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CENT on Nasdaq

CENTRAL GARDEN & PET CO

American wholesale-miscellaneous nondurable goods company based in Wilmington2

In its 2025 annual report the company says: “We operate through two reportable segments: Pet and Garden. Our Pet segment offers a broad range of products for dog and cat supplies, including treats and chews, toys, beds and containment, grooming items, waste management and training pads. We also provide supplies for aquatics, small animals, reptiles and pet birds, such as toys, enclosures, habitats, bedding, food and supplements, equine and livestock products, animal and household health solutions and insect control items.”6 Its shares trade on Nasdaq under the symbol CENT.2

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Last updated Oct 21, 2026.

Overview

$3.1BRevenue, fiscal 20253
$162.8MNet income, fiscal 20253

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  • TickerCENT on Nasdaq2
  • IndustryWholesale-Miscellaneous Nondurable Goods2
  • HeadquartersWilmington, United States2
  • Incorporated inDE4
  • Business address1340 Treat Boulevard, Suite 600, Walnut Creek, Ca 945974
  • Filer categoryLarge accelerated filer4
  • Legal formCorporation2
  • LEI5493004DVZLD37DJ0H832
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 22975032

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Central Garden & Pet Company (“Central”) is a market leader in the U.S. pet and garden industries. For more than 40 years, we have delivered innovative, trusted solutions that help lawns grow greener, gardens bloom bigger, pets live healthier, and communities grow stronger. We operate through two reportable segments: Pet and Garden.6 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

31.9%Gross margin3
8.0%Operating margin3
5.2%Net margin3
-2.2%Revenue growth, 20253
10.3%Return on equity3
0.75×Debt to equity3
$291.1MFree cash flow3

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue68¢$2.1B
  • Selling, general and admin24¢$747.3M
  • Interest2¢$57.7M
  • Income tax2¢$52.8M
  • Profit5¢$162.8M

Out of $3.1B in revenue.3

Where each dollar of operating cash went, fiscal 2025

  • Capital spending12¢$41.4M
  • Share buybacks47¢$155.1M
  • Kept or used elsewhere41¢$136.0M

Out of $332.5M of cash from operations.3

Financial statements

Revenue78910113$3.1B in 2025+41% since 2018
0$1.0B$2.0B$3.0B$4.0B2018: $2.2B$2.2B20182019: $2.4B$2.4B2019+8%2020: $2.7B$2.7B2020+13%2021: $3.3B$3.3B2021+23%2022: $3.3B$3.3B2022+1%2023: $3.3B$3.3B2023−1%2024: $3.2B$3.2B2024−3%2025: $3.1B$3.1B2025−2%
Gross profit78910113$997.3M in 2025+48% since 2018
0$250.0M$500.0M$750.0M$1.0B2018: $675.4M$675.4M20182019: $704.0M$704.0M2019+4%2020: $796.6M$796.6M2020+13%2021: $970.9M$970.9M2021+22%2022: $992.3M$992.3M2022+2%2023: $946.8M$946.8M2023−5%2024: $943.7M$943.7M2024−0%2025: $997.3M$997.3M2025+6%
Operating income78910113$250.0M in 2025+49% since 2018
0$100.0M$200.0M$300.0M2018: $167.3M$167.3M20182019: $152.1M$152.1M2019−9%2020: $198.0M$198.0M2020+30%2021: $254.5M$254.5M2021+29%2022: $260.0M$260.0M2022+2%2023: $210.6M$210.6M2023−19%2024: $185.4M$185.4M2024−12%2025: $250.0M$250.0M2025+35%
Net income78910113$162.8M in 2025+32% since 2018
0$50.0M$100.0M$150.0M$200.0M2018: $123.6M$123.6M20182019: $92.8M$92.8M2019−25%2020: $120.7M$120.7M2020+30%2021: $151.7M$151.7M2021+26%2022: $152.2M$152.2M2022+0%2023: $125.6M$125.6M2023−17%2024: $108.0M$108.0M2024−14%2025: $162.8M$162.8M2025+51%
Fiscal year20182019202020212022202320242025
Revenue$2.2B7$2.4B8$2.7B9$3.3B10$3.3B11$3.3B3$3.2B3$3.1B3
Cost of revenue$1.5B7$1.7B8$1.9B9$2.3B10$2.3B11$2.4B3$2.3B3$2.1B3
Gross profit$675.4M7$704.0M8$796.6M9$970.9M10$992.3M11$946.8M3$943.7M3$997.3M3
Selling, general and admin$508.0M7$552.0M8$598.6M9$716.4M10$732.3M11$736.2M3$758.3M3$747.3M3
Operating income$167.3M7$152.1M8$198.0M9$254.5M10$260.0M11$210.6M3$185.4M3$250.0M3
Interest$39.2M7$42.6M8$44.0M9$58.6M10$58.3M11$57.0M3$57.5M3$57.7M3
Income before tax$198.9M11$162.4M3$142.4M3$216.8M3
Income tax$3.3M7$26.6M8$32.2M9$42.0M10$46.2M11$36.3M3$33.1M3$52.8M3
Net income$123.6M7$92.8M8$120.7M9$151.7M10$152.2M11$125.6M3$108.0M3$162.8M3
Earnings per share$2.397$1.638$2.239$2.8110$2.2911$1.923$1.643$2.583
Earnings per share (diluted)$2.327$1.618$2.209$2.7510$2.2411$1.883$1.623$2.553
Shares (weighted, basic)66.5M shares1165.5M shares365.7M shares363.1M shares3
Shares (weighted, diluted)68.0M shares1166.8M shares366.9M shares363.8M shares3

Compare CENTRAL GARDEN & PET CO with another company

Corporate structure

CENTRAL GARDEN & PET CO sits at the top of its group. 53 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of CENTRAL GARDEN & PET CO

  • CENTRAL GARDEN & PET CO Wilmington, Delaware, United States
    • A.E. McKenzie Co. ULC Subsidiary · British Columbia, Canada
    • All-Glass Aquarium Co., Inc. Subsidiary · Wisconsin, United States
    • Aquatica Tropicals Subsidiary · Delaware, United States
    • Arden Companies, LLC Subsidiary · Michigan, United States
    • B2E Biotech, LLC Subsidiary · Delaware, United States
    • B2E Corporation Subsidiary · New York, United States
    • B2E Manufacturing, LLC Subsidiary · Delaware, United States
    • B2E Microbials, LLC Subsidiary · Delaware, United States
    • Bell Nursery Holdings, LLC Subsidiary · Delaware, United States
    • Bell Nursery USA, LLC Subsidiary · Delaware, United States
    • Blue Springs Hatchery Subsidiary · Delaware, United States
    • BRP Hold Nightingale, LLC Subsidiary · Delaware, United States
    • BRP Hold Ox, LLC Subsidiary · Delaware, United States
    • C&S Products Co., Inc. Subsidiary · Iowa, United States
    • D&D Commodities Limited Subsidiary · Minnesota, United States
    • Farnam Companies, Inc. Subsidiary · Arizona, United States
    • Ferry-Morse Seed Company Subsidiary · Delaware, United States
    • Flora Parent, Inc. Subsidiary · Delaware, United States
    • Florida Tropical Distributors Subsidiary · Delaware, United States
    • Four Paws Products, Ltd. Subsidiary · New York, United States
    • Four Star Microbial Products, LLC Subsidiary · Delaware, United States
    • Gro Tec, Inc. Subsidiary · Georgia, United States
    • Gulfstream Home & Garden, Inc. Subsidiary · Florida, United States
    • Howard Johnson's Enterprises, Inc Subsidiary · Delaware, United States
    • Hydro-Organics Wholesale Subsidiary · California, United States
    • and 27 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); 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 CENTRAL GARDEN & PET CO 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$929.1M3 Sep 27, 2025$913.5M3 Sep 28, 2024+1.7%
Accumulated depreciation$565.9M3 Sep 27, 2025$534.4M3 Sep 28, 2024+5.9%
Property and equipment, net$363.2M3 Sep 27, 2025$379.2M3 Sep 28, 2024−4.2%
Finance-lease assets$200.0K3 Sep 27, 2025$300.0K3 Sep 28, 2024−33.3%
Operating-lease assets (leased space)$222.9M3 Sep 27, 2025$205.1M3 Sep 28, 2024+8.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$882.5M3 Sep 27, 2025$753.5M3 Sep 28, 2024+17.1%
Stakes in other companies (equity method)$30.5M3 Sep 27, 2025$31.5M3 Sep 28, 2024−3.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$554.7M3 Sep 27, 2025$551.4M3 Sep 28, 2024+0.6%
Intangible assets, net (excluding goodwill)$447.6M3 Sep 27, 2025$473.3M3 Sep 28, 2024−5.4%
Accumulated amortization$260.4M3 Sep 27, 2025$233.5M3 Sep 28, 2024+11.5%

Inventory

ItemLatestA year beforeChange
Inventory, total$722.1M3 Sep 27, 2025$757.9M3 Sep 28, 2024−4.7%
Raw materials$219.9M3 Sep 27, 2025$256.4M3 Sep 28, 2024−14.2%
Work in process$134.1M3 Sep 27, 2025$146.0M3 Sep 28, 2024−8.2%
Finished goods$347.2M3 Sep 27, 2025$338.8M3 Sep 28, 2024+2.5%
Supplies$20.9M3 Sep 27, 2025$16.7M3 Sep 28, 2024+25.1%

Properties, in its own words

We currently operate 37 manufacturing facilities totaling approximately 6.1 million square feet and 52 sales and distribution facilities totaling approximately 5.7 million square feet. Most sales and distribution centers consist of office and warehouse space, and several large bays for loading and unloading. Each sales and distribution center provides warehouse, distribution, sales and support functions for its geographic area. Our executive offices are located in Walnut Creek, California.

In addition to the manufacturing and sales and distribution facilities, the Garden segment leases approximately 239 acres of land in New Jersey and Virginia used in its grass seed and live plant operations and owns approximately 2,402 acres of land in Virginia, North Carolina, Maryland, Ohio, New Jersey and Kentucky used in its live plant operations. The Pet segment leases approximately 60 acres of land in Florida to support its live fish operations.

The rest of Item 2

We continually review the number, location and size of our manufacturing and sales and logistics facilities and expect to make changes over time to optimize our manufacturing and distribution footprints. We lease 15 of our manufacturing facilities and 40 of our sales and logistics facilities. These leases generally expire between fiscal years 2026 and 2034. Substantially all of the leases contain renewal provisions with automatic rent escalation clauses. The facilities we own are subject to major encumbrances under our principal credit facility. In addition to the facilities that are owned, our fixed assets are comprised primarily of machinery and equipment, trucks and warehousing, transportation and computer equipment.

Item 2 of the 10-K filed Nov 26, 2025.6

Leadership

Who has led CENTRAL GARDEN & PET CO, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Brooks Pennington Iii.2006
  2. Glenn W. Novotny2006–2007
  3. Gus D. Halas2011–2012
  4. John Ranelli2013–2016
  5. George C. Roeth2016–2019
  6. Timothy P. Cofer2019–2023
  7. Nicholas Lahanas2025–now

President

  1. James Heim V.2007–2009
  2. Bradley P. Johnson2007
  3. Glen R. Fleischer2009–2010
  4. John Ranelli2013–2016
  5. George C. Roeth2016–2019
  6. John Edward Hanson2026–now

Chief financial officer

  1. Stuart W. Booth2006–2010
  2. Jeffrey A. Blade2009
  3. Lori A. Varlas2010–2015
  4. David N. Chichester2015–2016
  5. Nicholas Lahanas2017–2024
2010201520202025
Board members and other officers (31)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • A.E. McKenzie Co. ULC British Columbia, Canada5
  • All-Glass Aquarium Co., Inc. Wisconsin5
  • Aquatica Tropicals Delaware5
  • Arden Companies, LLC Michigan5
  • B2E Biotech, LLC Delaware5
  • B2E Corporation New York5
  • B2E Manufacturing, LLC Delaware5
  • B2E Microbials, LLC Delaware5
  • BRP Hold Nightingale, LLC Delaware5
  • BRP Hold Ox, LLC Delaware5
  • Bell Nursery Holdings, LLC Delaware5
  • Bell Nursery USA, LLC Delaware5
  • Blue Springs Hatchery Delaware5
  • C&S Products Co., Inc. Iowa5
  • D&D Commodities Limited Minnesota5
  • Farnam Companies, Inc. Arizona5
  • Ferry-Morse Seed Company Delaware5
  • Flora Parent, Inc. Delaware5
  • Florida Tropical Distributors Delaware5
  • Four Paws Products, Ltd. New York5
  • Four Star Microbial Products, LLC Delaware5
  • Gro Tec, Inc. Georgia5
  • Gulfstream Home & Garden, Inc. Florida5
  • Howard Johnson's Enterprises, Inc Delaware5
All 52 listed subsidiaries
  • Hydro-Organics Wholesale California5
  • IMS Comercializadora Y Fabricacion DE Calidad SA DE CV Mexico5
  • IMS Southern, LLC Utah5
  • IMS Trading Mexico Mexico5
  • IMS Trading, LLC Utah5
  • K&H Manufacturing, LLC Delaware5
  • Kaytee Products, Inc. Wisconsin5
  • Leading Edge Aerial Technologies Inc Florida5
  • Leading Edge Associates Inc Florida5
  • Livingston Seed Company Delaware5
  • Marteal, Ltd. California5
  • Matson, LLC Washington5
  • Midwest Tropicals LLC Utah5
  • New England Pottery, LLC Delaware5
  • Nexgen Turf Research, LLC Oregon5
  • P&M Solutions, LLC Georgia5
  • Pennington Seed, Inc. Delaware5
  • Pets International, Ltd. Illinois5
  • Plantation Products, LLC Delaware5
  • Quality Pets, LLC Utah5
  • Seed Holdings Delaware5
  • Segrest Farms Delaware5
  • Segrest, Inc. Delaware5
  • Sun Pet Delaware5
  • Sustainable Agrico LLC Delaware5
  • TDBBS, LLC Delaware5
  • TFH Publications, Inc. Delaware5
  • Wellmark International California5

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

Former names

  • CENTRAL GARDEN & PET COMPANYAug 12, 1996 to Dec 15, 20044

Timeline

  1. Sep 22, 20268-K Executive or director change60
  2. Aug 5, 20268-K Results of operations61
  3. Jul 27, 20268-K Other events62
  4. May 6, 20268-K Results of operations63
  5. Feb 18, 20268-K Executive or director change; Shareholder vote; Other events64
  6. Feb 4, 20268-K Results of operations65
  7. Nov 24, 20258-K Results of operations66
  8. Nov 12, 20258-K Entered a material agreement; New debt or obligation67
  9. Aug 6, 20258-K Results of operations68
  10. Jul 11, 20258-K Results of operations69
  11. May 7, 20258-K Results of operations70
  12. Feb 18, 20258-K Executive or director change; Shareholder vote71
  13. Feb 7, 2025New chief executive Nicholas Lahanas becomes CEO16
  14. Oct 16, 2019New chief executive Timothy P. Cofer becomes CEO17
  15. Jun 1, 2016New chief executive George C. Roeth becomes CEO18
  16. Feb 13, 2013New chief executive John Ranelli becomes CEO19
  17. Apr 19, 2011New chief executive Gus D. Halas becomes CEO20
  18. Mar 13, 2006New chief executive Glenn W. Novotny becomes CEO22
  19. Jan 20, 2006New chief executive Brooks Pennington Iii. becomes CEO21
  20. May 13, 1992Founded CENTRAL GARDEN & PET CO is founded2

Calendar

Coming up

  1. Nov 23, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.09) a share, on Nov 24, 2025.72

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results61
  2. May 6, 2026Reported quarterly or annual results63
  3. Feb 4, 2026Reported quarterly or annual results65
  4. Nov 24, 2025Reported quarterly or annual results66
  5. Aug 6, 2025Reported quarterly or annual results68
  6. Jul 11, 2025Reported quarterly or annual results69
  7. May 7, 2025Reported quarterly or annual results70
  8. Feb 5, 2025Reported quarterly or annual results73

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

Filings

410 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 39 major events, 229 insider forms, 57 large holders, 65 other. The latest 20:

  1. Sep 28, 20264 EDGAR
  2. Sep 22, 20268-K EDGAR
  3. Aug 17, 20264 EDGAR
  4. Aug 17, 20264 EDGAR
  5. Aug 14, 2026SCHEDULE 13G EDGAR
  6. Aug 13, 2026144 EDGAR
  7. Aug 12, 2026144 EDGAR
  8. Aug 12, 20264 EDGAR
  9. Aug 12, 20264 EDGAR
  10. Aug 11, 2026144 EDGAR
  11. Aug 11, 20264 EDGAR
  12. Aug 6, 202610-Q EDGAR
  13. Aug 5, 20268-K EDGAR
  14. Jul 27, 20268-K EDGAR
  15. Jul 14, 20264 EDGAR
  16. Jun 26, 20264 EDGAR
  17. Jun 17, 20264 EDGAR
  18. Jun 17, 202611-K EDGAR
  19. May 19, 20264 EDGAR
  20. May 7, 202610-Q EDGAR

The 410 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

54 open-market trades by officers, directors and large owners since October 2021: 0 buys and 54 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 13, 2026BROWN WILLIAM EChairmanSale3,900$39.00$152.1KForm 4
Aug 12, 2026Walker John D. IIIPresident, Garden Consumer ProSale5,000$39.00$195.0KForm 4
Aug 11, 2026Walker John D. IIIPresident, Garden Consumer ProSale5,000$38.50$192.5KForm 4
Feb 19, 2026Ranelli JohnDirectorSale3,668$34.50$126.5KForm 4
Feb 17, 2026Hanson John EdwardPresident, Pet Consumer ProdSale5,000$34.75$173.8KForm 4
Feb 10, 2026Dougher BrendanDirectorSale3,250$33.38$108.5KForm 4
Nov 28, 2025METZ CHRISTOPHER TDirectorSale10,000$30.91$309.1KForm 4
Aug 29, 2025BROWN WILLIAM EChairmanSale83,194$32.71$2.7MForm 4
Aug 28, 2025BROWN WILLIAM EChairmanSale19,931$32.56$648.9KForm 4
Aug 25, 2025Ranelli JohnDirectorSale3,076$32.58$100.2KForm 4
Aug 25, 2025Walker John D. IIIPresident, Garden Consumer ProSale3,500$32.59$114.1KForm 4
Aug 14, 2025PENNINGTON BROOKS IIIDirectorSale3,281$32.82$107.7KForm 4
May 29, 2025BROWN WILLIAM EChairmanSale7,800$32.04$249.9KForm 4
May 21, 2025BROWN WILLIAM EChairmanSale40,000$32.42$1.3MForm 4
May 20, 2025BROWN WILLIAM EChairmanSale60,000$32.39$1.9MForm 4
May 13, 2025Hanson John EdwardPresident, Pet Consumer ProdSale9,375$32.00$300.0KForm 4
Feb 13, 2025Ranelli JohnDirectorSale2,500$33.28$83.2KForm 4
Feb 11, 2025PENNINGTON BROOKS IIIDirectorSale2,703$33.44$90.4KForm 4
Feb 10, 2025PENNINGTON BROOKS IIIDirectorSale4,062$32.83$133.4KForm 4
Feb 10, 2025Walker John D. IIIPresident, Garden Consumer ProSale10,000$32.86$328.6KForm 4

All 54 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
2025John Hanson$560.4K$2.1M87
2025Nicholas Lahanas$893.4K$1.9M87
2025William E. Brown$306.5K$1.5M87
2025John D. Walker$563.4K$858.9K87
2025Bradley G. Smith$448.4K$736.0K87
2024Chief Executive Officer and Former Chief Financial Officer$522.6K$1.2M87
2024PresidentPet Consumer Products$537.5K$1.2M87
2024Chairman of the Board of Directors$300.0K$903.0K87
2023PresidentPet Consumer Products$545.8K$1.2M87
2023Chief Executive Officer and Former Chief Financial Officer$508.7K$992.4K87
2023Chairman of the Board of Directors$311.5K$883.2K87

SEC filer profile

How CENTRAL GARDEN & PET CO is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCENTRAL GARDEN & PET CO1
  • CIK0000887733
  • Employer ID (EIN)68-02755536
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company6
  • Incorporated inDelaware6
  • Fiscal year endsSeptember 271
  • Industry code (SIC)5190 Wholesale-Miscellaneous Nondurable Goods1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address1340 Treat Boulevard, Suite 600, Walnut Creek, CA 945971
  • Phone92594840001
  • Shares outstanding9,650,221 Common Class One shares; 51,080,111 Common Class A shares; 1,602,374 Common Class B shares as of Nov 19, 20256
  • AuditorDELOITTE & TOUCHE LLP, San Francisco, California PCAOB ID 34; it also attests to the company’s internal control over financial reporting6
  • On EDGAR sinceFeb 22, 19961
  • Filings1,997 in all: 4 (952), 8-K (248), SC 13G/A (217), 10-Q (92), SC 13G (75), 3 (43), 144 (41), 11-K (31)1
    All 46 form types

    DEF 14A (31), 10-K (29), 4/A (19), DEFA14A (19), ARS (17), CORRESP (15), SCHEDULE 13G/A (14), UPLOAD (14), 5 (12), 8-K/A (12), S-8 (10), S-3 (9), 10-Q/A (8), 424B3 (8), 424B5 (8), SC 13D/A (8), SCHEDULE 13G (8), FWP (6), S-3/A (6), S-4 (5), 424B2 (4), EFFECT (4), PRE 14A (4), S-3ASR (4), S-4/A (4), 10-K/A (3), 10-K405/A (3), SC 13D (3), 424B4 (2), 10-K405 (1), 305B2 (1), 424A (1), 424B1 (1), 5/A (1), 8-A12B (1), DEFR14A (1), NT 10-Q (1), POSASR (1)

  • Latest filingsAnnual report (10-K) Nov 26, 2025
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Dec 22, 2025
    Latest 8-K (8-K) Sep 22, 2026

Securities registered for trading

ClassSymbolExchange
Common StockCENTThe Nasdaq Stock Market LLC
Class A Common StockCENTAThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Nov 26, 2025 (Section 12(b) of the Exchange Act).6

Risk factors and legal proceedings

The risks CENTRAL GARDEN & PET CO names in Item 1A of its 10-K filed Nov 26, 2025: 31 risks under these headings, as written.6

  • Risks Affecting our Business
  • Economic uncertainty and other adverse macro-economic conditions, including interest rate fluctuations and tariffs, may harm our business.
  • Tariffs or a global trade war could increase the cost of our products, which could adversely impact the competitiveness of our products and our financial results.
  • High energy prices could adversely affect our operating results.
  • A decline in consumers’ discretionary spending or a change in consumer preferences could reduce our sales and harm our business.
  • Our operating results and cash flow are susceptible to fluctuations.
  • Our lawn and garden sales are highly seasonal and subject to adverse weather and climate change.
  • We are in the process of implementing our Central to Home strategy, which could result in increased expenses over the next few years.
  • If we are unable to execute on our Cost and Simplicity Agenda, our ability to maintain or grow margins may be negatively impacted.
  • Seeds and grains we use to produce bird feed and grass seed are commodity products subject to price volatility that could have a negative impact on us.
  • We are subject to significant risks associated with innovation, including the risk that our new product innovations will not produce sufficient sales to recoup our investment.
  • We depend on a few customers for a significant portion of our business.
The other 20 risks
  • We may be adversely affected by trends in the retail industry.
  • If we underestimate or overestimate demand for our products and do not maintain appropriate inventory levels, our results of operations and financial condition could be negatively impacted.
  • Supply disruptions in pet birds, small animals and fish may negatively impact our sales.
  • Issues with products may lead to product liability, personal injury or property damage claims, recalls, withdrawals, replacements of products, regulatory actions by governmental authorities that could divert resources, affect business operations, decrease sales, increase costs, and put us at a competitive disadvantage, any of which could have a significant adverse effect on our results of operations and financial condition.
  • Competition in our industries may hinder our ability to execute our business strategy, increase our profitability or maintain relationships with existing customers.
  • We continue to implement enterprise resource planning information technology systems.
  • Some of the products that we manufacture and distribute require governmental permits and also subject us to potential environmental liabilities.
  • Deterioration in operating results could prevent us from fulfilling our obligations under the terms of our indebtedness or impact our ability to refinance our debt on favorable terms as it matures.
  • Risks Relating to Acquisitions
  • Our acquisition strategy involves a number of risks.
  • If our goodwill, indefinite-lived intangible assets or other long-term assets become impaired, we will be required to record impairment charges, which may be significant.
  • General Risks
  • Our success depends upon our retaining and recruiting key personnel.
  • A significant information security or operational technology incident, including a cyber attack or data breach, could disrupt our operations and adversely impact our operating results, cash flows and reputation.
  • Our inability to protect our trademarks and any other proprietary rights may have a significant, negative impact on our business.
  • The products that we manufacture and distribute could expose us to product liability claims.
  • We have unresolved litigation which could adversely impact our operating results.
  • The adoption of new tax legislation, unanticipated changes in our tax provisions, or exposure to additional tax liabilities could affect our profitability and cash flows.
  • Risks Relating to our Capital Stock
  • We do not expect to pay cash dividends in the foreseeable future.
  • We may issue additional shares of our common stock or Class A common stock that could dilute the value and market price of our stock.
  • Our Chairman and founder, through his holdings of our Class B common stock, exercises effective control of the Company, which may discourage potential acquisitions of our business and could have an adverse effect on the market price of our stock.
  • We have authorized the issuance of shares of common stock, Class A common stock and preferred stock, which may discourage potential acquisitions of our business and could have an adverse effect on the market price of our common stock and our Class A common stock.

Legal proceedings

In 2012, Nite Glow Industries, Inc. and its owner, Marni Markell, ("Nite Glow") filed suit in the U.S. District Court for New Jersey against the Company alleging that the applicator developed and used by the Company for certain of its branded topical flea and tick products infringes a patent held by Nite Glow and asserted related claims for breach of contract and misappropriation of confidential information based on the terms of a Non-Disclosure Agreement. On June 27, 2018, a jury returned a verdict in favor of Nite Glow on each of the three claims and awarded damages of approximately $12.6 million. The court ruled on post-trial motions in early June 2020, reducing the judgment amount to $12.4 million and denying the plaintiff's request for attorneys' fees. The Company filed its notice of appeal and the plaintiffs cross-appealed. On July 14, 2021, the Federal Circuit Court of Appeals issued its decision on the appeal. The Federal Circuit concluded that the Company did not infringe plaintiff's patent and determined that the breach of contract claim raised no non-duplicative damages and should be dismissed. The court affirmed the jury's liability verdict on the misappropriation of confidential information claim but ordered a new trial on damages on that single claim limited to the "head start" benefit, if any, generated by the confidential information. The retrial on the "head start" damages issue concluded in early March 2024. On September 30, 2025, the court issued its decision awarding the plaintiff $5.0 million, and judgment was entered on October 17, 2025 in the amount of $7.2 million, including prejudgment interest. The Company intends to appeal the judgment and believes that it will prevail in the appeal and in any further proceedings as to the head start damages issue.

The opening of Item 3, Legal Proceedings.6

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