GENERAL MILLS INC

NOTE 6. GOODWILL AND OTHER INTANGIBLE ASSETS

The components of goodwill and other intangible assets are as follows:

Based on the carrying value of finite-lived intangible assets as of May 31, 2026, amortization expense for each of the next five fiscal

years is estimated to be approximately$19 million.

The changes in the carrying amount of goodwill for fiscal 2024,2025, and 2026 are as follows:

The changes in the carrying amount of other intangible assets for fiscal 2024,2025, and 2026 are as follows:

Our annual goodwill and indefinite-lived intangible assets impairment test was performed on the first day of the second quarter of

fiscal 2026. As a result of lower future sales and profitability projections for the business supporting our Uncle Toby’s brand

intangible asset, we determined that the fair value of the brand intangible asset no longer exceeded its carrying value and recorded a

$52.9 million non-cash impairment charge.

In addition, we identified a triggering event due to a sustained decline in market capitalization and stock price in the fourth quarter of

fiscal 2026 reflecting heightened macroeconomic uncertainty and lower market multiples in our industry, which caused a related

increase in our discount rates and required an interim impairment assessment. We performed the interim impairment assessment of our

goodwill and other intangible assets as of May 31, 2026, and determined that the fair values of our North America Pet reporting unit

and our Nudges and True Chews brand intangible assets no longer exceeded the carrying values of the respective assets, primarily

driven by an increase in the discount rates. As a result, we recorded$1,750.0 million of non-cash impairment charges, of which

$1,500.0 million related to the North America Pet reporting unit goodwill and$250.0 million related to the brand intangible assets, all

of which are included within our North America Pet segment. The $1,500.0 million goodwill impairment charge is not deductible for

tax purposes.

We recorded these impairment charges in restructuring, transformation, impairment and other exit costs in our Consolidated

Statements of (Loss) Earnings. Our estimates of the fair values were determined based on discounted cash flow models using inputs

which included our long-range cash flow projections for the businesses, royalty rates, discount rates, and tax rates. These fair values

are Level 3 assets in the fair value hierarchy.

During the fourth quarter of fiscal 2026, we also reclassified the Yokiand Kitano brand intangible assets as assets held for sale. See

Note 3 for additional information.

In addition, while having significant coverage as of our May 31, 2026 assessment date, the Blue Buffalo brand intangible asset hadrisk

of decreasing coveragedue to the increase in our discount rates. The Progresso brand intangible asset also had risk of decreasing

coverage. We will continue to monitor applicable businesses for potential impairment. All other reporting unit and intangible asset fair

values were substantially in excess of the carrying values.

NOTE 7. LEASES

Our lease portfolio primarily consists of operating lease arrangements for certain warehouse and distribution space, office space, retail

shops, production facilities, rail cars, production and distribution equipment, automobiles, and office equipment. Our lease costs

associated with finance leases and sale-leaseback transactions and our lease income associated with lessor and sublease arrangements

are not material to our Consolidated Financial Statements.

Components of our lease cost are as follows:

Maturities of our operating and finance lease obligations by fiscal year are as follows:

The lease payments presented in the table above exclude$95.5 million of minimum lease payments for operating leases we have

committed to but have not yet commenced as of May 31, 2026.

The weighted-average remaining lease term and weighted-average discount rate for our operating leases are as follows:

In addition, we had$12.3 million of right of use assets and$12.3 million of related lease liabilities classified as held for sale as of

May 31, 2026.

Supplemental operating cash flow information and non-cash activity related to our operating leases, including those classified as held-

for-sale, are as follows:

NOTE 8. FINANCIAL INSTRUMENTS, RISK MANAGEMENT ACTIVITIES, AND FAIR VALUES

FINANCIAL INSTRUMENTS

The carrying values of cash and cash equivalents, receivables, accounts payable, other current liabilities, and notes payable

approximate fair value. Marketable securities are carried at fair value. As of May 31, 2026, and May 25, 2025, a comparison of cost

and market values of our marketable debt and equity securities is as follows:

There wereno realized gains or losses from sales of marketable securities in fiscal 2026 and 2025. Gains and losses are determined by

specific identification.

Classification of marketable securities as current or noncurrent is dependent upon our intended holding period and the security’s

maturity date. The aggregate unrealized gains and losses on available for sale debt securities, net of tax effects, are classified in AOCI

within stockholders’ equity.

Scheduled maturities of our marketable securities are as follows:

As of May 31, 2026, we had$2.3 million of marketable debt securities pledged as collateral for derivative contracts.

RISK MANAGEMENT ACTIVITIES

As a part of our ongoing operations, we are exposed to market risks such as changes in interest and foreign currency exchange rates

and commodity and equity prices. To manage these risks, we may enter into various derivative transactions (e.g., futures, options, and

swaps) pursuant to our established policies.

COMMODITY PRICE RISK

Many commodities we use in the production and distribution of our products are exposed to market price risks. We utilize derivatives

to manage price risk for our principal ingredients and energy costs, including grains (oats, wheat, and corn), oils (principally soybean),

natural gas, and diesel fuel. Our primary objective when entering into these derivative contracts is to achieve certainty with regard to

the future price of commodities purchased for use in our supply chain. We manage our exposures through a combination of purchase

orders, long-term contracts with suppliers, exchange-traded futures and options, and over-the-counter options and swaps. We offset

our exposures based on current and projected market conditions and generally seek to acquire the inputs at as close as possible to or

below our planned cost.

We use derivatives to manage our exposure to changes in commodity prices. We do not perform the assessments required to achieve

hedge accounting for commodity derivative positions. Accordingly, the changes in the values of these derivatives are recorded

currently in cost of sales in our Consolidated Statements of (Loss) Earnings.

Although we do not meet the criteria for cash flow hedge accounting, we believe that these instruments are effective in achieving our

objective of providing certainty in the future price of commodities purchased for use in our supply chain. Accordingly, for purposes of

measuring segment operating performance these gains and losses are reported in unallocated corporate items outside of segment

operating results until such time that the exposure we are managing affects earnings. At that time we reclassify the gain or loss from

unallocated corporate items to segment operating profit, allowing our operating segments to realize the economic effects of the

derivative without experiencing any resulting mark-to-market volatility, which remains in unallocated corporate items.

Unallocated corporate items for fiscal 2026,2025, and 2024 included:

As of May 31, 2026, the net notional value of commodity derivatives was$126.0 million, of which$48.2 million related to

agricultural inputs and$77.8 million related to energy inputs. As of May 25, 2025, the net notional value of commodity derivatives

was$227.1 million, of which$134.6 million related to agricultural inputs and$92.5 million related to energy inputs. These contracts

relate to inputs that generally will be utilized within the next 12 months.

INTEREST RATE RISK

We are exposed to interest rate volatility with regard to future issuances of fixed-rate debt, existing fixed-rate debt with interest rate

reset features, and existing and future issuances of floating-rate debt. Primary exposures include U.S. Treasury rates, Secured

Overnight Financing Rate (SOFR), European Interbank Offered Rate (Euribor), the Euro mid-market swap rate, and commercial paper

rates in the United States and Europe. We use interest rate swaps, forward-starting interest rate swaps, and treasury locks to hedge our

exposure to interest rate changes, to reduce the volatility of our financing costs, and to achieve a desired proportion of fixed-rate

versus floating-rate debt, based on current and projected market conditions. Generally under these swaps, we agree with a counterparty

to exchange the difference between fixed-rate and floating-rate interest amounts based on an agreed upon notional principal amount.

Floating Interest Rate Exposures — Floating-to-fixed interest rate swaps are accounted for as cash flow hedges, as are all hedges of

forecasted issuances of debt. Effectiveness is assessed based on either the perfectly effective hypothetical derivative method or

changes in the present value of interest payments on the underlying debt. Effective gains and losses deferred to AOCI are reclassified

into earnings over the life of the associated debt.

Fixed Interest Rate Exposures — Fixed-to-floating interest rate swaps are accounted for as fair value hedges with effectiveness

assessed based on changes in the fair value of the underlying debt and derivatives, using incremental borrowing rates currently

available on loans with similar terms and maturities.

During the fourth quarter of fiscal 2025, we entered into a€750.0 million notional amount interest rate swap to convert our€750.0

million fixed-rate senior notes due April 17, 2032, to a floating rate.

During the second quarter of fiscal 2025, in advance of planned debt financing, we entered into$350.0 million of treasury locks. The

treasury locks were terminated during the second quarter of fiscal 2025, in conjunction with the Company’s issuance of$750.0 million

of fixed-rate senior notes due January 30, 2035. Upon termination, a gain of$0.1 million was recognized in AOCI and will be

amortized through interest expense over the respective term of the debt.

During the second quarter of fiscal 2025, we entered into a$750.0 million notional amount interest rate swap to convert our$750.0

million of fixed-rate senior notes due January 30, 2030, to a floating rate.

During the second quarter of fiscal 2025, our$500.0 million notional amount interest rate swap to convert our$500.0 million of fixed-

rate senior notes due November 18, 2025, to a floating rate was called by the counterparty prior to the maturity date. The previously

existing swap was designated as a fair value hedge, and concurrent with the swap being called, we ceased recording market value

adjustments to the associated hedged debt.

As of May 31, 2026, the pre-tax amount of cash-settled interest rate hedge activity remaining in AOCI was a$13.2 million pre-tax

loss. This will be reclassified to earnings over the remaining term of the related underlying debt. The amount expected to be

reclassified from AOCI to net interest in fiscal 2027 is a$1.5 million pre-taxloss.

The notional amounts of our interest rate derivatives, with maturity dates ranging from January 2030 through April 2032, were as

follows:

FOREIGN EXCHANGE RISK

Foreign currency fluctuations affect our net investments in foreign subsidiaries and foreign currency cash flows related to third party

purchases, intercompany loans, product shipments, and foreign-denominated debt. We are also exposed to the translation of foreign

currency earnings to the U.S. dollar. Our principal exposures are to the Australian dollar, Brazilian real, British pound sterling,

Canadian dollar, Chinese renminbi, euro, Japanese yen, Mexican peso, and Swiss franc. We primarily use foreign currency forward

contracts to selectively hedge our foreign currency cash flow exposures. We also generally swap our nonfunctional currency

intercompany loans back to U.S. dollars or the functional currency of the entity with foreign exchange exposure. The gains or losses

on these derivatives offset the foreign currency revaluation gains or losses recorded in earnings on the associated borrowings. We

generally do not hedge more than 18 months in advance.

The net notional value of foreign exchange derivatives were as follows:

We also have net investments in foreign subsidiaries that are denominated in euros. We hedged a portion of these net investments by

issuing euro-denominated commercial paper and foreign exchange forward contracts. A portion of these net investments are hedged

with euro-denominated bonds as follows:

As of May 31, 2026, we had deferred net foreign currency transaction losses of$218.7 million in AOCI associated with net

investment hedging activity.

EQUITY INSTRUMENTS

Equity price movements affect our compensation expense as certain investments made by our employees in our deferred compensation

plan are revalued. We use equity swaps to manage this risk. The net notional amount of our equity swap contracts, with maturity dates

ranging from November 2026 through April 2027, were as follows:

FAIR VALUE MEASUREMENTS AND FINANCIAL STATEMENT PRESENTATION

The fair values of our assets, liabilities, and derivative positions recorded at fair value and their respective levels in the fair value

hierarchy as of May 31, 2026, and May 25, 2025, were as follows:

(a)These contracts and investments are recorded as prepaid expenses and other current assets, other assets, other current liabilities or other

liabilities, as appropriate, based on whether in a gain or loss position. Certain marketable investments are recorded as cash and cash equivalents.

(b)Based on Euribor, SOFR, and swap rates. As of May 31, 2026, the carrying amount of hedged debt designated as the hedged item in a fair value

hedge was$1,603.5 million and was classified on the Consolidated Balance Sheets within long-term debt. As of May 31, 2026, the cumulative

amount of fair value hedging basis adjustments was$20.9 million. As of May 25, 2025, the carrying amount of hedged debt designated as the

hedged item in a fair value hedge was$2,280.6 million, of which$675.6 million and$1,605.0 million was classified on the Consolidated

Balance Sheet within current portion of long-term debt and long-term debt, respectively. As of May 25, 2025, the cumulative amount of fair

value hedging basis adjustments was$3.2 million.

(c)Based on observable market transactions of spot currency rates and forward currency prices.

(d)Based on prices of futures exchanges and recently reported transactions in the marketplace.

(e)Commodity contract assets as of May 31, 2026, include Level 2 assets of $40.3 million. Commodity contract liabilities as of May 31, 2026,

include Level 2 liabilities of$1.1 million. Commodity contract assets as of May 25, 2025, include Level 1 and Level 2 assets of$0.6 million and

$0.9 million, respectively. Commodity contract liabilities as of May 25, 2025, include Level 1 and Level 2 liabilities of$0.2 million and$7.4

million, respectively.

(f)Based on prices of common stock, mutual fund net asset values, and bond matrix pricing.

(g)Marketable investment assets as of May 31, 2026, include Level 1 and Level 2 assets of$4.6 million and$36.0 million, respectively. Marketable

investment assets as of May 25, 2025, include Level 1 and Level 2 assets of$4.9 million and$2.3 million, respectively.

(h)In fiscal 2026 and 2025, we recorded$29.4 million ofnon-cash impairment charges andimmaterial non-cash impairment charges, respectively,

to write down certain long-lived assets to their fair value. Fair value was based on recently reported transactions for similar assets in the

marketplace. These assets were associated with previously announced restructuring actions described in Note 4.

We did not significantly change our valuation techniques from prior periods.

The fair value of our long-term debt is estimated using Level 2 inputs based on quoted prices for those instruments. Where quoted

prices are not available, fair value is estimated using discounted cash flows and market-based expectations for interest rates, credit risk

and the contractual terms of the debt instruments. As of May 31, 2026, the fair value and carrying amount of our long-term debt,

including the current portion, were$12,968.8 million and$13,469.6 million, respectively. As of May 25, 2025, the fair value and

carrying amount of our long-term debt, including the current portion, were$13,579.5 million and$14,201.6 million, respectively.

Information related to our cash flow hedges, fair value hedges, and other derivatives not designated as hedging instruments for the

fiscal years ended May 31, 2026, and May 25, 2025, follows:

(a)Gain (loss) reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for

foreign exchange contracts. For the fiscal year ended May 31, 2026, the amount ofloss reclassified from AOCI into cost of sales was$4.2

million and the amount ofgain reclassified from AOCI into SG&A was$1.1 million. For the fiscal year ended May 25, 2025, the amount of

gain reclassified from AOCI into cost of sales was$12.7 million and the amount ofloss reclassified from AOCI into SG&A was$10.2 million.

(b)Gain recognized in earnings is reported in interest, net for interest rate contracts.

(c)Gain (loss) recognized in earnings is reported in SG&A and after-tax earnings from joint ventures for foreign exchange contracts, SG&A for

equity contracts, and cost of sales for commodity contracts.

The following tables reconcile the net fair values of assets and liabilities subject to offsetting arrangements that are recorded in our

Consolidated Balance Sheets to the net fair values that could be reported in our Consolidated Balance Sheets:

(a) Net fair value as recorded in our Consolidated Balance Sheets.

(b) Fair value of assets and liabilities reported on a gross basis in our Consolidated Balance Sheets.

(c) Fair value of assets or liabilities that could be reported net in our Consolidated Balance Sheets. As of May 31, 2026, this includesno collateral received and$16.4 million of collateral

pledged related to derivative instruments. As of May 25, 2025, this includesno collateral received or pledged related to derivative instruments.

AMOUNTS RECORDED IN ACCUMULATED OTHER COMPREHENSIVE LOSS

As of May 31, 2026, the after-tax amounts of unrealized losses in AOCI related to hedge derivatives follows:

The net amount of pre-tax gains and losses in AOCI as of May 31, 2026, that we expect to be reclassified into net earnings within the

next 12 months is a$3.9 million netloss.

CREDIT-RISK-RELATED CONTINGENT FEATURES

Certain of our derivative instruments contain provisions that require us to maintain an investment grade credit rating on our debt from

each of the major credit rating agencies. If our debt were to fall below investment grade, the counterparties to the derivative

instruments could request full collateralization on derivative instruments in net liability positions. The aggregate fair value of all

derivative instruments with credit-risk-related contingent features that were in a liability position on May 31, 2026, was$29.2 million.

We have posted$16.4 million collateral under these contracts.

CONCENTRATIONS OF CREDIT AND COUNTERPARTY CREDIT RISK

During fiscal 2026, customer concentration was as follows:

(a) Includes Walmart Inc. and its affiliates.

No customer other than Walmart accounted for 10 percent or more of our consolidated net sales.

We enter into interest rate, foreign exchange, and certain commodity and equity derivatives, primarily with a diversified group of

highly rated counterparties. We continually monitor our positions and the credit ratings of the counterparties involved and, by policy,

limit the amount of credit exposure to any one party. These transactions may expose us to potential losses due to the risk of

nonperformance by these counterparties; however, we have not incurred a material loss. We also enter into commodity futures

transactions through various regulated exchanges.

The amount of loss due to the credit risk of the counterparties, should the counterparties fail to perform according to the terms of the

contracts, is$14.0 million. We haveno collateral held against these contracts. Under the terms of our swap agreements, some of our

transactions require collateral or other security to support financial instruments subject to threshold levels of exposure and

counterparty credit risk. Collateral assets are either cash or U.S. Treasury instruments and are held in a trust account that we may

access if the counterparty defaults.

We offer certain suppliers access to third-party services that allow them to view our scheduled payments online. The third-party

services also allow suppliers to finance advances on our scheduled payments at the sole discretion of the supplier and the third party.

We have no economic interest in these financing arrangements and no direct relationship with the suppliers, the third parties, or any

financial institutions concerning these services, including not providing any form of guarantee and not pledging assets as security to

the third parties or financial institutions. All of our accounts payable remain as obligations to our suppliers as stated in our supplier

agreements.

The roll forward of our obligations payable to suppliers who utilize these third-party services is as follows:

As of May 31, 2026,$1,356.5 million of our obligations were included inaccounts payable and$43.1 million were included in

liabilities held for sale. As of May 25, 2025,$1,427.5 million of our obligations were included inaccounts payable.

NOTE 9. DEBT

NOTES PAYABLE

The components of notes payable and their respective weighted-average interest rates at the end of the periods were as follows:

To ensure availability of funds, we maintain bank credit lines and have commercial paper programs available to us in the United States

and Europe.

The following table details the credit facilities and lines of credit we had available as of May 31, 2026:

We arein compliance with all credit facility covenants.

LONG-TERM DEBT

In the fourth quarter of fiscal 2026, we issued€1.0 billion of 4.75 percent fixed-to-fixed reset rate Series A junior subordinated notes

and€700.0 million of 5.25 percent fixed-to-fixed reset rate Series B junior subordinated notes, each due July 16, 2056. The interest

rate of the Series A and Series B junior subordinated notes will reset on July 16, 2031 and July 16, 2034, respectively, and every fifth

year thereafter. The Series A and Series B junior subordinated notes pay interest annually and may be redeemed at any time during the

90 days prior to their respective first interest reset date and on any interest payment date thereafter, in whole or in part at the principal

amount thereof, and at certain other times at a defined redemption price, in each case plus accrued interest. We used the net proceeds

to repay€250.0 million of floating-rate senior notes due April 22, 2026,$750.0 million of 3.2 percent fixed-rate senior notes due

February 10, 2027,$500.0 million of 4.7 percent fixed-rate senior notes due January 30, 2027, a portion of our outstanding

commercial paper, and for other general corporate purposes. The early redemption of certain senior notes resulted in a net$2.0 million

loss, which was recorded in Interest, net in the Consolidated Statements of (Loss) Earnings.

In the third quarter of fiscal 2026, we repaid€600.0 million of 0.45 percent fixed-rate senior notes due January 15, 2026, using

proceeds from the issuance of commercial paper and cash on hand.

In the second quarter of fiscal 2026, we repaid€500.0 million of 0.125 percent fixed-rate senior notes due November 15, 2025, with

cash on hand.

In the fourth quarter of fiscal 2025, we issued€750.0 million of 3.6 percent fixed-rate senior notes due April 17, 2032. We used the

net proceeds to repay$800.0 million of 4.0 percent fixed-rate senior notes due April 17, 2025, and a portion of our outstanding

commercial paper, as well as for general corporate purposes.

In the third quarter of fiscal 2025, we repaid$500.0 million of 5.241 percent fixed-rate senior notes due November 18, 2025, using

proceeds from the issuance of commercial paper.

In the second quarter of fiscal 2025, we issued$750.0 million of 4.875 percent fixed-rate senior notes due January 30, 2030. We used

the net proceeds to fund the Whitebridge Pet Brands acquisition.

In the second quarter of fiscal 2025, we issued$750.0 million of 5.25 percent fixed-rate senior notes due January 30, 2035. We used

the net proceeds to fund the Whitebridge Pet Brands acquisition.

In the second quarter of fiscal 2025, we issued€250.0 million of floating-rate senior notes due April 22, 2026. We used the net

proceeds to repay€250.0 million of floating-rate senior notes due November 8, 2024.

In the second quarter of fiscal 2025, we issued€500.0 million of floating-rate senior notes due October 22, 2026. We used the net

proceeds to repay€500.0 million of floating-rate senior notes due November 8, 2024.

A summary of our long-term debt is asfollows:

(a) Weighted average interest rates as of May 31, 2026.

(b) The junior subordinated notes rank junior in right of payment to all of our existing senior notes.

The following table details the currency of our outstanding bonds:

Certain of our long-term debt agreements contain restrictive covenants. We arein compliance with all long-term debt covenants.

Interest payments for fiscal 2026, fiscal 2025, and fiscal 2024 were as follows:

NOTE 10. NONCONTROLLING INTERESTS

Our principal noncontrolling interest related to our General Mills Cereals, LLC (GMC) subsidiary. The third-party holder of the GMC

Class A limited membership interest (GMC Class A Interests) received quarterly preferred distributions from available net income

based on the application of a floating preferred return rate to the holder’s capital account balance established in the most recent mark-

to-market valuation. On June 1, 2024, the floating preferred return rate was reset to the sum of thethree-month Term SOFR plus 261

basis points.

During the fourth quarter of fiscal 2025, we purchased the outstanding GMC Class A Interests from the third-party holder for$252.8

million. The purchase price reflected the GMC Class A Interests’ original capital account balance of$242.3 million and$10.5 million

primarily related to capital account appreciation attributable and paid to the third-party holder of the Class A Interests. The capital

appreciation paid to the third-party holder of the Class A Interests was recorded as a direct reduction to retained earnings, a component

of stockholders’ equity, on the Consolidated Balance Sheets, and reduced net earnings available to common stockholders in our basic

and diluted earnings per share (EPS) calculations.

For financial reporting purposes, the assets, liabilities, results of operations, and cash flows of our non-wholly owned consolidated

subsidiaries are included in our Consolidated Financial Statements. The third-party investor’s share of the net earnings of these

subsidiaries is reflected in net earnings attributable to noncontrolling interests in our Consolidated Statements of (Loss) Earnings.

NOTE 11. STOCKHOLDERS’ EQUITY

Cumulative preference stock of 5.0 million shares, without par value, is authorized but unissued.

On June 27, 2022, our Board of Directors authorized the repurchase of up to 100 million shares of our common stock. Purchases under

the authorization can be made in the open market or in privately negotiated transactions, including the use of call options and other

derivative instruments, Rule 10b5-1 trading plans, and accelerated repurchase programs. The authorization has no specified

termination date.

Share repurchases were asfollows:

During the first quarter of fiscal 2026, we entered into two accelerated share repurchase (ASR) agreements with an unrelated third

party financial institution to repurchase an aggregateof $500.0 million of our shares of common stock. Under the ASR agreements, we

paid an aggregate of$500.0 million and received an initial delivery of 7.5 million shares of our common stock in the first quarter of

fiscal 2026.

The first ASR agreement was settled in the first quarter of fiscal 2026 with a final delivery of 1.2 million additional shares. The second

ASR agreement was settled in the second quarter of fiscal 2026 with a final delivery of 1.3 million additional shares. We received a

total of 10.0 million shares at an average priceof $49.92, not including costs of execution or excise tax, under the ASR agreements.

The following tables provide details of total comprehensive(loss) income:

(a)Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign

exchange contracts.

(b)Loss reclassified from AOCI into earnings is reported in benefit plan non-service income. In the second quarter of fiscal 2026, a$6.7 million loss

related to a curtailment was reclassified from AOCI into earnings and is reported in restructuring, transformation, impairment and other exit costs

in our Consolidated Statements of (Loss) Earnings.

(a)Loss reclassified from AOCI into earnings is reported indivestitures gain, net.

(b)Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign

exchange contracts.

(c)Loss reclassified from AOCI into earnings is reported in benefit plan non-service income.

(a)Gain reclassified from AOCI into earnings is reported in interest, net for interest rate swaps and in cost of sales and SG&A expenses for foreign

exchange contracts

(b)Loss reclassified from AOCI into earnings is reported in benefit plan non-service income.

In fiscal 2026,2025, and 2024, except for certain reclassifications to earnings, changes in other comprehensive(loss) income were

primarily non-cash items.

Accumulated other comprehensive loss balances, net of tax effects, were as follows:

NOTE 12. STOCK PLANS

We use broad-based stock plans to help ensure that management’s interests are aligned with those of our shareholders. As of May 31,

2026, a total of 25.9 million shares were available for grant in the form of stock options, restricted stock, restricted stock units, and

shares of unrestricted stock under the 2022 Stock Compensation Plan (2022 Plan). The 2022 Plan also provides for the issuance of

cash-settled share-based units, stock appreciation rights, and performance-based stock awards. Stock-based awards now outstanding

include some granted under the 2017 Stock Compensation Plan, under which no further awards may be granted. The stock plans

provide for potential accelerated vesting of awards upon retirement, termination, or death of eligible employees and directors.

Stock Options

The estimated fair values of stock options granted and the assumptions used for the Black-Scholes option-pricing model were as

follows:

We estimate the fair value of each option on the grant date using a Black-Scholes option-pricing model, which requires us to make

predictive assumptions regarding future stock price volatility, employee exercise behavior, dividend yield, and the forfeiture rate. We

estimate our future stock price volatility using the historical volatility over the expected term of the option, excluding time periods of

volatility we believe a marketplace participant would exclude in estimating our stock price volatility. We also have considered, but did

not use, implied volatility in our estimate, because trading activity in options on our stock, especially those with tenors of greater than

6 months, is insufficient to provide a reliable measure of expected volatility.

Our expected term represents the period of time that options granted are expected to be outstanding based on historical data to estimate

option exercises and employee terminations within the valuation model. Separate groups of employees have similar historical exercise

behavior and therefore were aggregated into a single pool for valuation purposes. The weighted-average expected term for all

employee groups is presented in the table above. The risk-free interest rate for periods during the expected term of the options is based

on the U.S. Treasury zero-coupon yield curve in effect at the time of grant.

Any corporate income tax benefit realized upon exercise or vesting of an award in excess of that previously recognized in earnings

(referred to as a windfall tax benefit) is presented in our Consolidated Statements of Cash Flows as an operating cash flow. Realized

windfall tax benefits and shortfall tax deficiencies related to the exercise or vesting of stock-based awards are recognized in the

Consolidated Statements of (Loss) Earnings.

(Shortfall) windfall tax benefits from stock-based payments in income tax expense in our Consolidated Statements of (Loss) Earnings

were as follows:

Under the 2022 Plan, options may be priced at 100 percent or more of the fair market value on the date of grant, generally issued with

four-year graded vesting orfour-year cliff vesting. Options generally expire within 10 years and one month after the date of grant. As

of May 31, 2026, stock option awards outstanding include some granted under the 2017 Stock Compensation Plan.

Information on stock option activity follows:

Stock-based compensation expense related to stock option awards was as follows:

Net cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options

exercised were as follows:

Restricted Stock, Restricted Stock Units, and Performance Share Units

Stock and units settled in stock subject to a restricted period and a purchase price, if any (as determined by the Compensation

Committee of the Board of Directors), may be granted to key employees under the 2022 Plan. Under the 2022 Plan, restricted stock

and restricted stock units are generally issued with four-year graded vesting orfour-year cliff vesting. Performance share units are

earned primarily based on our future achievement ofthree-year goals for average organic net sales growth and cumulative operating

cash flow and a relative total shareholder return modifier. Performance share units are settled in common stock and are generally

subject to athree-year performance and vesting period. The sale or transfer of these awards is restricted during the vesting period.

Participants holding restricted stock, but not restricted stock units or performance share units, are entitled to vote on matters submitted

to holders of common stock for a vote. These awards accumulate dividends from the date of grant, but participants only receive

payment if the awards vest. As of May 31, 2026, restricted stock units and performance share units include some granted under the

2017 Stock Compensation Plan.

Information on restricted stock unit and performance share unit activity follows:

The total grant-date fair value of restricted stock unit awards that vested was$110.3 million in fiscal 2026,$113.8 million in fiscal

2025, and$92.9 million in fiscal 2024.

As of May 31, 2026, unrecognized compensation expense related to non-vested stock options, restricted stock units, and performance

share units was$109.4 million. This expense will be recognized over 21 months, on average.

Stock-based compensation expense related to restricted stock units and performance share units was as follows:

Compensation expense related to stock-based payments recognized in our Consolidated Statements of (Loss) Earnings includes

amounts recognized in restructuring, transformation, impairment, and other exit costs for fiscal year 2026.

NOTE 13. EARNINGS PER SHARE

Basic and diluted EPS were calculated using the following:

(a)Please see Note 10 for additional information.

(b)Incremental shares from stock options, restricted stock units, and performance share units are computed by the treasury stock

method. Stock options, restricted stock units, and performance share units excluded from our computation of diluted EPS

because they were not dilutive were as follows:

(c)During fiscal 2026, we reported a net loss attributable to General Mills. Inclusion of dilutive shares would result in a lower

loss per share. As a result, the dilutive shares are considered to be antidilutive and were excluded from the calculation of

diluted EPS for fiscal 2026.

NOTE 14. RETIREMENT BENEFITS AND POSTEMPLOYMENT BENEFITS

Defined Benefit Pension Plans

We have defined benefit pension plans covering many employees in the United States, Canada, Switzerland, and the United Kingdom.

Benefits for salaried employees are based on length of service and final average compensation. Benefits for hourly employees include

various monthly amounts for each year of credited service. Our funding policy is consistent with the requirements of applicable laws.

We madeno voluntary contributions to our principal U.S. plans in fiscal 2026 or fiscal 2025. We donot expect to be required to make

any contributions to our principal U.S. plans in fiscal 2027. Our principal U.S. retirement plan covering salaried employees has a

provision that any excess pension assets would be allocated to active participants if the plan is terminated within five years of a change

in control. All salaried employees hired on or after June 1, 2013, are eligible for a retirement program that does not include a defined

benefit pension plan.

Other Postretirement Benefit Plans

We also sponsor plans that provide health care benefits to many of our retirees in the United States, Canada, and Brazil. The U.S.

salaried health care benefit plan is contributory, with retiree contributions based on years of service. We make decisions to fund

related trusts for certain employees and retirees on an annual basis. We madeno voluntary contributions to these plans in fiscal 2026

or fiscal 2025. We donot expect to be required to make any contributions to these plans in fiscal 2027.

Health Care Cost Trend Rates

Assumed health care cost trends are as follows:

We review our health care cost trend rates annually. Our review is based on data we collect about our health care claims experience

and information provided by our actuaries. This information includes recent plan experience, plan design, overall industry experience

and projections, and assumptions used by other similar organizations. Our initial health care cost trend rate is adjusted as necessary to

remain consistent with this review, recent experiences, and short-term expectations. Our initial health care cost trend rate assumption

is 7.7 percent for retirees age 65 and over and for retirees under age 65 at the end of fiscal 2026. Rates are graded down annually until

the ultimate trend rate of 4.5 percent is reached in 2034 for all retirees. The trend rates are applicable for calculations only if the

retirees’ benefits increase as a result of health care inflation. The ultimate trend rate is adjusted annually, as necessary, to approximate

the current economic view on the rate of long-term inflation plus an appropriate health care cost premium. Assumed trend rates for

health care costs have an important effect on the amounts reported for the other postretirement benefit plans.

Postemployment Benefit Plans

Under certain circumstances, we also provide accruable benefits, primarily severance and gratuity, to former and inactive employees

in the United States, Canada, Mexico, and other foreign jurisdictions. We recognize an obligation for any of these benefits that vest or

accumulate with service. Postemployment benefits that do not vest or accumulate with service (such as severance based solely on

annual pay rather than years of service) are charged to expense when incurred. Our postemployment benefit plans are unfunded.

Summarized financial information about defined benefit pension, other postretirement benefit, and postemployment benefit plans is

presented below:

(a)Plan assets and obligat ions are measured as of May 31,2026, and May 31,2025.

(b) Relates to our held for sale business in Brazil. Please see Note 3 for additional information on other postretirement benefit plan liabilities

classified as held for sale as of May 31, 2026.

During fiscal 2026, defined benefit pension obligations remained relatively flat and the decrease in other postretirement obligations

was primarily driven by lower interest and service costs. During fiscal 2025, the decrease in defined benefit pension obligations was

primarily driven by actuarial gains due to an increase in the discount rate, and the decrease in other postretirement obligations was

primarily driven by actuarial gains due to plan experience.

As of May 31, 2026, other postretirement benefit plans had benefit obligations of$4.9 million that are unfunded. In addition,$4.3

million of unfunded benefit obligations for other postretirement benefit plans were classified as held for sale as of May 31, 2026. As

of May 25, 2025, other postretirement benefit plans had benefit obligations of$9.4 million that are unfunded. Postemployment benefit

plans are not funded and had benefit obligations of$117.8 million and$123.1 million as of May 31, 2026, and May 25, 2025,

respectively.

The accumulated benefit obligation for all defined benefit pension plans was$5,605.6 million as of May 31, 2026, and$5,540.2

million as of May 25, 2025.

Amounts recognized in AOCI as of May 31, 2026, and May 25, 2025, are as follows:

Plans with accumulated benefit obligations in excess of plan assets as of May 31, 2026, and May 25, 2025, are as follows:

Components of net periodic benefit expense are as follows:

Assumptions

Weighted-average assumptions used to determine fiscal year-end benefit obligations are as follows:

Weighted-average assumptions used to determine fiscal year net periodic benefit expense are as follows:

Discount Rates

We estimate the service and interest cost components of the net periodic benefit expense for our United States and most of our

international defined benefit pension, other postretirement benefit, and postemployment benefit plans utilizing a full yield curve

approach by applying the specific spot rates along the yield curve used to determine the benefit obligation to the relevant projected

cash flows. Our discount rate assumptions are determined annually as of May 31 for our defined benefit pension, other postretirement

benefit, and postemployment benefit plan obligations. We also use discount rates as of May 31 to determine defined benefit pension,

other postretirement benefit, and postemployment benefit plan income and expense for the following fiscal year. We work with our

outside actuaries to determine the timing and amount of expected future cash outflows to plan participants and, using the Aa Above

Median corporate bond yield, to develop a forward interest rate curve, including a margin to that index based on our credit risk. This

forward interest rate curve is applied to our expected future cash outflows to determine our discount rate assumptions.

Fair Value of Plan Assets

The fair values of our pension and postretirement benefit plans’ assets and their respective levels in the fair value hierarchy by asset

category were as follows:

(a)Primarily publicly traded common stock for purposes of total return and to maintain equity exposure consistent with policy allocations.

Investments include: United States and international public equity securities, mutual funds, and equity futures valued at closing prices from

national exchanges, commingled funds valued at fair value using the unit values provided by the investment managers.

(b)Primarily government and corporate debt securities and futures for purposes of total return, managing fixed income exposure to policy

allocations, and duration targets. Investments include: fixed income securities and bond derivatives generally valued at closing prices from

national exchanges, fixed income pricing models, and independent financial analysts; and fixed income commingled funds valued at unit values

provided by the investment managers, which are based on the fair value of the underlying investments.

(c)Publicly traded common stocks in energy, real estate, and infrastructure for the purpose of total return, which are generally valued at closing

prices from national exchanges.

(d)Insurance and annuity contracts to provide a stable stream of income for pension retirees. Fair values are based on the fair value of the

underlying investments and contract fair values established by the providers.

(e)Primarily limited partnerships, trust-owned life insurance, common collective trusts, and certain private equity securities that are measured at

fair value using the net asset value per share (or its equivalent) practical expedient and have not been classified in the fair value hierarchy.

There wereno transfers into level 3 investments in fiscal 2026 or fiscal 2025.

Expected Rate of Return on Plan Assets

Our expected rate of return on plan assets is determined by our asset allocation, our historical long-term investment performance, our

estimate of future long-term returns by asset class (using input from our actuaries, investment services, and investment managers), and

long-term inflation assumptions. We review this assumption annually for each plan; however, our annual investment performance for

one particular year does not, by itself, significantly influence our evaluation.

Weighted-average asset allocations for our defined benefit pension and other postretirement benefit plans are as follows:

The investment objective for our defined benefit pension and other postretirement benefit plans is to secure the benefit obligations to

participants at a reasonable cost to us. Our goal is to maintain the funded status of our qualified plans. The defined benefit pension

plan and other postretirement benefit plan portfolios are broadly diversified across asset classes. Within asset classes, the portfolios are

further diversified across investment styles and investment organizations. For the U.S. defined benefit pension plans, the long-term

investment policy allocation is:8 percent to equities in the United States;4 percent to international equities;7 percent to private

equities;73 percent to fixed income; and 8 percent to real assets (real estate, energy, and infrastructure). For other U.S. postretirement

benefit plans, the long-term investment policy allocations are:23 percent to equities in the United States;12 percent to international

equities;5 percent to total private equities; and 60 percent to fixed income. The actual allocations to these asset classes may vary

tactically around the long-term policy allocations based on relative market valuations.

Contributions and Future Benefit Payments

We donot expect to be required to make contributions to our defined benefit pension, other postretirement benefit, and

postemployment benefit plans in fiscal 2027. Actual fiscal 2027 contributions could exceed our current projections, as influenced by

our decision to undertake discretionary funding of our benefit trusts and future changes in regulatory requirements. Estimated benefit

payments, which reflect expected future service, as appropriate, are expected to be paid from fiscal 2027 to fiscal 2036 as follows:

Defined Contribution Plans

The General Mills Savings Plan is a defined contribution plan that covers domestic salaried, hourly, nonunion, and certain union

employees. This plan is a 401(k) savings plan that includes a number of investment funds, including a Company stock fund and an

Employee Stock Ownership Plan (ESOP). Effective October 1, 2025, General Mills merged a money purchase plan for certain

domestic hourly employees into the General Mills Savings Plan. Assets of$20.1 million were transferred into the General Mills

Savings Plan, andno separate assets remained in the money purchase plan as of May 31, 2026. We also sponsor defined contribution

plans in many of our foreign locations. Our total recognized expense related to defined contribution plans was$97.6 million in fiscal

2026,$96.1 million in fiscal 2025, and$94.0 million in fiscal 2024.

We match a percentage of employee contributions to the General Mills Savings Plan. The Company match is directed to investment

options of the participant’s choosing. The number of shares of our common stock allocated to participants in the ESOP was 2.9 million

as of May 31, 2026, and 3.2 million as of May 25, 2025. The ESOP’s only assets are our common stock and temporary cash balances.

The Company stock fund and the ESOP collectively held$172.6 million and$292.7 million of Company common stock as of May 31,

2026, and May 25, 2025, respectively.

NOTE 15. INCOME TAXES

The components of earnings before income taxes and after-tax (loss) earnings from joint ventures and the corresponding income taxes

thereon are as follows:

In fiscal 2026, we recorded a $1,500.0 million impairment charge related to the North America Pet reporting unit goodwill, which is

not deductible for tax purposes. Please see Note 6 for additional information.

The following table reconciles the United States federal statutory income tax with our effective income tax for fiscal 2026:

(a)State taxes in California, Georgia, Illinois, New Jersey, Pennsylvania, Texas, and Wisconsin comprised the majority (greater than 50 percent) of

the tax effect in this category.

(b)Includes the impact of any tax credits.

The following table reconciles the United States federal statutory income tax rate to the effective income tax rate for fiscal 2025 and

fiscal 2024.

Net income tax payments for fiscal 2026 were as follows:

Net income tax payments for fiscal 2025 and fiscal 2024 were as follows:

The tax effects of temporary differences that give rise to deferred tax assets and liabilities are as follows:

We have established a valuation allowance against certain of the categories of deferred tax assets described above as current evidence

does not suggest we will realize sufficient taxable income of the appropriate character (e.g., ordinary income versus capital gain

income) within the carryforward period to allow us to realize these deferred tax benefits.

Deferred income taxes classified asheld for saleas of May 31, 2026, are excluded from the amounts above. See Note 3 for additional

information.

Information about our valuation allowance follows:

As of May 31, 2026, we believe it is more-likely-than-not that the remainder of our deferred tax assets are realizable.

Information about our tax loss carryforwards follows:

Our foreign loss carryforwards expire as follows:

On July 4, 2025, legislation known as the One Big Beautiful Bill Act (OBBBA) was signed into law. The OBBBA makes changes to

the United States corporate income tax system, including, among other provisions, the immediate expensing of research and

development expenditures, and 100 percent bonus depreciation on qualified property. The impacts of the OBBBA are reflected in our

results for the fiscal year ended May 31, 2026, and there was no material impact to our income tax expense. As of the fiscal year ended

May 31, 2026, certain provisions of the OBBBA have impacted the timing of cash tax payments.

In December 2021, the Organization for Economic Cooperation and Development (OECD) established a framework, referred to as

Pillar 2, designed to ensure large multinational enterprises pay a minimum 15 percent level of tax on the income arising in each

jurisdiction in which they operate. Numerous countries have already enacted the OECD model rules effective for taxable years

beginning after December 31, 2023, which for us was fiscal 2025. There was no material impact on our consolidated financial

statements. Several other countries have enacted or drafted legislation that is not yet effective for us, and we do not expect this

legislation to have a material impact on our consolidated financial statements. We will continue to monitor for new legislation and

guidance and evaluate any potential impact on our consolidated financial statements.

As of May 31, 2026, we have not recognized a deferred tax liability for unremitted earnings from foreign operations because we

currently believe our subsidiaries have invested the undistributed earnings indefinitely or the earnings will be remitted in a tax-neutral

transaction. It is not practicable for us to determine the amount of unrecognized tax expense on these reinvested earnings. Deferred

taxes are recorded for earnings of our foreign operations when we determine that such earnings are no longer indefinitely reinvested.

All earnings prior to fiscal 2018 remain permanently reinvested. Earnings from fiscal 2018 and later are not permanently reinvested

and local country withholding taxes are recorded on earnings each year.

We are subject to federal income taxes in the United States as well as various state, local, and foreign jurisdictions. A number of years

may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the

timing of resolution of any particular uncertain tax position, we believe that our liabilities for income taxes reflect the most likely

outcome. We adjust these liabilities, as well as the related interest, in light of changing facts and circumstances. Settlement of any

particular position would usually require the use of cash.

The number of years with open tax audits varies depending on the tax jurisdiction. Our major taxing jurisdiction is the United States

(federal and state). Various tax examinations by United States state taxing authorities could be conducted for any open tax year, which

vary by jurisdiction, but are generally from 3 to 5 years.

The Internal Revenue Service (IRS) is currently auditing our federal tax returns for fiscal 2018 through 2022. Several state and foreign

examinations are currently in progress. We do not expect these examinations to result in a material impact on our results of operations

or financial position. During fiscal 2024, we received a notice of proposed adjustment from the IRS associated with a capital loss from

fiscal 2019. We believe that we have meritorious defense against this assessment and will vigorously defend our position. We do not

expect the resolution of the proposed adjustment to have a material impact on our financial position or liquidity. We have effectively

settled all issues with the IRS for fiscal years 2015 and prior.

The Brazilian tax authority, Secretaria da Receita Federal do Brasil (RFB), has concluded audits of our 2012 through 2020 tax return

years. These audits included a review of our determinations of amortization of certain goodwill arising from the acquisition of Yoki

Alimentos S.A. The RFB has proposed adjustments that effectively eliminate the goodwill amortization benefits related to this

transaction. We believe we have meritorious defenses and intend to continue to contest the disallowance for all years. Tax return years

2012 through 2013 have been resolved with no adjustments.

We apply a more-likely-than-not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize

the amount of tax benefit that has a greater than 50 percent likelihood of being ultimately realized upon settlement. Future changes in

judgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the period of such change.

The following table sets forth changes in our total gross unrecognized tax benefit liabilities, excluding accrued interest, for fiscal 2026

and fiscal 2025. Approximately$94.5 million of this total in fiscal 2026 represents the amount that, if recognized, would affect our

effective income tax rate in future periods. This amount differs from the gross unrecognized tax benefits presented in the table because

certain portions of the liabilities below would impact deferred taxes if recognized. We also would record a decrease in U.S. federal

income taxes upon recognition of the state tax benefits included therein. Our unrecognized tax benefit liability was classified in other

liabilities.

We report accrued interest and penalties related to unrecognized tax benefit liabilities in income tax expense. For fiscal 2026, we

recognized a net expense of$3.0 million of tax-related net interest and penalties, and had$29.1 million of accrued interest and

penalties as of May 31, 2026. For fiscal 2025, we recognized a net expense of$2.7 million of tax-related net interest and penalties, and

had$27.0 million of accrued interest and penalties as of May 25, 2025.

NOTE 16. COMMITMENTS AND CONTINGENCIES

As of May 31, 2026, we have issued guarantees with various terms of$164.4 million for the debt and other obligations of non-

consolidated affiliates, mainly CPW. This amount represents the maximum potential obligation that would be required to pay under

the guarantees. We have determined the likelihood of any significant amounts being paid under these guarantees to be remote. Off-

balance sheet arrangements were not material as of May 31, 2026.

NOTE 17. BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION

We operate in the packaged foods industry. Our operating segments are as follows: North America Retail, International, North

America Pet, and North America Foodservice.

Our North America Retail operating segment reflects business with a wide variety of grocery stores, mass merchandisers, membership

stores, natural food chains, drug, dollar and discount chains, convenience stores, and e-commerce grocery providers. Our product

categories in this business segment include ready-to-eat cereals, soup, meal kits, refrigerated and frozen dough products, dessert and

baking mixes, frozen pizza and pizza snacks, snack bars, fruit snacks, savory snacks, and a wide variety of organic products including

ready-to-eat cereal, frozen vegetables, meal kits, fruit snacks and snack bars.

Our International operating segment consists of retail and foodservice businesses outside of the United States and Canada. Our product

categories include super-premium ice cream and frozen desserts, meal kits, salty snacks, snack bars, dessert and baking mixes, shelf-

stable vegetables, and pet food products. We also sell super-premium ice cream and frozen desserts directly to consumers through

owned retail shops. Our International segment also includes products manufactured in the United States for export, mainly to

Caribbean and Latin American markets, as well as products we manufacture for sale to our international joint ventures. Revenues from

export activities are reported in the region or country where the end customer is located.

Our North America Pet operating segment includes pet food products sold primarily in the United States and Canada in national pet

superstore chains, e-commerce retailers, grocery stores, regional pet store chains, mass merchandisers, and veterinary clinics and

hospitals. Our product categories include dog and cat food (dry foods, wet foods, fresh foods, and treats) made with whole meats,

fruits, vegetables and other high-quality natural ingredients. Our tailored pet product offerings address specific dietary, lifestyle, and

life-stage needs and span different product types, diet types, breed sizes for dogs, life-stages, flavors, product functions, and textures

and cuts for wet and fresh foods.

Our North America Foodservice segment consists of foodservice businesses in the United States and Canada. Our major product

categories in our North America Foodservice operating segment are ready-to-eat cereals, snacks, frozen meals, unbaked and fully

baked frozen dough products, baking mixes, and bakery flour. Many products we sell are branded to the consumer and nearly all are

branded to our customers. We sell to distributors and operators in many customer channels including foodservice, vending, and

supermarket bakeries.

Our CODM is the Chairman of the Board and Chief Executive Officer. The CODM predominantly uses segment operating profit in

the annual planning process which includes segment operating profit performance targets. The CODM assesses progress against

performance targets by comparing segment operating profit actual-to-plan variances on a monthly basis. The performance assessment

completed by the CODM is used to determine whether resource allocations require adjustment and contributes to the determination of

incentive compensation.

Operating profit for these segments excludes unallocated corporate items, gain or loss on divestitures, and restructuring,

transformation, impairment, and other exit costs. Results from certain businesses managed by our Strategic Growth Office are

included within corporate and other net sales and unallocated corporate items within operating profit. Unallocated corporate items also

include corporate overhead expenses, variances to planned North American employee benefits and incentives, certain charitable

contributions, restructuring initiative project-related costs, gains and losses on corporate investments, and other items that are not part

of our measurement of segment operating performance. These include gains and losses arising from the revaluation of certain grain

inventories and gains and losses from mark-to-market valuation of certain commodity positions until passed back to our operating

segments. These items affecting operating profit are centrally managed at the corporate level and are excluded from the measure of

segment profitability reviewed by executive management. Under our supply chain organization, our manufacturing, warehouse, and

distribution activities are substantially integrated across our operations in order to maximize efficiency and productivity. As a result,

fixed assets and depreciation and amortization expenses are neither maintained nor available by operating segment.

Our operating segment results were as follows:

Net sales for our North America Retail operating units were as follows:

(a)Upon completion of the United States yogurt business divestiture in fiscal 2026, the former U.S. Morning Foods and Canada operating units

were combined into a new Big G Cereal & Canada operating unit. Prior period amounts have been recast to conform to the current period

presentation. This did not result in a change to the composition of our reportable segments or information reviewed by our CODM.

Net sales by class of similar products were as follows:

The following tables provide financial information by geographic area:

Please see Note 3 for additional information on cash and cash equivalents and land, buildings, and equipment classified as held for

sale as of May 31, 2026, and therefore excluded from the information above.

NOTE 18. SUPPLEMENTAL INFORMATION

The components of certain Consolidated Balance Sheets accounts are as follows:

(a)Inventories of$1,278.3 million as of May 31, 2026, and$1,305.6 million as of May 25, 2025, were valued at LIFO. During fiscal 2026, LIFO

inventory layers were reduced. Results of operations werenot materially affected by these liquidations of LIFO inventory. The difference

between replacement cost and the stated LIFO inventory value is not materially different from the reserve for the LIFO valuation method.

Please see Note 3 for additional information on certain assets and liabilities classified as held for sale as of May 31, 2026.

Certain Consolidated Statements of (Loss) Earnings amounts are as follows:

The components of interest, net are as follows:

NOTE 19. QUARTERLY DATA (UNAUDITED)

Summarized quarterly data for fiscal 2026 and fiscal 2025 follows:

In the fourth quarter of fiscal 2026, we recorded a$1,500.0 million non-cash goodwill impairment charge related to our North

America Petreporting unit and $250.0 million of non-cash impairment charges related to our Nudges and True Chews brand intangible

assets. Also, we recorded a$1,031.8 million non-cash pre-tax valuation loss relatedto the planned divestiture of our Brazil business.

Additionally, we recorded$20.0 million of restructuring charges related to the multi-year organizational initiative to increase the

competitiveness of our supply chain and$12.2 million of restructuring and transformation charges related to actions previously

announced. In addition, after-tax loss from joint ventures was$17.6 million, primarily driven by our share of losses related to the sale

of certain assets at CPW. We also recorded$14.8 million of transaction costs, primarily related to the definitive agreement to sell our

Brazil business.

In the fourth quarter of fiscal 2025, we approved a multi-year global transformation initiative to drive increased productivity by

enhancing end-to-end business processes and recorded$70.1 million of charges. We also recorded$17.4 million of restructuring

charges related to actions previously announced. Additionally, we purchased the outstanding GMC Class A Interests from the third-

party holder for$252.8 million, which reflected an original capital account balance of$242.3 million and$10.5 million primarily

related to capital account appreciation. We also recorded$16.2 million of transaction costs, primarily related to the definitive

agreement to sell our U.S. yogurt business, and$6.7 million of integration costs related to the fiscal 2025 acquisition of Whitebridge

Pet Brands and the fiscal 2024 acquisition of a pet food business in Europe.

Glossary

AOCI. Accumulated other comprehensive income (loss).

Adjusted diluted EPS. Diluted EPS adjusted for certain items affecting year-to-year comparability.

Adjusted operating profit. Operating profit adjusted for certain items affecting year-to-year comparability.

Adjusted operating profit margin. Operating profit adjusted for certain items affecting year-to-year comparability, divided by net

sales.

Constant currency. Financial results translated to United States dollars using constant foreign currency exchange rates based on the

rates in effect for the comparable prior-year period. To present this information, current period results for entities reporting in

currencies other than United States dollars are translated into United States dollars at the average exchange rates in effect during the

corresponding period of the prior fiscal year, rather than the actual average exchange rates in effect during the current fiscal year.

Therefore, the foreign currency impact is equal to current year results in local currencies multiplied by the change in the average

foreign currency exchange rate between the current fiscal period and the corresponding period of the prior fiscal year.

Core working capital. Accounts receivable plus inventories less accounts payable, all as of the last day of our fiscal year.

Derivatives. Financial instruments such as futures, swaps, options, and forward contracts that we use to manage our risk arising from

changes in commodity prices, interest rates, foreign exchange rates, and equity prices.

Earnings before interest, taxes, depreciation and amortization (EBITDA). The calculation of earnings before income taxes and

after-tax earnings from joint ventures, net interest, depreciation and amortization.

Euribor. European Interbank Offered Rate.

Fair value hierarchy. For purposes of fair value measurement, we categorize assets and liabilities into one of three levels based on

the assumptions (inputs) used in valuing the asset or liability. Level 1 provides the most reliable measure of fair value, while Level 3

generally requires significant management judgment. The three levels are defined as follows:

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2: Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in

active markets or quoted prices for identical assets or liabilities in inactive markets.

Level 3: Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability.

Free cash flow. Net cash provided by operating activities less purchases of land, buildings, and equipment.

Free cash flow conversion rate. Free cash flow divided by our net earnings, including earnings attributable to noncontrolling interests

adjusted for certain items affecting year-to-year comparability.

Generally accepted accounting principles (GAAP). Guidelines, procedures, and practices that we are required to use in recording

and reporting accounting information in our financial statements.

Goodwill. The difference between the purchase price of acquired companies plus the fair value of any noncontrolling interests and the

related fair values of net assets acquired.

Gross margin. Net sales less cost of sales.

Hedge accounting. Accounting for qualifying hedges that allows changes in a hedging instrument’s fair value to offset corresponding

changes in the hedged item in the same reporting period. Hedge accounting is permitted for certain hedging instruments and hedged

items only if the hedging relationship is highly effective, and only prospectively from the date a hedging relationship is formally

documented.

Holistic Margin Management (HMM). Company-wide initiative to use productivity savings, mix management, and price realization

to offset input cost inflation, protect margins, and generate funds to reinvest in sales-generating activities.

Mark-to-market. The act of determining a value for financial instruments, commodity contracts, and related assets or liabilities based

on the current market price for that item.

Net debt. Long-term debt, current portion of long-term debt, and notes payable, less cash and cash equivalents.

Net mark-to-market valuation of certain commodity positions. Realized and unrealized gains and losses on derivative contracts

that will be allocated to segment operating profit when the exposure we are hedging affects earnings.

Net price realization. The impact of list and promoted price changes, net of trade and other price promotion costs.

Net realizable value. The estimated selling price in the ordinary course of business, less reasonably predictable costs of completion,

disposal, and transportation.

Noncontrolling interests. Interests of consolidated subsidiaries held by third parties.

Notional principal amount. The principal amount on which fixed-rate or floating-rate interest payments are calculated.

OCI. Other comprehensive (loss) income.

Operating cash flow conversion rate. Net cash provided by operating activities, divided by net earnings, including earnings

attributable to noncontrolling interests.

Organic net sales growth. Net sales growth adjusted for foreign currency translation, as well as acquisitions, divestitures, and a 53rd

week impact, when applicable.

Project-related costs. Costs incurred related to our restructuring initiatives not included in restructuring charges.

Reporting unit. An operating segment or a business one level below an operating segment.

SOFR. Secured Overnight Financing Rate.

Strategic Revenue Management (SRM). A company-wide capability focused on generating sustainable benefits from net price

realization and mix by identifying and executing against specific opportunities to apply tools including pricing, sizing, mix

management, and promotion optimization across each of our businesses.

Supply chain input costs. Costs incurred to produce and deliver product, including costs for ingredients and conversion, inventory

management, logistics, and warehousing.

Total debt. Notes payable and long-term debt, including current portion.

Translation adjustments. The impact of the conversion of our foreign affiliates’ financial statements to United States dollars for the

purpose of consolidating our financial statements.

Working capital. Current assets and current liabilities, all as of the last day of our fiscal year.