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SANFILIPPO JOHN B & SON INC

For the period ended Sep 24, 2026. Filed Oct 28, 2026.

View on SEC.gov

About this filing

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.

Sep 24, 2026 · Filed Oct 28, 2026

JBSS$54.96+0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 93 previous paragraphs and 72 current paragraphs.

29 unchanged; 37 reworded; 6 added; 24 removed; 3 previous and 0 current paragraphs rearranged.

Tables are not compared: 4 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (6)

Current report

Our manufacturing experience, operations knowledge and product reputation in the tree nut and peanut private brand business has allowed us to launch and expand our private brand bars business over the past five years following the acquisition of a facility in Lakeville, Minnesota. We believe there are significant growth opportunities in the private brand bar business as well as opportunities for us to bring our experience in the snack category and innovation to expand our private brand bar business. We have made capital investments to support and expand the bar business in the last two fiscal years.

Current report

Transportation markets remain subject to fluctuations in economic conditions, freight demand, and industry capacity. Although freight rates have generally stabilized, constrained carrier capacity and continued market uncertainty may result in increased transportation costs and service interruptions. In addition, diesel fuel costs remain highly volatile and are affected by factors beyond our control, including global crude oil prices, refinery capacity and utilization, supply and demand imbalances, geopolitical developments and other market disruptions. Accordingly, future transportation and fuel costs may be difficult to predict. While we seek to mitigate these risks through carrier diversification, contractual arrangements and fuel surcharge mechanisms, such measures may not fully offset adverse market conditions.

Current report

Our net sales of $288.1 million for the first quarter of fiscal 2027 decreased $10.5 million, or 3.5%, from our net sales of $298.7 million for the first quarter of fiscal 2026.

Current report

Total operating expenses for the first quarter of fiscal 2027 increased by $2.5 million, or 9.2%, compared to the first quarter of fiscal 2026. As a percentage of net sales, total operating expenses were 10.3% for the first quarter of fiscal 2027 and 9.1% for the first quarter of fiscal 2026.

Current report

Net sales in the consumer distribution channel decreased $9.6 million, or 4.0%, and sales volume decreased 6.7% in the first quarter of fiscal 2027, compared to the first quarter of fiscal 2026. The sales volume decrease was driven by a 6.3% decrease in private brand sales volume due to lower nut and trail mix sales volume and, to a lesser extent, lower bar sales volume. Bar sales were impacted by softness in mainstream bars and consumer migration to smaller pack sizes, which was partially offset by the successful launch of a new “better-for-you” bar offering and expanded bar business with an existing customer. Nut and trail mix sales volume was negatively impacted by lower sales to several existing customers driven by category softness in snack and trail mix products along with peanuts, reduced promotional activity and the impact of previously lost business. These declines were partially offset by new business at a grocery retailer and additional recipe nut sales volume at three existing customers.

Current report

Administrative expenses for the first quarter of fiscal 2027 increased $0.9 million, or 9.8%, to $10.1 million, compared to $9.2 million for the first quarter of fiscal 2026. The increase was due to a $1.2 million increase in consulting expense, a $0.3 million increase in legal expense and a $0.3 million increase in compensation related expenses. The increase was partially offset by a $0.6 million decrease in incentive compensation expense and a $0.4 million decrease in food donations.
Removed paragraphs (24)

Previous report

References herein to the first three quarters or first thirty-nine weeks of fiscal 2026 and fiscal 2025 are to the thirty-nine weeks ended March 26, 2026 and March 27, 2025, respectively.

Previous report

In February 2026, the U.S. Supreme Court ruled that tariffs imposed by executive order under the International Emergency Economic Powers Act exceeded U.S. Presidential authority. Subsequently, the Court of International Trade ordered U.S. Customs and Border Patrol to develop a framework for refunding such tariffs. Following the Supreme Court ruling, the President implemented a temporary worldwide baseline tariff of 10% under Section 122 of the Trade Act of 1974 (the “Trade Act”). These tariffs are time limited and set to expire in early fiscal 2027 if they are not extended by act of Congress. In March 2026, the US Trade Representative launched two investigations under Section 301 of the Trade Act into numerous trading partners which may build the legal foundation to impose or expand tariffs for those countries. The ultimate impact of tariffs may be difficult to predict as their amount and duration are uncertain, making our planning process more difficult. The threat of tariffs may also have adverse implications to our business and the business of our suppliers and customers. We typically are not the importers of record for commodities that we procured from non-U.S. sources. It is uncertain when or if any eventual tariff refunds our vendors receive may be passed onto us. We are the importers of record for the capital equipment we are purchasing from European vendors and have paid approximately $4.0 million in tariffs on equipment thus far. Due to the uncertainty of any future refund, we have not yet recorded a receivable for these tariffs paid. We are monitoring ongoing developments with respect to the refund process and have taken and intend to take appropriate steps to file a refund claim during the fourth quarter of fiscal 2026.

Previous report

Trucking capacity continues to slowly decline, potentially leading to further instability in the transportation industry. While indicators suggest transportation prices are stabilizing, the overall transportation environment remains unpredictable. Additionally, fuel prices have been unpredictable and may vary depending on economic activity in the areas where we ship and receive goods as well as prevailing oil prices. We have seen fuel prices increase due to recent military operations in Iran, which have led to significant spikes in crude oil. Fuel prices could continue to remain volatile as the conflict persists.

Previous report

The cocoa supply-demand outlook is improving following consecutive years of supply deficits, while consumption has declined due to elevated price levels over the past two years. Additionally, as costs increase due to these circumstances or due to overall inflationary pressures, there is a further risk we cannot pass (in part or in full) such potential cost increases on to our customers or in a timely manner. If we cannot align our input costs with prices for our products, our financial performance could be adversely impacted.

Previous report

Our net sales of $281.8 million for the third quarter of fiscal 2026 increased $20.9 million, or 8.0%, from our net sales of $260.9 million for the third quarter of fiscal 2025. Net sales for the first thirty-nine weeks of fiscal 2026 increased by $57.1 million, or 6.8%, to $895.2 million compared to the first thirty-nine weeks of fiscal 2025.

Previous report

Total operating expenses for the third quarter of fiscal 2026 increased by $2.3 million, or 8.3%, compared to the third quarter of fiscal 2025. As a percentage of net sales, total operating expenses was 10.6% for both the third quarter of fiscal 2026 and fiscal 2025. Total operating expenses for the first thirty-nine weeks of fiscal 2026 increased by $0.1 million, or 0.2%, compared to the first thirty-nine weeks of fiscal 2025. As a percentage of net sales, total operating expenses for the first thirty-nine weeks of fiscal 2026 decreased to 10.1% from 10.8% for the first thirty-nine weeks of fiscal 2025.

Previous report

For the first thirty-nine weeks of fiscal 2026 our net sales were $895.2 million, an increase of $57.1 million, or 6.8%, compared to the same period of fiscal 2025. The increase in net sales was attributable to an 11.0% increase in the weighted average selling price per pound, which was primarily due to pricing actions taken in response to higher commodity acquisition costs for all major tree nuts. Sales volume decreased 3.7% compared to the same period in the prior fiscal year. Sales volume declined for substantially all major product types but increased for walnuts, pecans and peanuts.

Previous report

Net sales in the consumer distribution channel increased $18.2 million, or 8.5%, and sales volume decreased 4.5% in the third quarter of fiscal 2026, compared to the third quarter of fiscal 2025. The sales volume decrease was driven by a 5.3% decrease in private brand sales volume due to lower volume in bars while nuts and trail mix sales volume remained relatively flat. Bar sales were impacted by continued category softness at a mass merchandise retailer. Our strategic decision to reduce sales to a grocery store retailer also contributed to the overall decline in bar volume. Nuts and trail mix volume was impacted by elevated retail prices, reduced promotional activity and discontinuation of underperforming items. These declines were largely offset by new private brand walnut business with an existing customer and increased sales resulting from promotional pricing on walnuts and peanuts at an online retailer. Branded sales volume increased 3.3% due to limited opportunistic orders of Orchard Valley Harvestat a major non-food customer.

Previous report

In the first thirty-nine weeks of fiscal 2026, net sales in the consumer distribution channel increased $42.7 million, or 6.1%, and sales volume decreased 6.1% compared to the same period of fiscal 2025. The sales volume decrease was driven by a 5.5% decrease in private brand sales volume due to lower volume in bars, nuts and trail mix, and peanut butter. Private brand bars declined due the reasons cited in the quarterly comparison. Nuts and trail mix volume was impacted by the reasons cited in the quarterly comparison. Peanut butter declined primarily due to a product discontinuation at a mass merchandiser. Branded sales volume decreased 10.2% due to lost distribution of Orchard Valley Harvestat a major non-food customer.

Previous report

In the first thirty-nine weeks of fiscal 2026, net sales in the commercial ingredients distribution channel increased $9.3 million, or 11.9%, and sales volume increased 8.6% compared to the same period of fiscal 2025. The sales volume increase was due to the reasons cited in the quarterly comparison.

Previous report

Net sales in the contract manufacturing distribution channel decreased $0.9 million, or 4.1%, and sales volume increased 16.5% in the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. The increase in sales volume was primarily driven by increased sales to a customer added during the second quarter of fiscal 2025. This customer currently provides the majority of the raw ingredients for these products, and the Company processes and packages these products. This increase was partially offset by decreased granola sales volume.

Previous report

Gross profit was $167.0 million for the first thirty-nine weeks of fiscal 2026 compared to $154.7 million for the first thirty-nine weeks of fiscal 2025 due to pricing more closely aligned with commodity acquisition costs and a one time pricing concession in the first quarter of fiscal 2025 for a bars customer which did not recur in fiscal 2026. Our gross profit margin, as a percentage of net sales, increased to 18.7% for the first thirty-nine weeks of fiscal 2026 compared to 18.5% for the first thirty-nine weeks of fiscal 2025.

Previous report

Administrative expenses for the third quarter of fiscal 2026 increased $1.7 million, or 18.3%, to $10.7 million, compared to $9.1 million for the third quarter of fiscal 2025. The increase was due to a $2.7 million increase in incentive compensation expense. The increase was slightly offset by a $0.5 million gain on the sale of non-core equipment, a $0.3 million decrease in food donations and a $0.2 million decrease in equity compensation.

Previous report

Total operating expenses for the first thirty-nine weeks of fiscal 2026 increased slightly to $90.3 million. Operating expenses as a percentage of net sales decreased to 10.1% for the first thirty-nine weeks of fiscal 2026, compared to 10.8% for the first thirty-nine weeks of fiscal 2025.

Previous report

Selling expenses for the first thirty-nine weeks of fiscal 2026 were $58.3 million, a decrease of $2.8 million, or 4.6%, from the first thirty-nine weeks of fiscal 2025. The decrease was driven primarily by a $2.0 million decrease in advertising and consumer insight research expense, a $1.5 million decrease in salary expense, a $1.4 million decrease in third-party warehouse costs and a $1.0 million decrease in freight expense. These were partially offset by a $3.2 million increase in incentive compensation expense.

Previous report

Administrative expenses for the first thirty-nine weeks of fiscal 2026 increased $2.9 million, or 10.1%, to $32.0 million compared to the first thirty-nine weeks of fiscal 2025. The increase was primarily due to a $5.6 million increase in incentive compensation expense. This was partially offset by a $1.1 million favorable change in gain/loss on asset disposals, a $0.7 million decrease in personnel and recruitment expenses and a $0.5 million decrease in salary and equity compensation expenses.

Previous report

Due to the factors discussed above, income from operations was $76.8 million, or 8.6% of net sales, for the first thirty-nine weeks of fiscal 2026, compared to $64.6 million, or 7.7% of net sales, for the first thirty-nine weeks of fiscal 2025.

Previous report

Interest expense was $2.0 million for the first thirty-nine weeks of fiscal 2026, compared to $2.3 million for the first thirty-nine weeks of fiscal 2025.

Previous report

Net rental and miscellaneous expense was $1.7 million for the first thirty-nine weeks of fiscal 2026, compared to $1.4 million for the first thirty-nine weeks of fiscal 2025, primarily due to the departure of a tenant upon lease expiration at our Elgin Site.

Previous report

Pension expense (excluding service costs) was $1.2 million for the first thirty-nine weeks of fiscal 2026, compared to $1.1 million for the first thirty-nine weeks of fiscal 2025.

Previous report

Income tax expense was $18.3 million, or 25.5% of income before income taxes, for the first thirty-nine weeks of fiscal 2026 compared to $14.3 million, or 24.0% of income before income taxes, for the first thirty-nine weeks of fiscal 2025. The increase in the effective tax rate is primarily due to the reason cited in the quarterly comparison.

Previous report

Net income was $53.5 million, or $4.58 per common share basic and $4.55 per common share diluted, for the first thirty-nine weeks of fiscal 2026, compared to $45.4 million, or $3.90 per common share basic and $3.87 per common share diluted, for the first thirty-nine weeks of fiscal 2025.

Previous report

Real Estate Matters

Previous report

In April 2024, the Company executed a 7.5 year lease for approximately 445,000 square feet of warehouse space. The warehouse is located in Huntley, IL near the Elgin Site and is primarily utilized to store finished goods inventory and as a distribution center along with light manufacturing. On January 15, 2026, the Company executed a 10 year lease for the additional warehouse space of approximately 285,000 square feet at the Huntley location.
Reworded paragraphs (37)

Previous wording

Our fiscal year ends on the final Thursday of June each year, and typically consists of fifty-two weeks (four thirteen-week quarters). Additional information on the comparability of the periods presented is as follows:

Current wording

The following discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and the Notes to Consolidated Financial Statements. Our fiscal year ends on the final Thursday of June each year, and typically consists of fifty-two weeks (four thirteen-week quarters). Additional information on the comparability of the periods presented is as follows:

Previous wording

References herein to the third quarter of fiscal 2026 and fiscal 2025 are to the quarters ended March 26, 2026 and March 27, 2025, respectively.

Current wording

References herein to the first quarter of fiscal 2027 and fiscal 2026 are to the quarters ended September 24, 2026 and September 25, 2025, respectively.

Previous wording

Our Long-Range Plan defines our future growth priorities, focused on accelerating our private brand business with key customers in high-growth snacking categories, most notably private brand bars, while expanding branded distribution behind Orchard Valley Harvestand Fisher via insight-driven product and packaging innovation. Execution of this plan is anchored in delivering value-added solutions and high-quality, innovative products based on our extensive industry and consumer expertise. Growth in private brand bars will be supported by capacity expansion and a robust innovation pipeline, with continued focus on nutrition bars. For our branded nut and trail mix business, we are focused on attracting new consumers through product innovation, broader distribution across traditional and alternative channels and expanded purchasing occasions, including club stores and e-commerce. Promotional and advertising investments are being prioritized to drive branded volume growth, supported by an omni-channel strategy across recipe nuts, snack nuts and trail mix. Our Long-Range Plan includes growth through product and packaging innovation and targeted, opportunistic acquisitions. To support these initiatives, beginning in the second quarter of fiscal 2025 and continuing into fiscal 2027, we are making significant capital investments in equipment and infrastructure improvements to expand our production capabilities, improve efficiency and enhance product offerings for our customers.

Current wording

Our Long-Range Plan defines our future growth priorities, focused on accelerating our private brand business with key customers in high-growth snacking categories, most notably private brand bars, while expanding branded distribution behind Orchard Valley Harvestand Fisher through insight-driven product and packaging innovation. Execution of our Long-Range Plan is anchored in delivering value-added solutions and high-quality, innovative products based on our extensive industry and consumer expertise. Growth in private brand bars will be supported by capacity expansion and a robust innovation pipeline aligned with consumer trends, such as protein bars. For our branded nut and trail mix business, we are focused on attracting new consumers through product innovation, broader distribution across traditional and alternative channels and expanded purchasing occasions. Promotional and advertising investments are focused on driving branded growth, supported by an omni-channel strategy across recipe nuts, snack nuts and trail mix. Our Long-Range Plan also includes growth through product and packaging innovation. To support these initiatives, we have made significant capital investments in equipment and infrastructure improvements to expand our production capabilities, improve efficiency and enhance product offerings for our customers.

Previous wording

We continue to face ongoing operational and regulatory challenges, including food safety and compliance requirements, maintaining and expanding our customer base and driving growth across private brand and branded categories. Shifts or declines in consumer demand within a highly competitive snack product environment, combined with macroeconomic uncertainty, could adversely impact our ability to execute our Long-Range Plan.

Current wording

We continue to prioritize maintaining and expanding our customer base and driving growth across private brand and branded categories. Shifts or declines in consumer demand within a highly competitive snack product environment, combined with macroeconomic uncertainty, could challenge our ability to execute our Long-Range Plan.

Previous wording

Additional challenges include, higher food and input costs driven by increasing underlying commodity acquisition costs as well as the actual, potential or threatened U.S. and foreign tariffs on key commodities, raw materials and manufacturing equipment. Ongoing uncertainty around global conflict in the Middle East and interest rates may further impact economic growth and consumer spending resulting in reduced demand for private brand and branded snack products, including snack nuts, trail mix and bars. We also continue to operate amid intense industry competition, potential economic downturns in the markets in which we operate and ongoing supply chain volatility. To stay compliant with recent changes in employment laws across states where we operate and remain competitive in attracting qualified talent, we expect our labor costs to continue to increase.

Current wording

Additional challenges include higher food and input costs driven by increasing underlying commodity acquisition costs, as well as actual, potential or threatened U.S. and foreign tariffs on key commodities, raw materials and manufacturing equipment. Ongoing uncertainty around global conflict in the Middle East may further impact economic growth, the amount that consumers dedicate to snack purchases and cause consumers to prioritize more essential purchases instead of the products we manufacture, process or package. This could have a potential impact on more discretionary categories, such as snack nuts, trail mix and bars. We also continue to operate amid intense industry competition and ongoing supply chain volatility. To stay compliant with recent changes in employment laws across states where we operate and remain competitive in attracting qualified talent, we expect our labor costs to continue to increase.

Previous wording

We continue to face changing marketplace trends that are impacting our categories. Retail prices across snack nuts and trail mix have generally risen due to increased commodity costs and evolving global trade agreements. These higher prices, paired with general economic uncertainty, are causing consumers to purchase fewer snack products. As a result, sales volumes for snack nuts, recipe nuts, trail mix and mainstream bars are declining for the Company and the industry overall. In addition, some of our larger snack food competitors have recently focused on lower prices for certain snack foods which could be a substitute for our products. Many consumers are shifting to private brands, more affordable nuts or bars or choosing snacks outside these categories altogether. Consumers are also shifting to more value-focused retailers, such as mass merchandising retailers and club stores, not all of which we distribute or sell to. Additionally, emerging health and wellness trends, use of GLP-1 drugs and other consumer health priorities may also impact consumers' purchasing behavior, including decreased purchasing of snack foods. In response, we are focusing on our strengths by leveraging our expertise in snack nut and trail mix and bars categories, improving efficiency, innovating in product and packaging and carefully managing trade spending and pricing to support our products.

Current wording

We continue to face changing marketplace trends that impact our categories. Retail prices across snack nuts and trail mix have generally risen due to increased commodity costs and evolving global trade agreements. These higher prices, paired with general economic uncertainty, are causing consumers to purchase fewer snack products. As a result, sales volumes for snack nuts, trail mix and mainstream bars are declining for the Company and the industry overall. Many consumers are shifting to private brands, more affordable nuts or bars or choosing snacks outside these categories altogether. Consumers are also shifting to more value-focused retailers, such as mass merchandising retailers and club stores, not all of which we distribute or sell to. We see emerging health and wellness trends, use of GLP-1 drugs and other consumer health priorities impacting consumers' purchasing behavior. In response, we are focusing on products in our portfolio that we believe address shifting consumer priorities, as well as our strengths by leveraging our expertise in the snack nut, trail mix and bars categories; developing additional on-trend products; improving efficiency; innovating in product and packaging; and carefully managing trade spending and pricing to support our products.

Previous wording

Global supply chain pressures have eased compared to past fiscal years. However, intermittent challenges, delays and extended lead-times still exist for certain raw materials and inputs. Overall packaging and ingredient inflation appears to have moderated during fiscal 2026. However there is still uncertainty within the supply chain from the U.S. government's tariffs policy on imports from foreign countries and corresponding retaliatory tariffs from foreign countries. Any incremental import tariffs will increase the cost of certain raw materials we use in our business, and our financial performance may be adversely impacted if we cannot pass on the cost increases in the form of price increases to our customers. In November 2025, the U.S. government removed tariffs for several food categories, including cocoa and cashews among others, which have no domestic production.

Current wording

Global supply chain pressures have eased compared to past fiscal years. However, intermittent challenges, delays and extended lead-times still exist for certain raw materials and inputs. In fiscal 2027, we anticipate moderate inflation in packaging materials as suppliers pass-through higher raw material inputs; while ingredients inflation reflects category specific supply dynamics. However, there is still uncertainty within the supply chain from the U.S. government's tariffs policy on imports from foreign countries and corresponding retaliatory tariffs from foreign countries. Any incremental import tariffs will increase the cost of certain raw materials we use in our business, and our financial performance may be adversely impacted if we cannot pass on the cost increases in the form of price increases to our customers. We are typically not the importers of record for commodities that we procure from non-U.S. sources. It is uncertain when or if, and in what amount, any eventual tariff refunds our vendors receive may be passed onto us.

Previous wording

Among our most significant ingredient requirements are cocoa products, dried fruits, sweeteners, vegetable oils, rolled oats, flour and dairy. Many of these materials and their associated costs are subject to price fluctuations from several factors, including changing commodity markets, other market conditions, demand for raw materials, weather, growing and harvesting conditions, climate change, energy costs, currency fluctuations, supplier capacities, governmental actions, import and export requirements (including tariffs), ongoing political instability and other factors beyond our control.

Current wording

Among our most significant ingredient requirements are tree nuts (including almonds, pecans, walnuts, cashews, macadamia nuts, pistachios, pine nuts and filberts) and peanuts, cocoa products, dried fruits, sweeteners, vegetable oils, rolled oats, flour, protein and dairy. Many of these materials and their associated costs are subject to price fluctuations from several factors, including changing commodity markets, demand for raw materials, weather, growing and harvesting conditions, climate change, energy costs, currency fluctuations, supplier capacities, governmental actions, import and export requirements (including tariffs), ongoing geopolitical instability and other factors beyond our control.

Previous wording

We focus on remaining agile by identifying risks proactively, modifying inventory and production plans and diversifying our supplier base to mitigate risk of customer order shortages and our supply chain. We continue to proactively manage our business in response to the evolving global economic environment and related uncertainties and intend to take steps to further mitigate impacts to our supply chain as they develop. If unforeseen supply chain pressures emerge or worsen, or we cannot obtain the transportation and labor services needed to obtain raw materials or fulfill customer orders, such shortages and supply chain issues could have an unfavorable impact on net sales and our operations in the remaining quarter of fiscal 2026.

Current wording

We focus on remaining agile by identifying risks proactively, modifying inventory and production plans and diversifying our supplier base to mitigate risk of customer order shortages and supply chain disruptions. We continue to proactively manage our business in response to the evolving global economic environment and related uncertainties and intend to take steps to further mitigate impacts to our supply chain as they develop. If unforeseen supply chain pressures emerge or worsen, or we cannot obtain the transportation and labor services needed to obtain raw materials or fulfill customer orders, such shortages and supply chain issues could have an unfavorable impact on net sales and our operations.

Previous wording

Sales volume, measured as pounds sold to customers, decreased 0.3% compared to the third quarter of fiscal 2025. Sales volume for the first thirty-nine weeks of fiscal 2026 decreased 3.7% compared to the first thirty-nine weeks of fiscal 2025.

Current wording

Sales volume, measured as pounds sold to customers, remained essentially flat compared to the first quarter of fiscal 2026.

Previous wording

Gross profit decreased $2.1 million, and our gross profit margin, as a percentage of net sales, decreased to 19.1% for the third quarter of fiscal 2026, compared to 21.4% for the third quarter of fiscal 2025. Gross profit increased $12.3 million, and our gross profit margin increased to 18.7% from 18.5% for the first thirty-nine weeks of fiscal 2026 compared to the first thirty-nine weeks of fiscal 2025.

Current wording

Gross profit decreased $5.2 million, and our gross profit margin, as a percentage of net sales, decreased to 17.0% for the first quarter of fiscal 2027, compared to 18.1% for the first quarter of fiscal 2026.

Previous wording

The total value of inventories on hand at the end of the third quarter of fiscal 2026 decreased $5.2 million, or 2.0%, compared to the total value of inventories on hand at the end of the third quarter of fiscal 2025.

Current wording

The total value of inventories on hand at the end of the first quarter of fiscal 2027 remained substantially consistent with the total value of inventories on hand at the end of the first quarter of fiscal 2026.

Previous wording

We have seen acquisition costs for most major nut types, except for walnuts and peanuts, increase in the 2025 crop year (which falls into our current 2026 fiscal year). We completed procurement of inshell walnuts during the first half of fiscal 2026 and the final total payments due to our walnut growers were determined in the current quarter. The final prices paid, and remaining to be paid to the walnut growers, were based upon current market prices and other factors, such as crop size and export demand. A large majority of payments to walnut growers were completed in the third quarter of fiscal 2026. Remaining amounts to be paid to walnut growers as of March 26, 2026 are final and are not subject to revision. We decreased our walnut grower liability by approximately $2.8 million during the third quarter of fiscal 2026, as the final payments due to walnut growers are slightly less than the amounts estimated at the end of the second quarter. This decrease is insignificant compared to our total inshell walnut procurement costs for the year, and the portion of the adjustment to cost of sales was immaterial to our results of operations.

Current wording

We expect acquisition costs for almonds, walnuts, peanuts, pistachios and resin to increase for the 2026 crop year (which falls into our current 2027 fiscal year). While we began to procure inshell walnuts during the first quarter of fiscal 2027, the total payments due to our walnut growers will not be determined until the second and/or third quarters of fiscal 2027. We will determine the final prices to be paid to the walnut growers based upon current market prices and other factors such as crop size and export demand. We have estimated the liability to our walnut growers and our walnut inventory costs using currently available information. Any difference between our estimated liability and the actual payments will be determined during the second and/or third quarters of fiscal 2027, and will be recognized in our financial results at that time.

Previous wording

In the third quarter of fiscal 2026, our net sales increased 8.0% to $281.8 million, compared to net sales of $260.9 million for the third quarter of fiscal 2025. The net sales increase was primarily driven by an 8.3% increase in weighted average selling price per pound, which was primarily due to pricing actions taken in response to higher commodity acquisition costs for all major tree nuts and peanuts as well as a shift in product mix toward higher priced items in the current quarter. Sales volume, which is defined as pounds sold to customers, remained essentially flat. Sales volume declined for substantially all major product types in the third quarter but increased for walnuts, pecans and mixed nuts.

Current wording

In the first quarter of fiscal 2027, net sales decreased 3.5% to $288.1 million, compared to net sales of $298.7 million for the first quarter of fiscal 2026. The decrease was primarily driven by a 3.6% decrease in weighted average selling price per pound, primarily due to a shift in product mix toward lower priced items and lower selling prices for walnuts, trail and snack mix products and peanuts resulting from lower commodity acquisition costs. These decreases were partially offset by higher selling prices for pecans and almonds due to higher commodity acquisition costs. Sales volume, which is defined as pounds sold to customers, remained essentially flat. Sales volume decreased for all major product types, except for peanuts, walnuts and pecans, all of which experienced volume growth in the quarter.

Previous wording

Sales of branded products were approximately 13% of total consumer sales for both the third quarter of fiscal 2026 and fiscal 2025. Fisher branded products were approximately 53% and 56% of branded sales during the third quarter of fiscal 2026 and fiscal 2025, respectively, with Orchard Valley Harvest and Southern Style Nuts branded products accounting for the majority of the remaining branded product sales.

Current wording

Sales of branded products were approximately 14% of total consumer sales for both the first quarter of fiscal 2027 and fiscal 2026. Fisher branded products were approximately 73% and 67% of branded sales during the first quarter of fiscal 2027 and fiscal 2026, respectively, with Orchard Valley Harvest branded products accounting for the majority of the remaining branded product sales.

Previous wording

Net sales in the commercial ingredients distribution channel increased $3.6 million, or 14.6%, and sales volume increased by 14.3% in the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. The sales volume increase was due to higher food services sales at existing customers and sales to two new customers. Increased sales of peanut crushing stock also contributed to the overall growth.

Current wording

Net sales in the commercial ingredients distribution channel decreased $0.2 million, or 0.7%, and sales volume increased by 3.7% in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026. The sales volume increase was due to increased sales of peanut crushing stock to peanut oil processors. Foodservice sales increased modestly due to new business, customer growth and favorable order timing. These increases were partially offset by lower Industrial sales resulting from planned business exits, lower customer demand and unfavorable order timing.

Previous wording

In the first thirty-nine weeks of fiscal 2026, net sales in the contract manufacturing distribution channel increased $5.1 million, or 7.9%, and sales volume decreased 1.0% compared to the same period of fiscal 2025. The sales volume decrease was due to decreased granola sales volume and lower peanut butter sales volume to a major customer. This was largely offset by increased snack nut sales cited in the quarterly comparison.

Current wording

Net sales in the contract manufacturing distribution channel decreased $0.7 million, or 2.7%, and sales volume increased 41.3% in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026. The increase in sales volume was driven by increased snack nut sales to an existing customer. A granola sales volume opportunity in the prior year did not repeat which partially offset this sales volume increase.

Previous wording

Gross profit decreased $2.1 million, or 3.8%, to $53.8 million for the third quarter of fiscal 2026, compared to $55.9 million for the third quarter of fiscal 2025. The decrease in gross profit was primarily due to significantly lower inventory valuation adjustments compared to the third quarter of fiscal 2025, which was partially offset by higher net sales. Our gross profit margin, as a percentage of net sales, decreased to 19.1% for the third quarter of fiscal 2026 compared to 21.4% for the third quarter of fiscal 2025, mainly due to the factors mentioned previously.

Current wording

Gross profit decreased $5.2 million, or 9.6%, to $48.9 million for the first quarter of fiscal 2027, compared to $54.1 million for the first quarter of fiscal 2026. The decrease in gross profit was primarily due to competitive pricing pressure and timing of pricing actions for peanuts, bars and snack and trail mix products. Additionally, manufacturing expenses increased due to higher freight, equipment repairs and maintenance and rent costs compared to the first quarter of fiscal 2026. Our gross profit margin, as a percentage of net sales, decreased to 17.0% for the first quarter of fiscal 2027 compared to 18.1% for the first quarter of fiscal 2026, mainly due to the factors mentioned previously and an unfavorable shift in product mix.

Previous wording

Total operating expenses for the third quarter of fiscal 2026 increased $2.3 million, or 8.3%, to $30.0 million. Operating expenses were 10.6% of net sales for both the third quarter of fiscal 2026 and fiscal 2025.

Current wording

Total operating expenses for the first quarter of fiscal 2027 increased $2.5 million, or 9.2%, to $29.6 million. Operating expenses were 10.3% of net sales for the first quarter of fiscal 2027 and 9.1% of net sales for the first quarter of fiscal 2026.

Previous wording

Selling expenses for the third quarter of fiscal 2026 were $19.3 million, an increase of $0.6 million, or 3.4%, from the third quarter of fiscal 2025. The increase was driven by a $1.5 million increase in incentive compensation expense and $0.3 million increase in commissions expense. These increases were largely offset by a $0.6 million decrease in rent expense and a $0.5 million decrease in salary expenses.

Current wording

Selling expenses for the first quarter of fiscal 2027 were $19.5 million, an increase of $1.6 million, or 8.9%, from the first quarter of fiscal 2026. The increase was driven by a $0.6 million increase in freight expense, a $0.5 million increase in rent expense and a $0.4 million increase in salary expenses.

Previous wording

Due to the factors discussed above, income from operations was $23.8 million, or 8.4% of net sales, for the third quarter of fiscal 2026, compared to $28.2 million, or 10.8% of net sales, for the third quarter of fiscal 2025.

Current wording

Due to the factors discussed above, income from operations was $19.3 million, or 6.7% of net sales, for the first quarter of fiscal 2027, compared to $27.0 million, or 9.0% of net sales, for the first quarter of fiscal 2026.

Previous wording

Interest expense was $0.5 million for the third quarter of fiscal 2026, compared to $1.1 million for the third quarter of fiscal 2025 due to lower average line of credit debt levels.

Current wording

Interest expense was $0.7 million for the first quarter of fiscal 2027, compared to $1.0 million for the first quarter of fiscal 2026 due to lower average revolving borrowings under the credit agreement.

Previous wording

Net rental and miscellaneous expense was $0.6 million for both the third quarter of fiscal 2026 and fiscal 2025.

Current wording

Net rental and miscellaneous expense was $0.7 million for the first quarter of fiscal 2027 and $0.6 million for the first quarter of fiscal 2026.

Previous wording

Pension expense (excluding service costs) was $0.4 million for both the third quarter of fiscal 2026 and fiscal 2025.

Current wording

Pension expense (excluding service costs) was $0.4 million for both the first quarter of fiscal 2027 and fiscal 2026.

Previous wording

Income tax expense was $5.4 million, or 24.4% of income before income taxes, for the third quarter of fiscal 2026, compared to $6.0 million, or 22.9% of income before income taxes, for the third quarter of fiscal 2025. The increase in the effective tax rate is primarily due to an increase in the disallowed deduction related to officer compensation.

Current wording

Income tax expense was $4.4 million, or 25.1% of income before income taxes, for the first quarter of fiscal 2027, compared to $6.3 million, or 25.3% of income before income taxes, for the first quarter of fiscal 2026.

Previous wording

Net income was $16.8 million, or $1.44 per common share basic and $1.43 per common share diluted, for the third quarter of fiscal 2026, compared to $20.2 million, or $1.73 per common share basic and $1.72 per common share diluted, for the third quarter of fiscal 2025.

Current wording

Net income was $13.2 million, or $1.12 per common share basic and $1.11 per common share diluted, for the first quarter of fiscal 2027, compared to $18.7 million, or $1.60 per common share basic and $1.59 per common share diluted, for the first quarter of fiscal 2026.

Previous wording

The primary uses of cash are to fund our current operations, fulfill contractual obligations, pursue our Long-Range Plan through growing our branded and private brand nut and bar businesses, consummate and integrate business acquisitions, return cash to our stockholders through dividends, repay indebtedness and pay amounts owed under the Retirement Plan. Also, various uncertainties, including cost uncertainties, could result in additional or unexpected uses of cash. The primary sources of cash are results of operations and availability under our Credit Facility. Beginning in fiscal 2025 and continuing into fiscal 2027, we will invest approximately $90.0 million in capital expenditures and related expenses, excluding any applicable tariffs, to acquire and install equipment, and make related infrastructure improvements to expand our production capabilities, increase our efficiency and further enhance our product offerings to our customers. Approximately half of these expenditures are payable to equipment vendors located in Europe, and most of those payments will be denominated in foreign currency. Due to the potential for unfavorable changes in foreign currency exchange rates, the ultimate cost of such equipment purchases could increase. In fiscal 2025, we obtained an equipment loan to finance a portion of this capital investment and intend to fund the remainder with borrowings under our Credit Facility or with available cash generated from our operations. We anticipate that expected net cash flow generated from operations and amounts available pursuant to the Credit Facility and the Equipment Loan (as defined below) will be sufficient to fund our operations and capital expenditures for the next twelve months. Our available credit under our Credit Facility has allowed us to reinvest in the Company through capital expenditures, develop new products, pay cash dividends, consummate strategic investments and business acquisitions and explore other growth strategies outlined in our Long-Range Plan.

Current wording

The primary uses of cash are to fund our current operations, fulfill contractual obligations, pursue our Long-Range Plan through growing our branded and private brand nut and bar businesses, consummate and integrate business acquisitions, return cash to our stockholders through dividends, repay indebtedness and pay amounts owed under our Supplemental Employee Retirement Plan (“SERP”). Also, various uncertainties, including cost uncertainties and tariff payments, could result in additional or unexpected uses of cash. The primary sources of cash are results of operations and availability under our Credit Facility. Beginning in fiscal 2025 and continuing into fiscal 2027, we will invest approximately $90.0 million in capital expenditures and related expenses, excluding any applicable tariffs, to acquire and install equipment, and make related infrastructure improvements to expand our production capabilities, increase our efficiency and further enhance our product offerings to our customers. In fiscal 2025, we obtained an equipment loan to finance a portion of this capital investment and have funded the remainder with borrowings under our Credit Facility or with available cash generated from our operations. Additionally, there is a potential for incremental fixed costs we could incur until this new equipment reaches its production capacity. We anticipate that expected net cash flow generated from operations and amounts available pursuant to the Credit Facility and the Equipment Loan (as defined below) will be sufficient to fund our operations and capital expenditures for the next twelve months. Our available credit under our Credit Facility has allowed us to reinvest in the Company through capital expenditures, develop new products, pay cash dividends, consummate strategic investments and business acquisitions and explore other growth strategies outlined in our Long-Range Plan.

Previous wording

The following table sets forth certain cash flow information for the first three quarters of 2026 and 2025, respectively (dollars in thousands):

Current wording

The following table sets forth certain cash flow information for the first quarter of 2027 and 2026, respectively (dollars in thousands):

Previous wording

Operating Activities Net cash provided by operating activities was $94.8 million for the first thirty-nine weeks of fiscal 2026 compared to cash used of $6.0 million for the comparative period of fiscal 2025. The increase in operating cash flow was primarily due to changes in working capital, primarily decreased inventory and increased accrued expenses, and a higher net income.

Current wording

Operating Activities Net cash provided by operating activities was $10.6 million for the first quarter of fiscal 2027, compared to $32.1 million for the comparative period of fiscal 2026. The decrease in operating cash flow was primarily due to changes in working capital, through changes in inventory and a decrease in accrued expenses, and lower net income.

Previous wording

Total inventories were $252.6 million at March 26, 2026, a decrease of $2.0 million, or 0.8%, from the inventory balance at June 26, 2025, and a decrease of $5.2 million, or 2.0%, from the inventory balance at March 27, 2025. The decrease in inventories at March 26, 2026 compared to June 26, 2025 was due primarily to lower on-hand quantities of bars, partially offset by higher commodity acquisition costs for pecans and higher on-hand quantities of pecans and peanuts. The decrease in inventories at March 26, 2026 compared to March 27, 2025 was due primarily to lower acquisition costs for walnuts and peanuts, as well as lower on-hand quantities of pecans, walnuts and almonds. These decreases were partially offset by the impact of higher pecan acquisition costs and increased on-hand quantities of peanuts.

Current wording

Total inventories were $235.1 million at September 24, 2026, a decrease of $10.7 million, or 4.4%, from the inventory balance at June 25, 2026, and relatively consistent with the inventory balance at September 25, 2025. The decrease in inventories at September 24, 2026 compared to June 25, 2026 was due primarily to lower on hand quantities of pecans and almonds, partially offset by higher commodity acquisition costs for almonds and higher on hand quantities of peanuts (both inshell and meats).

Previous wording

Raw nut and dried fruit input stocks, some of which are classified as work-in-process, decreased 10.5 million pounds, or 15.3%, at March 26, 2026 compared to March 27, 2025 due to lower quantities of pecans, walnuts and almonds on hand. This reduction was offset partially by higher quantities of peanuts on hand. The weighted average cost per pound of raw nut input stocks on hand at the end of the third quarter of fiscal 2026 increased 10.5% compared to the end of the third quarter of fiscal 2025, primarily due to higher acquisition costs for pecans and almonds, partially offset by lower acquisition cost of walnuts and peanuts.

Current wording

Raw nut and dried fruit input stocks, some of which are classified as work-in-process, increased 12.2 million pounds, or 40.3%, at September 24, 2026 compared to September 25, 2025 due to higher quantities of peanuts and walnuts on hand. This increase was partially offset by lower quantities of pecans on hand. The weighted average cost per pound of raw nut input stocks on hand at the end of the first quarter of fiscal 2027 decreased 20.6% compared to the end of the first quarter of fiscal 2026, primarily due to higher on hand quantities of peanuts (both inshell and meats) purchased at lower costs, partially offset by higher acquisition cost of pecans and almonds.

Previous wording

Investing Activities Cash used in investing activities was $67.5 million during the first thirty-nine weeks of fiscal 2026, compared to $37.3 million for the same period last year. Capital asset purchases were $69.0 million during the first thirty-nine weeks of fiscal 2026, compared to $37.2 million for the first thirty-nine weeks of fiscal 2025. Slightly offsetting the fiscal 2026 cash outflows for capital asset purchases was $1.1 million of net life insurance proceeds received from existing life insurance contracts and $0.5 million received on sale of non-core equipment. We expect total capital expenditures for equipment purchases and upgrades for fiscal 2026 to be approximately $95.0 million based on current foreign currency exchange rates and tariff expectations. This includes substantially all capital expenditures needed for the planned purchase of equipment to expand our production capabilities and related infrastructure improvements as described above, facility maintenance, food safety enhancements and expansion needs for our bars business. We expect to fund these capital purchases through a combination of borrowings under our existing Credit Facility, use of available cash from our operations and an equipment loan financing arrangement obtained in fiscal 2025. Absent any additional material acquisitions or other significant investments, we believe that cash on hand, combined with cash provided by operations, borrowings available under the Credit Facility and our equipment loan financing, will be sufficient to meet the cash requirements for planned capital expenditures.

Current wording

Investing Activities Cash used in investing activities was $8.7 million during the first quarter of fiscal 2027, compared to $24.9 million for the same period last year. Capital asset purchases were $8.7 million during the first quarter of fiscal 2027, compared to $24.9 million in the first quarter of fiscal 2026. We expect total capital expenditures for equipment purchases and upgrades for fiscal 2027 to be approximately $48.0 million. This includes all capital expenditures needed to complete the purchase and installation of equipment to expand our bar production capabilities, as well as ongoing facility maintenance, food safety enhancements and other expansion needs for our business. We expect to fund these capital purchases through a combination of borrowings under our existing Credit Facility, use of available cash from our operations and the Equipment Loan. Absent any additional material acquisitions or other significant investments, we believe that cash on hand, combined with cash provided by operations, borrowings available under the Credit Facility and the Equipment Loan, will be sufficient to meet the cash requirements for planned capital expenditures.

Previous wording

Financing Activities Cash used in financing activities was $26.6 million during the first thirty-nine weeks of fiscal 2026, compared to cash provided of $44.1 million for the same period last year. Net repayments under our Credit Facility were $26.4 million during the first thirty-nine weeks of fiscal 2026, compared to net borrowings of $69.2 million for the first thirty-nine weeks of fiscal 2025. Equipment loan proceeds received were $29.7 million in the first thirty-nine weeks of fiscal 2026. Dividends paid in the first thirty-nine weeks of fiscal 2026 were approximately $4.8 million more than dividends paid in the same period last year.

Current wording

Financing Activities Cash used in financing activities was $1.0 million during the first quarter of fiscal 2027, compared to $7.1 million for the same period last year. Net borrowings under our Credit Facility were $22.4 million for the first quarter of fiscal 2027, compared to net repayments of $6.5 million for the first quarter of fiscal 2026. Equipment loan proceeds received were $16.9 million in the first quarter of fiscal 2026. Dividends paid in the first quarter of fiscal 2027 were approximately $5.9 million more than dividends paid in the same period last year.

Previous wording

At March 26, 2026, the weighted average interest rate for the Credit Facility was 5.6%. The terms of the Credit Facility contain covenants that, among other things, require us to restrict investments, indebtedness, acquisitions and certain sales of assets and limit annual cash dividends or distributions, transactions with affiliates, redemptions of capital stock and prepayment and refinancing of indebtedness (if such prepayment or refinancing, among other things, is of indebtedness under the equipment loan or of a subordinate debt). If loan availability under the borrowing base calculation falls below $25.0 million, we will be required to maintain a specified fixed charge coverage ratio, tested on a monthly basis, until loan availability equals or exceeds $25.0 million for three consecutive months. All cash received from customers is required to be applied against the Credit Facility. The lenders under the Credit Facility have the option to accelerate and demand immediate repayment of our obligations under the Credit Facility in the event of default on the payments required under the Credit Facility, a change in control in the ownership of the Company, non-compliance with the financial covenant or upon the occurrence of other defaults by us under the Credit Facility. As of March 26, 2026, we were in compliance with all covenants under the Credit Facility and we currently expect to be in compliance with the financial covenant in the Credit Facility for the foreseeable future. At March 26, 2026, we had $113.6 million of available credit under the Credit Facility. If this entire amount were borrowed at March 26, 2026, we would still be in compliance with all restrictive covenants under the Credit Facility.

Current wording

At September 24, 2026, the weighted average interest rate for the Credit Facility was 5.6%. The terms of the Credit Facility contain covenants that, among other things, require us to restrict investments, indebtedness, acquisitions and certain sales of assets and limit annual cash dividends or distributions, transactions with affiliates, redemptions of capital stock and prepayment and refinancing of indebtedness (if such prepayment or refinancing, among other things, is of indebtedness under the equipment loan or of a subordinate debt). If loan availability under the borrowing base calculation falls below $25.0 million, we will be required to maintain a specified fixed charge coverage ratio, tested on a monthly basis, until loan availability equals or exceeds $25.0 million for three consecutive months. All cash received from customers is required to be applied against the Credit Facility. The lenders under the Credit Facility have the option to accelerate and demand immediate repayment of our obligations under the Credit Facility in the event of default on the payments required under the Credit Facility, a change in control in the ownership of the Company, non-compliance with the financial covenant or upon the occurrence of other events of default by us under the Credit Facility. As of September 24, 2026, we were in compliance with all covenants under the Credit Facility and we currently expect to be in compliance with the financial covenant in the Credit Facility for the foreseeable future. At September 24, 2026, we had $88.3 million of available credit under the Credit Facility. If this entire amount were borrowed at September 24, 2026, we would still be in compliance with all restrictive covenants under the Credit Facility.

Previous wording

In September 2006, we sold our Selma, Texas properties (the “Selma Properties”) to two related party partnerships for $14.3 million and are leasing them back. The selling price was determined by an independent appraiser to be the fair market value which also approximated our carrying value. The lease for the Selma Properties has a ten-year term at a fair market value rent with three five-year renewal options. In September 2015, we exercised two of the five-year renewal options which extended the lease term to September 2026 and the base monthly lease amount increased to approximately $114,000. On December 30, 2025 we exercised the final remaining five-year renewal option which extended the lease term to September 2031. The base monthly lease payment will increase to approximately $121,000 beginning in October 2026. Also, we have an option to purchase the Selma Properties from the owner at 95% (100% in certain circumstances) of the then fair market value, but not less than the original $14.3 million purchase price. The provisions of the arrangement are not eligible for sale-leaseback accounting and the $14.3 million was recorded as a debt obligation. No gain or loss was recorded on the Selma Properties transaction. As of March 26, 2026, $5.8 million of the debt obligation was outstanding.

Current wording

In September 2006, we sold our Selma, Texas properties (the “Selma Properties”) to two related party partnerships for $14.3 million and are leasing them back. The selling price was determined by an independent appraiser to be the fair market value which also approximated our carrying value. The lease for the Selma Properties has a ten-year term at a fair market value rent with three five-year renewal options. In September 2015, we exercised two of the five-year renewal options which extended the lease term to September 2026 and the base monthly lease amount increased to approximately $114,000. On December 30, 2025 we exercised the final remaining five-year renewal option which extended the lease term to September 2031. The base monthly lease payment increased to approximately $121,000 beginning in September 2026. Also, we have an option to purchase the Selma Properties from the owner at 95% (100% in certain circumstances) of the then fair market value, but not less than the original $14.3 million purchase price. The provisions of the arrangement are not eligible for sale-leaseback accounting and the $14.3 million was recorded as a debt obligation. No gain or loss was recorded on the Selma Properties transaction. As of September 24, 2026, $5.4 million of the debt obligation was outstanding.

Previous wording

On June 16, 2025, the Company entered into a financing agreement with Wells Fargo Bank, N.A. which allows the Company to finance up to $50.0 million for the purchase of equipment to further expand our production capabilities, increase our efficiency and further enhance our product offerings to our customers (the “Equipment Loan”). The Equipment Loan is provided under a master loan agreement and related equipment schedule(s) and is secured under a Security Agreement that provides for a first priority lien on all equipment and a second priority lien on our accounts receivable and inventory. The Company will be required to make sixty equal monthly payments comprised of principal and interest starting upon distribution of the final loan proceeds which is expected to occur in the first half of fiscal 2027. The fixed interest rate (SOFR plus an applicable margin of 1.49%) will be calculated at that point in time as well. The Equipment Loan contains a graded prepayment penalty if the loan is paid off within 36 months of commencement. The Company will make monthly interest-only payments of SOFR plus an applicable margin of 1.60% prior to the delivery and acceptance of the equipment and distribution of the final loan proceeds, which will be capitalized as part of the equipment acquisition cost. As of March 26, 2026, $38.9 million of the debt obligation under the Equipment Loan was outstanding.

Current wording

On June 16, 2025, the Company entered into a financing agreement with Wells Fargo Bank, N.A. which allows the Company to finance up to $50.0 million for the purchase of equipment to further expand our production capabilities, increase our efficiency and further enhance our product offerings to our customers (the “Equipment Loan”). The Equipment Loan is provided under a master loan agreement and related equipment schedule(s) and is secured under a Security Agreement that provides for a first priority lien on all equipment and a second priority lien on our accounts receivable and inventory. The Company will be required to make sixty equal monthly payments comprised of principal and interest starting upon distribution of the final loan proceeds which is expected to occur in the second quarter of fiscal 2027. The fixed interest rate (SOFR plus an applicable margin of 1.49%) will be calculated at that point in time as well. The Equipment Loan contains a graded prepayment penalty if the loan is paid off within 36 months of commencement. The Company will make monthly interest-only payments of SOFR plus an applicable margin of 1.60% prior to the delivery and acceptance of the equipment and distribution of the final loan proceeds, which will be capitalized as part of the equipment acquisition cost. As of September 24, 2026, $44.3 million of the debt obligation under the Equipment Loan was outstanding.

Previous wording

Refer to Note 14 – “Recent Accounting Pronouncements and Tax Legislation” of the Notes to Consolidated Financial Statements, contained in Part I, Item 1 of this form 10-Q, for a discussion of recently issued and adopted accounting pronouncements.

Current wording

Refer to Note 14 – “Recent Accounting Pronouncements” of the Notes to Consolidated Financial Statements, contained in Part I, Item 1 of this form 10-Q, for a discussion of recently issued and adopted accounting pronouncements.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

The following discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and the Notes to Consolidated Financial Statements.

Previous report — wording carried elsewhere

The following table shows a comparison of net sales by distribution channel (dollars in thousands):

Previous report — wording carried elsewhere

Sales of branded products were approximately 16% and 17% of total consumer sales during the first thirty-nine weeks of fiscal 2026 and fiscal 2025, respectively. Fisher branded products were approximately 68% and 63% of branded sales during the first thirty-nine weeks of fiscal 2026 and fiscal 2025, respectively, with Orchard Valley Harvest and Southern Style Nuts branded products accounting for the majority of the remaining branded product sales.