functions within the Company's fresh and value-added operations and $1.0 million of additional logistic and inventory write-off expenses incurred as a result of Hurricane Beryl during July 2024, partially offset by $1.7 million of insurance recoveries, net of expenses, associated with the flooding of a production facility in Greece.

(3) Asset impairment and other charges, net for the quarter ended December 26, 2025, primarily consisted of $1.5 million of legal settlement charges related to the restoration of a previously leased farm in Chile, a $0.6 million increase in reserves related to the Company's environmental liability related to the Kunia Well Site matter, and a $0.6 million write-off of obsolete software. Asset impairment and other charges, net for the year ended December 26, 2025 also included $37.2 million of impairment charges related to low-productivity banana farms in the Philippines, $17.9 million of impairment charges associated with the divestiture of Mann Packing, and $0.6 million related to a leased grape farm in Chile. Asset impairment and other charges, net for the quarter ended December 27, 2024, primarily consisted of $1.5 million of impairment charges related to damaged and unused housing at farms in Costa Rica and a $1.4 million impairment charge related to goodwill in the vegetable reporting unit. Asset impairment and other charges, net for the year ended December 27, 2024, also included $1.8 million of legal settlement charges, $0.5 million of reserves related to a regulatory matter arising from our third-party logistics operations, partially offset by $2.0 million of insurance recoveries associated with fire damage to a warehouse facility in South America.

(4)Gain on disposal of property, plant and equipment, net for the quarter ended December 26, 2025 primarily related to a $6.9 million gain on the sale of three carrier vessels and a $0.8 million gain on the sale of an administrative office in Costa Rica. Gain on disposal of property, plant and equipment, net for the year ended December 26, 2025 also included a $2.9 million gain on the sale of an additional carrier vessel, a $2.1 million gain on the sale of two idle properties in Chile, and a $0.8 million gain from the sale of idle land in Guatemala. Gain on disposal of property, plant and equipment, net for the quarter ended December 27, 2024, primarily related to a $11.3 million gain on the sale of a Canadian distribution center, $4.3 million related to the sale of the operating assets of Fresh Leaf Farms, a North American subsidiary of Mann Packing, and $0.5 million related to the sale of an administrative office in Central America, Gain on disposal of property, plant and equipment, net for the year ended December 27, 2024 also included a $14.7 million gain from the sale of two idle facilities in South America, a $7.7 million gain from the sale of a warehouse in South America and a $3.4 million gain from the sale of a warehouse in Europe.

(5) Other adjustments for the quarter and year ended December 26, 2025 related to one-time out-of-period accounting adjustments to correct certain discrete items within our cost of goods sold.

(6)Tax effects are calculated in accordance with ASC 740, Income Taxes, using the same methodology as the GAAP provision of income taxes. The year ended December 26, 2025 includes a $1.8 million charge related to a $20.5 million gain on the 2023 sale of two distribution centers and related assets in Saudi Arabia.

A-2 | Appendix A2026 Proxy Statement

ANNEX A

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