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Cover and table of contents

4K characters. Original on sec.gov ·

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

10-Q

(Mark One)

☑

QUARTERLY

REPORT

PURSUANT

TO

SECTION

OR

15(d)

OF

THE

SECURITIES

EXCHANGE

ACT

OF

1934

FOR THE QUARTERLY

PERIOD ENDED

FEBRUARY 26, 2023

☐

TRANSITION

REPORT

PURSUANT

TO

SECTION

OR

15(d)

OF

THE

SECURITIES

EXCHANGE

ACT

OF

1934

FOR THE TRANSITION PERIOD FROM

TO

Commission file number:

001-01185


GENERAL MILLS, INC.

(Exact name of registrant as specified in its charter)

Delaware

41-0274440

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

Number One General Mills Boulevard

Minneapolis

,

Minnesota

55426

(Address of principal executive offices)

(Zip Code)

(763)

764-7600

(Registrant’s telephone number,

including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange

on which registered

Common Stock, $.10 par value

GIS

New York Stock Exchange

1.000% Notes due 2023

GIS23A

New York Stock Exchange

0.125% Notes due 2025

GIS25A

New York Stock Exchange

0.450% Notes due 2026

GIS26

New York Stock Exchange

1.500% Notes due 2027

GIS27

New York Stock Exchange


Indicate

by

check

mark

whether

the

registrant

(1)

has

filed

all

reports

required

to

be

filed

by

Section

or

15(d)

of

the

Securities

Exchange Act of 1934

during the preceding 12

months (or for such shorter

period that the registrant

was required to file such

reports),

and (2) has been subject to such filing requirements for the past 90 days.

Yes

☑

No

☐

Indicate

by

check

mark

whether

the

registrant

has

submitted

electronically

every

Interactive

Data

File

required

to

be

submitted

pursuant to Rule

405 of Regulation

S-T during

the preceding 12

months (or for

such shorter period

that the registrant

was required

to

submit such files).

Yes

☑

No

☐

Indicate by check mark

whether the registrant is a

large accelerated filer,

an accelerated filer,

a non-accelerated filer,

smaller reporting

company,

or

an

emerging

growth

company.

See

the

definitions

of

“large

accelerated

filer,”

“accelerated

filer,”

“smaller

reporting

company,” and “emergin

g

growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If

an

emerging

growth

company,

indicate

by

check

mark

if

the

registrant

has

elected

not

to

use

the

extended

transition

period

for

complying with any new or revised financial accounting standards provided

pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined

in Rule 12b-2 of the Exchange Act).

Yes

☐

No

☑

Number

of

shares

of

Common

Stock

outstanding

as

of

March

13,

2023:

587,354,488

(excluding

167,258,840

shares

held

in

the

treasury).

General Mills, Inc.

Table of Contents

Page

PART I – Financial Information

Item 1. Financial Statements

Consolidated Statements of Earnings for the quarters and nine-month periods ended February 26, 2023 and

February 27, 2022

Consolidated Statements of Comprehensive Income for the quarters and nine-month periods ended February

26, 2023 and February 27, 2022

Consolidated Balance Sheets as of February 26, 2023 and May 29, 2022

Consolidated Statements of Total Equity and Redeemable Interest for the quarters and nine-month periods

ended February 26, 2023 and February 27, 2022

Consolidated Statements of Cash Flows for the nine-month periods ended February 26, 2023 and February

27, 2022

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Item 4. Controls and Procedures

PART II – Other Information

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Item 6. Exhibits

Signatures

PART

I.

FINANCIAL INFORMATION

Next: Item 1. Financial Statements