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BRBR on NYSE

BELLRING BRANDS, INC.

BELLRING BRANDS, INC. is a food and Kindred Products company, listed on NYSE (BRBR).1 It is headquartered in Clayton, Missouri.1

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Last updated Oct 21, 2026.

Overview

$2.3BRevenue, fiscal 20252
$216.2MNet income, fiscal 20252

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  • TickerBRBR on NYSE1
  • IndustryFood and Kindred Products1
  • HeadquartersClayton, Missouri1
  • Business address1 N. Brentwood Boulevard, Suite 1550, Clayton, Mo 631053
  • Filer categoryLarge accelerated filer3

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BellRing Brands, Inc. (formerly known as BellRing Distribution, LLC) (“BellRing”) was formed in the State of Delaware on October 20, 2021 as a wholly-owned subsidiary of Post Holdings, Inc. (“Post”) for the purpose of effecting the separation of BellRing Intermediate Holdings, Inc. (formerly known as BellRing Brands, Inc.) (“Old BellRing”) from Post. Under a transaction agreement and plan of merger (the “Transaction Agreement”) that we entered into on October 26, 2021 and amended as of February 28, 2022, with Post, Old BellRing and our subsidiary BellRing Merger Sub Corporation (“Merger Sub”), Post distributed approximately 80.1% of its interest in us to Post’s shareholders and Merger Sub merged with and into Old BellRing, with Old BellRing surviving and becoming our subsidiary. On March 10, 2022, as a result of the completion of the transactions provided for under the Transaction Agreem…5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

33.3%Gross margin2
15.4%Operating margin2
9.3%Net margin2
16.1%Revenue growth, 20252

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Shakes and other beverages brought in 82% of the revenue BELLRING BRANDS, INC. broke down this way in fiscal 2025.

  1. Shakes and other beverages$1.9B282%up 17% from 2024
  2. Powders$366.5M216%up 12% from 2024
  3. Other Products$57.2M22%up 13% from 2024
Products and services by year
Products and services202320242025
Shakes and other beverages$1.3B$1.6B$1.9B
Powders$289.7M$326.7M$366.5M
Other Products$56.9M$50.7M$57.2M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue67¢$1.5B
  • Research and development1¢$16.0M
  • Selling, general and admin17¢$396.0M
  • Interest3¢$68.4M
  • Income tax3¢$72.8M
  • Profit9¢$216.2M

Out of $2.3B in revenue.2

Where each dollar of operating cash went, fiscal 2025

  • Kept or used elsewhere100¢$260.6M

Out of $260.6M of cash from operations.2

Financial statements

Revenue6789102$2.3B in 2025+180% since 2018
0$1.0B$2.0B$3.0B2018: $827.5M$827.5M20182019: $854.4M$854.4M2019+3%2020: $988.3M$988.3M2020+16%2021: $1.2B$1.2B2021+26%2022: $1.4B$1.4B2022+10%2023: $1.7B$1.7B2023+22%2024: $2.0B$2.0B2024+20%2025: $2.3B$2.3B2025+16%
Gross profit6789102$770.4M in 2025+177% since 2018
0$200.0M$400.0M$600.0M$800.0M2018: $277.7M$277.7M20182019: $311.8M$311.8M2019+12%2020: $338.0M$338.0M2020+8%2021: $386.2M$386.2M2021+14%2022: $421.8M$421.8M2022+9%2023: $530.2M$530.2M2023+26%2024: $707.3M$707.3M2024+33%2025: $770.4M$770.4M2025+9%
Operating income6789102$357.4M in 2025+198% since 2018
0$100.0M$200.0M$300.0M$400.0M2018: $119.8M$119.8M20182019: $162.5M$162.5M2019+36%2020: $164.0M$164.0M2020+1%2021: $168.0M$168.0M2021+2%2022: $212.4M$212.4M2022+26%2023: $287.3M$287.3M2023+35%2024: $387.7M$387.7M2024+35%2025: $357.4M$357.4M2025−8%
Net income6789102$216.2M in 2025
0$100.0M$200.0M$300.0M2018: $0$020182019: $0$020192020: $23.5M$23.5M20202021: $27.6M$27.6M2021+17%2022: $82.3M$82.3M2022+198%2023: $165.5M$165.5M2023+101%2024: $246.5M$246.5M2024+49%2025: $216.2M$216.2M2025−12%

Every line of the income statement as filed: the last 3 fiscal years, latest first.2

Period ending2025-09-302024-09-302023-09-30
Net Sales$2.3B$2.0B$1.7B
Cost of goods sold$1.5B$1.3B$1.1B
Gross profit$770.4M$707.3M$530.2M
Selling, general and administrative expenses$396.0M$284.6M$216.3M
Amortization of intangible assets$17.0M$35.0M$26.6M
Operating profit$357.4M$387.7M$287.3M
Interest expense, net$68.4M$58.3M$66.9M
Earnings before income taxes$289.0M$329.4M$220.4M
Income tax expense$72.8M$82.9M$54.9M
Net Earnings$216.2M$246.5M$165.5M
Earnings per common share, basic (in usd per share)$1.70$1.89$1.24
Earnings per common share, diluted (in usd per share)$1.68$1.86$1.23
Weighted-Average common shares outstanding, basic (in shares)126.9M shares130.3M shares133.0M shares
Weighted-Average common shares outstanding, diluted (in shares)128.5M shares132.3M shares134.1M shares

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Corporate structure

BELLRING BRANDS, INC. sits at the top of its group. 8 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of BELLRING BRANDS, INC.

  • BELLRING BRANDS, INC. Clayton, Missouri
    • Active Nutrition International GmbH Subsidiary · Germany
    • BellRing Intermediate Holdings, Inc. Subsidiary · Delaware, United States
    • Dymatize Enterprises, LLC Subsidiary · Delaware, United States
    • Premier Nutrition Canada, Inc. Subsidiary · Ontario, Canada
    • Premier Nutrition Company, LLC Subsidiary · Delaware, United States
    • Supreme Protein, LLC Subsidiary · Delaware, United States
    • TA/DEI-A Acquisition Corp. Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What BELLRING BRANDS, INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$33.2M2 Sep 30, 2025$21.4M2 Sep 30, 2024+55.1%
Accumulated depreciation$14.2M2 Sep 30, 2025$12.2M2 Sep 30, 2024+16.4%
Property and equipment, net$19.0M2 Sep 30, 2025$9.2M2 Sep 30, 2024+106.5%
Operating-lease assets (leased space)$26.2M2 Sep 30, 2025$5.8M2 Sep 30, 2024+351.7%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$71.8M2 Sep 30, 2025$70.8M2 Sep 30, 2024+1.4%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$65.9M2 Sep 30, 2025$65.9M2 Sep 30, 20240%
Finite-lived intangibles, gross$328.4M2 Sep 30, 2025$328.2M2 Sep 30, 2024+0.1%
Accumulated amortization$203.4M2 Sep 30, 2025$186.4M2 Sep 30, 2024+9.1%
Finite-lived intangibles, net$125.0M2 Sep 30, 2025$141.8M2 Sep 30, 2024−11.8%

Inventory

ItemLatestA year beforeChange
Inventory, total$330.4M2 Sep 30, 2025$286.1M2 Sep 30, 2024+15.5%
Raw materials$88.3M2 Sep 30, 2025$57.3M2 Sep 30, 2024+54.1%
Work in process$100.0K2 Sep 30, 2025$02 Sep 30, 2024
Finished goods$242.0M2 Sep 30, 2025$228.8M2 Sep 30, 2024+5.8%

Properties, in its own words

We lease our principal executive offices in St. Louis, Missouri. Our other administrative offices, as well as the warehousing, distribution and research and development facilities of our principal operations, are described below. While our products are primarily manufactured by third-party contract manufacturers, we also own one manufacturing facility. For additional information regarding our third-party manufacturing network, see “Business - Supply Chain” in Item 1 of this report.

We lease research and development facilities and administrative offices in Emeryville, California. We also lease administrative offices in Dallas, Texas; Rogers, Arkansas; Munich, Germany and Worb, Switzerland. Through third-party logistics firms, we lease warehouse space in Tagelswangen, Switzerland and a distribution center with warehouse space in Kleve, Germany. We also manufacture protein and energy bars and gels and conduct research and development through an owned facility in Voerde, Germany. Management believes our facilities generally are in good operating condition. In conjunction with our arrangements with third-party contract manufacturers, management believes, taken as a whole, our facilities generally are suitable, adequate and of sufficient capacity for our current operations. See “Risk Factors” included in Item 1A of this report for more information about our supply chain and related risks.

Item 2 of the 10-K filed Nov 18, 2025.5

Leadership

Who has led BELLRING BRANDS, INC., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Darcy Horn Davenport2019–2026
  2. Michael Carey Axelrod2026–now

Chair

  1. Robert Vitale V.2019–2024

President

  1. Michael Carey Axelrod2026–now

Chief financial officer

  1. Paul A. Rode2019–now
20202025
Board members and other officers (16)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Active Nutrition International GmbH Germany4
  • BellRing Brands, LLC Delaware4
  • BellRing Intermediate Holdings, Inc. Delaware4
  • Dymatize Enterprises, LLC Delaware4
  • Premier Nutrition Canada, Inc. Ontario, Canada4
  • Premier Nutrition Company, LLC Delaware4
  • Supreme Protein, LLC Delaware4
  • TA/DEI-A Acquisition Corp. Delaware4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 4, 20268-K Results of operations34
  2. Jul 31, 2026New chief executive Michael Carey Axelrod becomes CEO14
  3. Jul 8, 20268-K Executive or director change; Regulation FD disclosure35
  4. Jun 24, 20268-K Executive or director change; Other events36
  5. May 5, 20268-K Results of operations37
  6. Feb 23, 20268-K Executive or director change38
  7. Feb 3, 20268-K Results of operations; Executive or director change39
  8. Feb 2, 20268-K Shareholder vote40
  9. Nov 20, 20258-K Other events41
  10. Nov 18, 20258-K Results of operations42
  11. Nov 14, 20258-K Executive or director change; Regulation FD disclosure43
  12. Oct 23, 20258-K Entered a material agreement44
  13. Sep 2, 20258-K Other events45
  14. Oct 16, 2019New chief executive Darcy Horn Davenport becomes CEO15

Calendar

Coming up

  1. Nov 17, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.51 a share, on Nov 18, 2025.46

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results34
  2. May 5, 2026Reported quarterly or annual results37
  3. Feb 3, 2026Reported quarterly or annual results39
  4. Nov 18, 2025Reported quarterly or annual results42
  5. Aug 4, 2025Reported quarterly or annual results47
  6. May 6, 2025Reported quarterly or annual results48
  7. Feb 3, 2025Reported quarterly or annual results49
  8. Nov 18, 2024Reported quarterly or annual results50

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

453 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 58 major events, 271 insider forms, 38 large holders, 66 other. The latest 20:

  1. Oct 2, 20264 EDGAR
  2. Oct 2, 20264 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Oct 2, 20264 EDGAR
  5. Oct 2, 20264 EDGAR
  6. Oct 2, 20264 EDGAR
  7. Oct 2, 20264 EDGAR
  8. Sep 9, 20264 EDGAR
  9. Sep 3, 2026SCHEDULE 13G EDGAR
  10. Sep 3, 2026SCHEDULE 13G EDGAR
  11. Sep 3, 2026SCHEDULE 13G/A EDGAR
  12. Aug 14, 2026SCHEDULE 13G EDGAR
  13. Aug 13, 2026SCHEDULE 13G/A EDGAR
  14. Aug 4, 202610-Q EDGAR
  15. Aug 4, 20268-K EDGAR
  16. Jul 31, 20264 EDGAR
  17. Jul 31, 20263 EDGAR
  18. Jul 8, 20268-K EDGAR
  19. Jul 6, 20264 EDGAR
  20. Jul 6, 20264 EDGAR

The 453 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

38 open-market trades by officers, directors and large owners since October 2021: 9 buys and 29 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 8, 2026CONWAY SHAWNDirectorBuy2,022$9.89$20.0KForm 4
May 13, 2026Finkelstein David IsaiahDirectorBuy4,000$9.24$37.0KForm 4
Feb 13, 2026Finkelstein David IsaiahDirectorBuy2,000$17.75$35.5KForm 4
Dec 1, 2025CORNILLE DOUGLAS JSale3,970$30.93$122.8KForm 4
Nov 7, 2025RODE PAUL ASale308$29.00$8.9KForm 4
Sep 3, 2025CORNILLE DOUGLAS JSale3,970$42.03$166.9KForm 4
Aug 14, 2025CONWAY SHAWNDirectorBuy1,316$37.98$50.0KForm 4
Aug 14, 2025CONWAY SHAWNDirectorBuy1,316$49,999.99$65.8MForm 4
Aug 6, 2025STEIN ELLIOT JRDirectorBuy2,663$37.49$99.8KForm 4
Aug 6, 2025CONWAY SHAWNDirectorBuy2,700$36.41$98.3KForm 4
Aug 6, 2025ROSENTHAL CRAIG LBuy2,600$37.29$97.0KForm 4
Aug 1, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$54.18$86.7KForm 4
Jul 25, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$54.43$87.1KForm 4
Jul 18, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$57.70$92.3KForm 4
Jul 11, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$57.66$92.3KForm 4
Jul 3, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$57.45$91.9KForm 4
Jun 27, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$58.04$92.9KForm 4
Jun 20, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$59.69$95.5KForm 4
Jun 13, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$59.27$94.8KForm 4
Jun 6, 2025DAVENPORT DARCY HORNPRES. AND CEOSale1,600$60.58$96.9KForm 4

All 38 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Darcy Horn Davenport$950.0K$6.6M68
2025Paul A. Rode$525.0K$1.7M68
2025Douglas J. Cornille$501.4K$1.5M68
2025Craig L. Rosenthal$470.0K$1.4M68
2025Robin Singh$440.0K$1.2M68
2024President and Chief Executive Officer$750.0K$9.9M68
2024Chief Financial Officer$500.0K$3.1M68
2024Chief Growth Officer$460.0K$2.8M68
2024Chief Legal OfficerChief Compliance Officer and Secretary$430.0K$2.4M68
2024Chief Supply Chain Officer - Premier Nutrition$400.0K$1.9M68
2023President and Chief Executive Officer$700.0K$6.8M68
2023Chief Financial Officer$455.0K$1.9M68
2023Chief Growth Officer$430.0K$1.7M68
2023Chief Legal OfficerChief Compliance Officer and Secretary$400.0K$1.5M68
2023Chief Supply Chain Officer - Premier Nutrition$370.0K$861.6K68

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.10,935,621$141.5M0.0%−333,074
Vanguard Portfolio Management LLC6,608,151$85.5M0.0%+705,030
Aqr Capital Management LLC6,067,631$76.4M0.0%−2,465,829
Ameriprise Financial Inc5,837,819$75.5M0.0%+5,612,622
Yacktman Asset Management LP5,263,000$68.1M0.8%+3,765,000
Vanguard Capital Management LLC5,245,110$67.9M0.0%+35,949
Goldman Sachs Group Inc5,194,018$67.2M0.0%+3,632,530
Two Sigma Investments, LP4,972,303$64.3M0.1%+1,700,104
Millennium Management LLC4,538,917$58.7M0.0%+3,511,193
Citadel Advisors LLC4,397,955$56.9M0.0%+1,346,609
Morgan Stanley3,529,324$45.7M0.0%+1,122,279
D. E. Shaw & Co., Inc.3,382,302$43.8M0.0%+1,594,051
State Street Corp3,332,180$43.1M0.0%−346,701
Diamond Hill Capital Management, LLC (Investment Advisor)3,312,830$42.9M0.3%+1,238,150
Geode Capital Management, LLC3,026,274$39.2M0.0%+853,244
UBS Group AG2,926,900$37.9M0.0%+625,253
Point72 Asset Management, L.P.2,912,288$37.7M0.1%+1,977,452
Bank Of America Corp /de/2,389,530$30.9M0.0%+1,140,769
Balyasny Asset Management L.P.2,140,109$27.7M0.1%+603,949
Bnp Paribas Financial Markets2,132,277$27.6M0.0%+928,578
Philosophy Capital Management LLC2,100,726$27.2M2.6%+979,509
Capital Fund Management S.a.2,002,507$25.9M0.2%+1,018,764
Assenagon Asset Management S.A.1,773,954$23.0M0.0%+431,483
Charles Schwab Investment Management Inc1,483,113$19.2M0.0%+235,095
Hotchkis & Wiley Capital Management LLC1,298,244$16.8M0.0%+558,300

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

6 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jun 15, 2022Cindy Axne, HouseSale$1,001 - $15,000+164.2%Report
Dec 17, 2019Tom MalinowskiDemocratic, HouseBuy$15,001 - $50,000−197.9%Report
Dec 13, 2019Tom MalinowskiDemocratic, HouseSale$1,001 - $15,000+199.2%Report
Oct 24, 2019Tom MalinowskiDemocratic, HousePartial sale$1,001 - $15,000+199.1%Report
Oct 23, 2019Tom MalinowskiDemocratic, HousePartial sale$1,001 - $15,000+199.3%Report
Oct 21, 2019Tom MalinowskiDemocratic, HouseBuy$15,001 - $50,000−200.7%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How BELLRING BRANDS, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARBELLRING BRANDS, INC.1
  • CIK0001772016
  • Employer ID (EIN)87-32967495
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsSeptember 301
  • Industry code (SIC)2000 Food and Kindred Products1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address1 N. Brentwood Boulevard, Suite 1550, Clayton, MO 631051
  • Phone314-644-64001
  • Shares outstanding116,278,194 as of Jul 28, 202613
  • Public float$9.4B as of Mar 31, 20255
  • AuditorPricewaterhouseCoopers LLP, St. Louis, Missouri PCAOB ID 238; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceApr 5, 20191
  • Filings602 in all: 4 (294), 8-K (74), SC 13G/A (32), 3 (29), 144 (27), 10-Q (21), SC 13G (18), 425 (10)1
    All 41 form types

    CORRESP (8), 10-K (7), DEF 14A (7), DEFA14A (7), 11-K (6), SCHEDULE 13G/A (6), UPLOAD (6), SCHEDULE 13G (5), 4/A (4), 424B7 (4), DRSLTR (4), S-8 (4), DRS/A (3), S-8 POS (3), 8-K/A (2), ARS (2), S-1/A (2), SEC STAFF LETTER (2), 10-K/A (1), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-K12B (1), 8-K12B/A (1), CERT (1), DEFM14A (1), DRS (1), EFFECT (1), FWP (1), PRE 14A (1), S-1 (1), S-1MEF (1), S-3ASR (1)

  • Latest filingsAnnual report (10-K) Nov 18, 2025
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Dec 16, 2025
    Latest 8-K (8-K) Aug 4, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.01 par valueBRBRNew York Stock Exchange

From the cover page of the 10-K filed Nov 18, 2025 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks BELLRING BRANDS, INC. names in Item 1A of its 10-K filed Nov 18, 2025: 48 risks under these headings, as written.5

  • Industry and Operating Risks
  • A substantial amount of our net sales comes from our RTD protein shakes, and a decrease in sales of our RTD protein shakes would adversely affect our business, financial condition, results of operations and cash flows.
  • We operate in a category with strong competition.
  • Disruption of our supply chain and changes in weather conditions could have an adverse effect on our business, financial condition, results of operations and cash flows.
  • We are dependent on third-party contract manufacturers for the manufacture of most of our products, including one manufacturer for nearly half of our RTD protein shakes. Our business could suffer if we do not continue to contract with key third-party manufacturers or as a result of a third-party contract manufacturer’s inability to produce our products for us in the quantities required, on time or to our specifications.
  • Our reliance on a limited number of suppliers for certain equipment, ingredients and packaging materials, the price and availability of ingredients and packaging materials, higher freight costs and higher energy costs could negatively impact our business, financial condition, results of operations and cash flows.
  • We must identify changing consumer and customer preferences and behaviors and develop and offer products to meet these preferences.
  • Our results may be adversely impacted if consumers do not maintain favorable perceptions of our brands.
  • Our sales and profit growth are dependent upon our ability to expand existing market penetration and enter into new markets.
  • Consolidation in our distribution channels, and competitive, economic and other pressures facing our customers, may hurt our profit margins.
  • If our products become contaminated or adulterated, or if they are misbranded or mislabeled, we might need to recall or withdraw those items and we may experience product liability claims.
  • Loss of, a significant reduction of purchases by or bankruptcy of a major customer may adversely affect our business, financial condition, results of operations and cash flows.
The other 37 risks
  • Fluctuations in our business due to changes in our promotional activities and seasonality may have an adverse impact on our financial condition, results of operations and cash flows.
  • Our international operations subject us to additional risks.
  • Our market size and related estimates may prove to be inaccurate.
  • Our intellectual property rights are valuable and any inability to protect them, or termination of our material intellectual property licenses, could reduce the value of our products and brands and have a material adverse effect on our business.
  • We may not be able to effectively manage our growth, which could materially harm our business, financial condition, results of operations and cash flows.
  • Technology failures, cybersecurity incidents and corruption of our data privacy protections could disrupt our operations and negatively impact our business.
  • Climate change, or legal or market measures to address climate change, may negatively affect our business, reputation and operations.
  • If we pursue acquisitions or other strategic transactions, we may not be able to successfully consummate favorable transactions or successfully integrate acquired businesses.
  • Financial and Economic Risks
  • We have substantial debt, which could have a negative impact on our financing options and liquidity position and which could adversely affect our business.
  • Despite our level of indebtedness, we may be able to incur substantially more debt, which could further exacerbate the risks related to our debt leverage.
  • The agreements governing our debt contain various covenants that limit our ability to take certain actions and also require us to meet financial maintenance tests, and failure to comply with these covenants could have a material adverse effect on us.
  • To service indebtedness and fund other cash needs, we will require a significant amount of cash. Our ability to generate cash depends on many factors beyond our control.
  • Uncertain or unfavorable economic conditions, including during periods of high inflation, recessions or other economic disruption, could limit consumer and customer demand for our products, increase our costs or otherwise adversely affect us.
  • Increases in interest rates may negatively affect our earnings.
  • Our borrowing costs and access to capital and credit markets could be adversely affected by a downgrade or potential downgrade of our credit ratings.
  • U.S. and global capital and credit market issues, including those that have arisen as a result of heightened inflation and recession or other economic concerns, could negatively affect our liquidity, increase our costs of borrowing and disrupt the operations of our suppliers and customers.
  • Impairment in the carrying value of intangible assets or other long-lived assets could negatively impact our financial condition and results of operations. If our goodwill or other intangible assets or other long-lived assets become impaired, we will be required to record impairment charges, which may be significant.
  • Unsuccessful implementation of business strategies to reduce costs, or unintended consequences of the implementation of such strategies, may adversely affect our business, financial condition, results of operations and cash flows.
  • We have incurred, and we will continue to incur, additional fees, costs and expenses to create and maintain the corporate infrastructure to operate as a public company, and we have and we will continue to experience increased ongoing costs and expenses in connection with being a public company.
  • Actual operating results may differ significantly from our guidance and our forward-looking statements.
  • Risks Related to Our Relationship with Post
  • We have overlapping directors and management with Post, which may lead to conflicting interests or the appearance of conflicting interests.
  • Our certificate of incorporation could prevent us from benefiting from corporate opportunities that might otherwise have been available to us.
  • We may be responsible for U.S. federal income tax liabilities that relate to the Spin-off.
  • If all or a portion of the Spin-off does not qualify as a tax-free transaction for any reason, including because any of the factual statements or representations in the legal opinions are incomplete or untrue, Post may recognize a substantial gain for U.S. federal income tax purposes, and we may incur indemnification or other liabilities to Post as a result.
  • Legal and Regulatory Risks
  • Violations of laws or regulations by us or our third-party contract manufacturers, as well as new laws or regulations or changes to existing laws or regulations, could adversely affect our business.
  • Certain of our products are subject to a higher level of regulatory scrutiny, resulting in increased costs of operations and the potential for delays in product sales.
  • Pending and future litigation and claims may impair our reputation or lead us to incur significant costs.
  • We are subject to environmental laws and regulations that can impose significant costs and expose us to potential financial liabilities.
  • Increasing scrutiny and evolving expectations and in some cases conflicting expectations from customers, suppliers, regulators, investors, and other stakeholders with respect to our environmental, social and governance (“ESG”) practices may impose additional costs on us or expose us to new or additional risks.
  • Risks Related to Ownership of Our Common Stock
  • The market price and trading volume of our common stock may be volatile.
  • We may not declare or pay any dividends on our common stock for the foreseeable future.
  • Our certificate of incorporation and bylaws and provisions of Delaware law may discourage or prevent strategic transactions, including a takeover of the Company, even if such a transaction would be beneficial to our stockholders.
  • General Risks
  • Changes in tax laws may adversely affect us, and the IRS or a court may disagree with our tax positions, which may result in adverse effects on our business, financial condition, results of operations and cash flows.
  • We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce. In addition, temporary workforce disruptions or the inability of our employees to safely perform their jobs for any reason, including as a result of illness, could adversely impact our business, financial condition, results of operations and cash flows.
  • Increases in labor-related costs, including costs of medical and other employee health and welfare benefits, may reduce our profitability.
  • If we are unable to continue to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act, or our internal control over financial reporting is not effective, the reliability of our financial statements may be questioned, and the price of our common stock could suffer.
  • Actions of stockholders could cause us to incur substantial costs, divert management’s attention and resources and have an adverse effect on our business.

Legal proceedings

The information required under this Item 3 is set forth in Note 14 within “Notes to Consolidated Financial Statements” included in Item 8 of this report and is incorporated herein by this reference. For disclosure of environmental proceedings with a governmental entity as a party pursuant to Item 103(c)(3)(iii) of Regulation S-K, the Company has elected to disclose matters where the Company reasonably believes such proceeding would result in monetary sanctions, exclusive of interest and costs, of $1.0 million or more. Applying this threshold, there are no such environmental proceedings pending as of the filing date of this report or that were resolved during the three months ended September 30, 2025.

The opening of Item 3, Legal Proceedings.5

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