Item 1. Financial Statements

Financial Statements

Consolidated Statements of Earnings

GENERAL MILLS, INC. AND SUBSIDIARIES

(Unaudited) (In Millions, Except per Share Data)

Quarter Ended

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Net sales

$

5,125.9

$

4,537.7

$

15,064.2

$

14,101.6

Cost of sales

3,461.1

3,134.0

10,246.6

9,469.3

Selling, general, and administrative expenses

946.9

751.4

2,632.5

2,337.6

Divestitures gain, net

(13.7)

(170.1)

(444.6)

(170.1)

Restructuring, impairment, and other exit costs

1.4

7.1

14.1

5.1

Operating profit

730.2

815.3

2,615.6

2,459.7

Benefit plan non-service income

(21.6)

(27.1)

(65.0)

(84.4)

Interest, net

98.3

86.5

277.5

275.1

Earnings before income taxes and after-tax earnings

from

joint ventures

653.5

755.9

2,403.1

2,269.0

Income taxes

108.3

123.2

471.5

451.8

After-tax earnings from joint ventures

12.7

29.9

57.9

92.0

Net earnings, including earnings attributable to redeemable

and noncontrolling interests

557.9

662.6

1,989.5

1,909.2

Net earnings attributable to redeemable and

noncontrolling interests

4.8

2.3

10.5

24.7

Net earnings attributable to General Mills

$

553.1

$

660.3

$

1,979.0

$

1,884.5

Earnings per share – basic

$

0.94

$

1.09

$

3.32

$

3.10

Earnings per share – diluted

$

0.92

$

1.08

$

3.28

$

3.07

See accompanying notes to consolidated financial statements.

Consolidated Statements of Comprehensive Income

GENERAL MILLS, INC. AND SUBSIDIARIES

(Unaudited) (In Millions)

Quarter Ended

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Net earnings, including earnings attributable to

redeemable and noncontrolling interests

$

557.9

$

662.6

$

1,989.5

$

1,909.2

Other comprehensive income (loss), net of tax:

Foreign currency translation

12.5

(122.5)

(98.7)

(184.9)

Other fair value changes:

Hedge derivatives

(5.7)

(30.8)

(23.2)

(10.4)

Reclassification to earnings:

Foreign currency translation

-

342.2

(7.4)

342.2

Hedge derivatives

18.9

30.2

18.5

34.4

Amortization of losses and prior service costs

13.9

22.3

42.2

53.5

Other comprehensive income (loss), net of tax

39.6

241.4

(68.6)

234.8

Total comprehensive

income

597.5

904.0

1,920.9

2,144.0

Comprehensive income (loss) attributable to

redeemable and noncontrolling interests

4.9

2.3

9.9

(47.0)

Comprehensive income attributable to General Mills

$

592.6

$

901.7

$

1,911.0

$

2,191.0

See accompanying notes to consolidated financial statements.

Consolidated Balance Sheets

GENERAL MILLS, INC. AND SUBSIDIARIES

(In Millions, Except Par Value)

Feb. 26, 2023

May 29, 2022

(Unaudited)

ASSETS

Current assets:

Cash and cash equivalents

$

618.7

$

569.4

Receivables

1,770.2

1,692.1

Inventories

2,083.3

1,867.3

Prepaid expenses and other current assets

643.8

802.1

Assets held for sale

-

158.9

Total current

assets

5,116.0

5,089.8

Land, buildings, and equipment

3,353.6

3,393.8

Goodwill

14,487.8

14,378.5

Other intangible assets

6,968.0

6,999.9

Other assets

1,274.4

1,228.1

Total assets

$

31,199.8

$

31,090.1

LIABILITIES

AND EQUITY

Current liabilities:

Accounts payable

$

3,868.2

$

3,982.3

Current portion of long-term debt

2,487.2

1,674.2

Notes payable

959.8

811.4

Other current liabilities

2,103.1

1,552.0

Total current

liabilities

9,418.3

8,019.9

Long-term debt

8,140.2

9,134.8

Deferred income taxes

2,151.6

2,218.3

Other liabilities

1,006.0

929.1

Total liabilities

20,716.1

20,302.1

Stockholders' equity:

Common stock,

754.6

shares issued, $

0.10

par value

75.5

75.5

Additional paid-in capital

1,191.1

1,182.9

Retained earnings

19,226.5

18,532.6

Common stock in treasury,

at cost, shares of

166.2

and

155.7

(8,220.1)

(7,278.1)

Accumulated other comprehensive loss

(2,038.5)

(1,970.5)

Total stockholders' equity

10,234.5

10,542.4

Noncontrolling interests

249.2

245.6

Total equity

10,483.7

10,788.0

Total liabilities and equity

$

31,199.8

$

31,090.1

See accompanying notes to consolidated financial statements.

Consolidated Statements of Total

Equity and Redeemable Interest

GENERAL MILLS, INC. AND SUBSIDIARIES

(Unaudited) (In Millions, Except per Share Data)

Quarter Ended

Feb. 26, 2023

Feb. 27, 2022

Shares

Amount

Shares

Amount

Total equity,

beginning balance

$

10,372.1

$

9,804.7

Common stock,

billion shares authorized, $

0.10

par value

754.6

75.5

754.6

75.5

Additional paid-in capital:

Beginning balance

1,155.3

1,365.1

Stock compensation plans

21.9

11.5

Unearned compensation related to stock unit awards

(14.8)

(19.1)

Earned compensation

28.7

31.7

Reversal of cumulative redeemable interest

value adjustments

-

(207.4)

Acquisition of noncontrolling interest

-

(19.5)

Ending balance

1,191.1

1,162.3

Retained earnings:

Beginning balance

18,991.9

17,363.2

Net earnings attributable to General Mills

553.1

660.3

Cash dividends declared ($

0.54

and $

0.51

per share)

(318.5)

(310.4)

Ending balance

19,226.5

17,713.1

Common stock in treasury:

Beginning balance

(164.4)

(8,023.5)

(151.4)

(6,915.2)

Shares purchased

(2.9)

(251.0)

(2.6)

(175.5)

Stock compensation plans

1.1

54.4

1.6

75.4

Ending balance

(166.2)

(8,220.1)

(152.4)

(7,015.3)

Accumulated other comprehensive loss:

Beginning balance

(2,078.0)

(2,364.1)

Other comprehensive income

39.5

241.4

Ending balance

(2,038.5)

(2,122.7)

Noncontrolling interests:

Beginning balance

250.9

280.2

Comprehensive income

4.9

2.3

Distributions to noncontrolling interest holders

(6.6)

(108.3)

Reclassification from redeemable interest

-

561.6

Reversal of cumulative redeemable interest

value adjustments

-

207.4

Divestiture

-

(680.4)

Ending balance

249.2

262.8

Total equity,

ending balance

$

10,483.7

$

10,075.7

Redeemable interest:

Beginning balance

$

-

$

561.6

Reclassification to noncontrolling interest

-

(561.6)

Ending balance

$

-

$

-

See accompanying notes to consolidated financial statements.

Consolidated Statements of Total

Equity and Redeemable Interest

GENERAL MILLS, INC. AND SUBSIDIARIES

(Unaudited) (In Millions, Except per Share Data)

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

Shares

Amount

Shares

Amount

Total equity,

beginning balance

$

10,788.0

$

9,773.2

Common stock,

billion shares authorized, $

0.10

par value

754.6

75.5

754.6

75.5

Additional paid-in capital:

Beginning balance

1,182.9

1,365.5

Stock compensation plans

23.8

15.5

Unearned compensation related to stock unit awards

(100.6)

(91.3)

Earned compensation

85.0

85.4

Decrease in redemption value of

redeemable interest

-

14.1

Reversal of cumulative redeemable interest

value adjustments

-

(207.4)

Acquisition of noncontrolling interest

-

(19.5)

Ending balance

1,191.1

1,162.3

Retained earnings:

Beginning balance

18,532.6

17,069.8

Net earnings attributable to General Mills

1,979.0

1,884.5

Cash dividends declared ($

2.16

and $

2.04

per share)

(1,285.1)

(1,241.2)

Ending balance

19,226.5

17,713.1

Common stock in treasury:

Beginning balance

(155.7)

(7,278.1)

(146.9)

(6,611.2)

Shares purchased

(15.0)

(1,152.3)

(8.8)

(550.5)

Stock compensation plans

4.5

210.3

3.3

146.4

Ending balance

(166.2)

(8,220.1)

(152.4)

(7,015.3)

Accumulated other comprehensive loss:

Beginning balance

(1,970.5)

(2,429.2)

Other comprehensive (loss) income

(68.0)

306.5

Ending balance

(2,038.5)

(2,122.7)

Noncontrolling interests:

Beginning balance

245.6

302.8

Comprehensive income (loss)

9.9

(17.8)

Distributions to noncontrolling interest holders

(11.4)

(110.8)

Reclassification from redeemable interest

-

561.6

Reversal of cumulative redeemable interest

value adjustments

-

207.4

Divestiture

5.1

(680.4)

Ending balance

249.2

262.8

Total equity,

ending balance

$

10,483.7

$

10,075.7

Redeemable interest:

Beginning balance

$

-

$

604.9

Comprehensive loss

-

(29.2)

Decrease in redemption value of

redeemable interest

-

(14.1)

Reclassification to noncontrolling interest

-

(561.6)

Ending balance

$

-

$

-

See accompanying notes to consolidated financial statements.

Consolidated Statements of Cash Flows

GENERAL MILLS, INC. AND SUBSIDIARIES

(Unaudited) (In Millions)

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

Cash Flows - Operating Activities

Net earnings, including earnings attributable to redeemable and noncontrolling

interests

$

1,989.5

$

1,909.2

Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization

411.0

430.6

After-tax earnings from joint ventures

(57.9)

(92.0)

Distributions of earnings from joint ventures

36.6

49.0

Stock-based compensation

86.7

80.3

Deferred income taxes

(71.2)

81.3

Pension and other postretirement benefit plan contributions

(20.2)

(20.7)

Pension and other postretirement benefit plan costs

(20.2)

(10.6)

Divestitures gain, net

(444.6)

(170.1)

Restructuring, impairment, and other exit costs

(14.6)

(62.5)

Changes in current assets and liabilities, excluding the effects of

acquisitions and divestitures

21.3

91.5

Other, net

110.6

(57.9)

Net cash provided by operating activities

2,027.0

2,228.1

Cash Flows - Investing Activities

Purchases of land, buildings, and equipment

(351.3)

(350.6)

Acquisition, net of cash acquired

(251.5)

(1,201.3)

Proceeds from divestitures, net of cash divested

633.1

46.1

Investments in affiliates, net

(30.8)

30.1

Proceeds from disposal of land, buildings, and equipment

0.8

1.6

Other, net

(6.4)

12.3

Net cash used by investing activities

(6.1)

(1,461.8)

Cash Flows - Financing Activities

Change in notes payable

159.2

471.5

Issuance of long-term debt

501.8

1,935.2

Payment of long-term debt

(600.0)

(2,278.2)

Proceeds from common stock issued on exercised options

168.0

96.2

Purchases of common stock for treasury

(1,152.3)

(550.5)

Dividends paid

(967.4)

(934.1)

Distributions to noncontrolling and redeemable interest holders

(11.4)

(110.8)

Other, net

(53.5)

(26.8)

Net cash used by financing activities

(1,955.6)

(1,397.5)

Effect of exchange rate changes on cash and cash equivalents

(16.0)

(29.6)

Increase (decrease) in cash and cash equivalents

49.3

(660.8)

Cash and cash equivalents - beginning of year

569.4

1,505.2

Cash and cash equivalents - end of period

$

618.7

$

844.4

Cash Flow from changes in current assets and liabilities, excluding the effects

of

acquisitions and divestitures:

Receivables

$

(132.4)

$

(214.5)

Inventories

(237.0)

102.5

Prepaid expenses and other current assets

151.5

41.5

Accounts payable

(41.6)

(14.0)

Other current liabilities

280.8

176.0

Changes in current assets and liabilities

$

21.3

$

91.5

See accompanying notes to consolidated financial statements.

GENERAL MILLS, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED

FINANCIAL STATEMENTS

(Unaudited)

(1) Background

The accompanying

Consolidated Financial

Statements of

General Mills,

Inc. (we,

us, our,

General Mills,

or the Company)

have been

prepared in

accordance with

accounting principles

generally accepted

in the

United States

(GAAP) for

interim financial

information

and with

the rules

and regulations

for reporting

on Form

10-Q. Accordingly,

they do

not include

certain information

and disclosures

required

for

comprehensive

financial

statements.

In

the

opinion

of

management,

all

adjustments

considered

necessary

for

a

fair

presentation have

been included

and are

of a

normal recurring

nature, including

the elimination

of all

intercompany transactions

and

any

noncontrolling

and redeemable

interests’ share

of those

transactions.

Operating

results for

the fiscal

quarter ended

February 26,

2023,

are not necessarily indicative of the results that may be expected for the fiscal year

ending May 28, 2023.

These

statements

should

be

read

in

conjunction

with

the

Consolidated

Financial

Statements

and

footnotes

included

in

our

Annual

Report on Form

10-K for the fiscal

year ended May

29, 2022. The

accounting policies used

in preparing these

Consolidated Financial

Statements are the same as those described in Note 2 to the Consolidated Financial

Statements in that Form 10-K.

Certain terms used throughout this report are defined in the “Glossary” section below.

(2) Acquisitions and Divestitures

During

the first

quarter

of fiscal

2023,

we

acquired

TNT Crust,

a

manufacturer

of high-quality

frozen pizza

crusts

for

regional

and

national pizza

chains, foodservice

distributors, and

retail outlets,

for a

purchase price

of $

253.0

million. We

financed the

transaction

with U.S. commercial paper.

We consol

idated the TNT Crust business

into our Consolidated Balance

Sheets and recorded goodwill

of

$

154.3

million. The

goodwill is

included in

the North

America Foodservice

segment and

is not

deductible for

tax purposes.

The pro

forma

effects

of

this

acquisition

were

not

material.

We

have

conducted

a

preliminary

assessment

of

the

fair

value

of

the

acquired

assets

and

liabilities

of

the

TNT

Crust

business

and

will

continue

to

review

these

items

during

the

measurement

period.

If

new

information is obtained

about facts and circumstances

that existed at the

acquisition date, the

acquisition accounting will

be revised to

reflect the resulting adjustments to

current estimates of these items.

The consolidated results of the

TNT Crust business are reported

in

our North America Foodservice segment on a one-month lag.

During the

first quarter

of fiscal

2023,

we completed

the sale

of our

Helper main

meals and

Suddenly

Salad side

dishes business

to

Eagle Family Foods Group for $

606.8

million and recorded a pre-tax gain of $

442.2

million.

During

the

third

quarter

of

fiscal

2022,

we

completed

the

sale

of

our

interests

in

Yoplait

SAS,

Yoplait

Marques

SNC,

and

Liberté

Marques

Sàrl

to

Sodiaal

International

(Sodiaal)

in

exchange

for

Sodiaal’s

interest

in

our

Canadian

yogurt

business,

a

modified

agreement

for

the

use

of

Yoplait

and

Liberté

brands

in

the

United

States

and

Canada,

and

cash.

We

recorded

a

net

pre-tax

gain

of

$

148.8

million on the sale of these businesses during the third quarter of fiscal 2022.

During the third quarter of fiscal 2022, we sold a European dough business

and recorded a net pre-tax gain on sale of $

21.3

million.

During

the

first

quarter

of

fiscal

2022,

we

acquired

Tyson

Foods’

pet

treats

business

for

$

1.2

billion

in

cash.

We

financed

the

transaction

with

a

combination

of

cash

on

hand

and

short-term

debt.

We

consolidated

the pet

treats

business

into

our

Consolidated

Balance

Sheets

and

recorded

goodwill

of

$

762.3

million,

indefinite-lived

intangible

assets

for

the

Nudges

,

Top

Chews

,

and

True

Chews

brands

totaling

$

330.0

million

in

aggregate,

and

a

finite-lived

customer

relationship

asset

of

$

40.0

million.

The

goodwill

is

included in the Pet segment and is deductible for tax purposes. The pro forma

effects of this acquisition were not material.

(3) Restructuring, Impairment, and Other Exit Costs

In the nine-month period ended February 26, 2023, we did not undertake

any new restructuring actions. We

recorded $

2.1

million of

restructuring charges in the third quarter of fiscal 2023 and $

16.0

million of restructuring charges in the nine-month period ended

February 26, 2023, related to restructuring actions previously announced.

We recorded $

9.3

million of restructuring charges in the

third quarter of fiscal 2022 and $

7.9

million of restructuring charges in the nine-month period ended

February 27, 2022, related to

restructuring actions previously announced.

We

expect these actions to be completed by the end of

fiscal 2024

.

We paid net $

30.6

million of cash in the nine-month period ended February 26, 2023, related to restructuring

actions previously

announced. We

paid net $

70.4

million of cash in the same period of fiscal 2022.

The roll forward of our restructuring and other exit cost reserves, included

in other current liabilities, is as follows:

In Millions

Total

Reserve balance as of May 29, 2022

$

36.8

Fiscal 2023 charges, including foreign currency translation

8.6

Utilized in fiscal 2023

(26.5)

Reserve balance as of Feb. 26, 2023

$

18.9

The reserve balance primarily consists of expected severance payments

associated with restructuring actions.

The charges

recognized in

the roll forward

of our reserves

for restructuring

and other exit

costs do not

include items

charged directly

to expense

(e.g., asset

impairment charges,

accelerated depreciation,

the gain

or loss

on the

sale of

restructured assets,

and the

write-

off

of

spare parts)

and other

periodic

exit costs

are

recognized

as incurred,

as those

items are

not reflected

in our

restructuring

and

other exit cost reserves on our Consolidated Balance Sheets.

(4) Goodwill and Other Intangible Assets

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

In Millions

Feb. 26, 2023

May 29, 2022

Goodwill

$

14,487.8

$

14,378.5

Other intangible assets:

Intangible assets not subject to amortization:

Brands and other indefinite-lived intangibles

6,708.2

6,725.8

Intangible assets subject to amortization:

Customer relationships and other finite-lived intangibles

385.5

400.3

Less accumulated amortization

(125.7)

(126.2)

Intangible assets subject to amortization, net

259.8

274.1

Other intangible assets

6,968.0

6,999.9

Total

$

21,455.8

$

21,378.4

Based on the

carrying value of

finite-lived intangible assets

as of February

26, 2023, annual amortization

expense for each of

the next

five fiscal years is estimated to be approximately $

million.

The changes in the carrying amount of goodwill during the nine-month period

ended February 26, 2023, were as follows:

In Millions

North

America

Retail

Pet

North

America

Foodservice

International

Joint Ventures

Total

Balance as of May 29, 2022

$

6,552.9

$

6,062.8

$

648.8

$

721.6

$

392.4

$

14,378.5

Acquisition

-

-

154.3

-

-

154.3

Divestitures

(2.0)

-

-

(0.4)

-

(2.4)

Other activity, primarily

foreign currency translation

(8.5)

-

-

(27.2)

(6.9)

(42.6)

Balance as of Feb. 26, 2023

$

6,542.4

$

6,062.8

$

803.1

$

694.0

$

385.5

$

14,487.8

The changes in the carrying amount of other intangible assets during the nine-month

period ended February 26, 2023, were as follows:

In Millions

Total

Balance as of May 29, 2022

$

6,999.9

Acquisition

3.8

Divestiture

(3.6)

Other activity, primarily

foreign currency translation

(32.1)

Balance as of Feb. 26, 2023

$

6,968.0

Our

annual

goodwill

and

indefinite-lived

intangible

assets

impairment

test

was

performed

on

the

first

day

of

the

second

quarter

of

fiscal

2023,

and

we

determined

there

was

no

impairment

of

our

intangible

assets

as

their

related

fair

values

were

substantially

in

excess of the

carrying values,

except for

the

Uncle Toby’s

brand intangible

asset. In addition,

while having

significant coverage

as of

our fiscal 2023

assessment date, the

Progresso

and

EPIC

brand intangible assets

had risk of decreasing

coverage. We

will continue to

monitor these businesses for potential impairment.

(5) Inventories

The components of inventories were as follows:

In Millions

Feb. 26, 2023

May 29, 2022

Raw materials and packaging

$

560.2

$

532.0

Finished goods

1,929.7

1,634.7

Grain

148.6

164.0

Excess of FIFO over LIFO cost

(555.2)

(463.4)

Total

$

2,083.3

$

1,867.3

(6) Risk Management Activities

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),

dairy products, 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 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 the quarters and nine-month periods ended

February 26, 2023, and February 27, 2022, included:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Net (loss) gain on mark-to-market valuation of certain

commodity positions

$

(30.2)

$

72.3

$

(123.4)

$

119.3

Net gain on commodity positions reclassified from

unallocated corporate items to segment operating profit

(21.5)

(48.1)

(85.0)

(118.7)

Net mark-to-market revaluation of certain grain inventories

(14.9)

(44.2)

(58.0)

15.6

Net mark-to-market valuation of certain commodity

positions recognized in unallocated corporate items

$

(66.6)

$

(20.0)

$

(266.4)

$

16.2

As

of

February

26,

2023,

the

net

notional

value

of

commodity

derivatives

was

$

448.0

million,

of

which

$

153.0

million

related

to

energy inputs and $

295.0

million related to agricultural inputs. These contracts relate to inputs that generally

will be utilized within the

next

months.

As of February 26, 2023, the notional value of foreign exchange derivatives was $

1,111.8

million.

We

also have net

investments in

foreign subsidiaries

that are denominated

in euros. As

of February

26, 2023, we

hedged a portion

of

these investments with €

2,942.8

million of euro-denominated bonds.

The

fair

values

of

the

derivative

positions

used

in

our

risk

management

activities

and

other

assets

recorded

at

fair

value

were

not

material as of February 26, 2023,

and were Level 1 or Level 2 assets and

liabilities in the fair value hierarchy.

We did

not significantly

change our valuation techniques from prior periods.

During

the third

quarter of

fiscal 2023,

in advance

of a

planned debt

refinancing,

we entered

into a

€

250.0

million notional

amount

forward-starting interest rate swap.

During

the

second

quarter

of

fiscal

2023,

we

entered

into

a

$

500.0

million

notional

amount

interest

rate

swap

to

convert

our

$

500.0

million fixed rate notes due

November 18, 2025

, to a floating rate.

Subsequent

to

the

end

of

the

third

quarter

of

fiscal

2023,

in

advance

of

planned

debt

refinancings,

we

entered

into

€

500.0

million

notional amount of forward-starting interest rate swaps and $

350.0

million notional amount of treasury locks.

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.

All

of

our

accounts

payable

remain

as

obligations

to

our

suppliers

as

stated

in

our

supplier

agreements.

As of

February 26,

2023, $

1,483.9

million of

our

total accounts

payable were

payable

to suppliers

who utilize

these

third-party

services.

As

of

February

27,

2022,

$

1,382.8

million

of

our

total

accounts

payable

were

payable

to

suppliers

who

utilize these third-party services.

(7) Debt

The components of notes payable were as follows:

In Millions

Feb. 26, 2023

May 29, 2022

U.S. commercial paper

$

948.1

$

694.8

Financial institutions

11.7

116.6

Total

$

959.8

$

811.4

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 fee-paid committed and uncommitted credit

lines we had available as of February 26, 2023:

In Billions

Facility

Amount

Borrowed

Amount

Committed credit facility expiring April 2026

$

2.7

$

-

Uncommitted credit facilities

0.6

-

Total committed

and uncommitted credit facilities

$

3.3

$

-

The

credit

facilities

contain

covenants,

including

a

requirement

to

maintain

a

fixed

charge

coverage

ratio

of

at

least

2.5

times.

We

were in compliance with all credit facility covenants as of February 26, 2023.

Long-Term

Debt

The fair

values and

carrying amounts

of long-term

debt, including

the current

portion, were

$

9,840.9

million and

$

10,627.4

million,

respectively,

as of

February

26,

The fair

value

of long-term

debt

was estimated

using

market quotations

and

discounted

cash

flows based

on our

current incremental

borrowing rates

for similar

types of

instruments. Long

-term debt

is a

Level 2

liability in

the

fair value hierarchy.

In

the

second

quarter

of

fiscal

2023,

we

issued

$

500.0

million

of

5.241

percent

notes

due

November 18, 2025

.

We

used

the

net

proceeds to repay a portion of our outstanding commercial paper and for general

corporate purposes.

In the

second quarter

of fiscal

2023, we

issued €

250.0

million of

floating-rate notes

due

May 16, 2023

.

We

used the

net proceeds

to

repay €

250.0

million of

0.0

percent fixed-rate notes due

November 11, 2022

.

In

the fourth

quarter

of fiscal

2022,

we repaid

$

850.0

million

of

3.7

percent

fixed

rate notes

due

October 17, 2023

, using

proceeds

from the issuance of commercial paper.

In the fourth quarter of fiscal 2022, we issued €

250.0

million of

0.0

percent fixed-rate notes due

November 11, 2022

. We used the net

proceeds for general corporate purposes.

In the second quarter of fiscal 2022, we issued €

500.0

million of

0.125

percent fixed-rate notes due

November 15, 2025

. We used the

net proceeds to repay a portion of our €

500.0

million of

0.0

percent fixed-rate notes due

November 16, 2021

, and for general corporate

purposes.

In the second quarter of fiscal 2022, we issued €

250.0

million of floating-rate notes due

May 16, 2023

. We used the net proceeds

to

repay a portion of our outstanding commercial paper and for general

corporate purposes.

In the second quarter of fiscal 2022, we issued $

500.0

million of

2.25

percent notes due

October 14, 2031

. We used the net proceeds

together with proceeds from the issuance of commercial paper,

to repay $

1,000.0

million of

3.15

percent fixed-rate notes due

December 15, 2021

.

In the first quarter of fiscal 2022, we issued €

500.0

million of floating-rate notes due

July 27, 2023

. We used the net proceeds

to repay

€

500.0

million of

0.0

percent fixed-rate notes due

August 21, 2021

.

In the first quarter of fiscal 2022, we repaid €

200.0

million of

2.2

percent fixed-rate notes due

June 24, 2021

, using proceeds from the

issuance of €

50.0

million of

2.2

percent fixed-rate notes due

November 29, 2021

, and borrowings under a committed credit facility.

Certain of

our long-term

debt agreements

contain restrictive

covenants.

As of February 26, 2023, we were in compliance with all of

these covenants.

(8) Redeemable and Noncontrolling Interests

The

third-party

holder

of

the

General

Mills

Cereals,

LLC

(GMC)

Class A

Interests

receives

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

(currently $

251.5

million). The

floating preferred return

rate on GMC’s

Class A Interests is

the

sum

of

the

three-month Term SOFR

plus

basis

points.

The

preferred

return

rate

is

adjusted

every

three years

through

a

negotiated agreement with the Class A Interest holder or through

a remarketing auction.

During

the

third

quarter

of

fiscal

2022,

we

completed

the

sale

of

our

interests

in

Yoplait

SAS,

Yoplait

Marques

SNC,

and

Liberté

Marques

Sàrl

to

Sodiaal

in

exchange

for

Sodiaal’s

interest

in

our

Canadian

yogurt

business,

a

modified

agreement

for

the

use

of

Yoplait

and

Liberté

brands in the United States and Canada, and cash. Please see Note 2 to the Consolidated

Financial Statements.

Up to

the date

of the

divestiture, Sodiaal

held the remaining

interests in

each of

the entities.

On the

acquisition date,

we recorded

the

fair value

of Sodiaal’s

percent interest

in Yoplait

SAS as

a redeemable

interest on

our Consolidated

Balance Sheets.

Sodiaal had

the

right

to put

all or

a portion

of its

redeemable

interest

to us

at

fair value

until the

divestiture

closed

in the

third quarter

of fiscal

2022. In

connection with

the divestiture,

cumulative adjustments

made to

the redeemable

interest related

to the

fair value

put feature

were reversed against additional

paid-in capital, where changes

in the redemption amount

were historically recorded,

and the resulting

carrying value of the noncontrolling interests were included in the calculation

of the gain on divestiture.

A subsidiary of

Yoplait

SAS had an exclusive

milk supply agreement

for its European operations

with Sodiaal through

November 28,

2021. Net purchases totaled $

99.5

million for the six-month period ended November 28, 2021.

Our noncontrolling interests contain restrictive covenants. As of February 26, 2023, we were in compliance with all of these

covenants.

(9) Stockholders’ Equity

The following tables provide details of total comprehensive income:

Quarter Ended

Quarter Ended

Feb. 26, 2023

Feb. 27, 2022

General Mills

Noncontrolling

Interests

General Mills

Noncontrolling

Interests

In Millions

Pretax

Tax

Net

Net

Pretax

Tax

Net

Net

Net earnings, including earnings

attributable to noncontrolling interests

$

553.1

$

4.8

$

660.3

$

2.3

Other comprehensive income (loss):

Foreign currency translation

$

3.4

$

9.0

12.4

0.1

$

(125.7)

$

3.2

(122.5)

-

Other fair value changes:

Hedge derivatives

(6.3)

0.6

(5.7)

-

(23.9)

(6.9)

(30.8)

-

Reclassification to earnings:

Foreign currency translation (a)

-

-

-

-

342.2

-

342.2

-

Hedge derivatives (b)

23.1

(4.2)

18.9

-

23.1

7.1

30.2

-

Amortization of losses and

prior service costs (c)

18.1

(4.2)

13.9

-

28.8

(6.5)

22.3

-

Other comprehensive income

$

38.3

$

1.2

39.5

0.1

$

244.5

$

(3.1)

241.4

-

Total comprehensive income

$

592.6

$

4.9

$

901.7

$

2.3

(a)

Loss reclassified from AOCI into earnings is reported in the divestitures gain.

(b)

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.

(c)

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

Nine-Month Period Ended

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

General Mills

Noncontrolling

Interests

General Mills

Noncontrolling

Interests

Redeemable

Interest

In Millions

Pretax

Tax

Net

Net

Pretax

Tax

Net

Net

Net

Net earnings, including earnings

attributable to redeemable and

noncontrolling interests

$

1,979.0

$

10.5

$

1,884.5

$

7.2

$

17.5

Other comprehensive (loss) income:

Foreign currency translation

$

(83.3)

$

(14.8)

(98.1)

(0.6)

$

(166.6)

$

53.7

(112.9)

(25.0)

(47.0)

Other fair value changes:

Hedge derivatives

(29.3)

6.1

(23.2)

-

8.0

(18.9)

(10.9)

-

0.5

Reclassification to earnings:

Foreign currency translation (a)

(7.4)

-

(7.4)

-

342.2

-

342.2

-

-

Hedge derivatives (b)

23.0

(4.5)

18.5

-

23.0

11.6

34.6

-

(0.2)

Amortization of losses and

prior service costs (c)

54.6

(12.4)

42.2

-

68.8

(15.3)

53.5

-

-

Other comprehensive (loss) income

$

(42.4)

$

(25.6)

(68.0)

(0.6)

$

275.4

$

31.1

306.5

(25.0)

(46.7)

Total comprehensive income (loss)

$

1,911.0

$

9.9

$

2,191.0

$

(17.8)

$

(29.2)

(a)

(Gain) loss reclassified from AOCI into earnings is reported in the divestitures gain.

(b)

Loss (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.

Accumulated other comprehensive loss balances, net of tax effects,

were as follows:

In Millions

Feb. 26, 2023

May 29, 2022

Foreign currency translation adjustments

$

(696.2)

$

(590.7)

Unrealized gain from hedge derivatives

18.6

23.3

Pension, other postretirement, and postemployment benefits:

Net actuarial loss

(1,459.1)

(1,513.4)

Prior service credits

98.2

110.3

Accumulated other comprehensive loss

$

(2,038.5)

$

(1,970.5)

(10) Stock Plans

We

have various

stock-based compensation

programs under

which awards,

including stock

options, restricted

stock, restricted

stock

units, and performance

awards, may be granted

to employees and non-employee

directors. These programs

and related accounting

are

described in Note

12 to the

Consolidated Financial

Statements included

in our Annual

Report on Form

10-K for the

fiscal year ended

May 29, 2022.

Compensation expense related to stock-based payments recognized

in the Consolidated Statements of Earnings was as follows:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Compensation expense related to stock-based payments

$

29.1

$

31.4

$

86.7

$

78.9

Compensation

expense

related

to

stock-based

payments

recognized

in

the

Consolidated

Statements

of

Earnings

includes

amounts

recognized in restructuring, impairment, and other exit costs in fiscal 2022.

Windfall tax benefits from stock-based payments

in income tax expense in our Consolidated Statements of Earnings were as follows:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Windfall tax benefits from stock-based payments

$

6.2

$

6.7

$

24.6

$

13.0

As

of

February

26,

2023,

unrecognized

compensation

expense

related

to

non-vested

stock

options,

restricted

stock

units,

and

performance share units was $

133.1

million. This expense will be recognized over

months, on average.

Net cash proceeds from the exercise of stock options

less shares used for withholding taxes and the intrinsic

value of options exercised

were as follows:

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Net cash proceeds

$

168.0

$

96.2

Intrinsic value of options exercised

$

81.8

$

44.4

We estimate the fair value of each stock option on the grant date using a Black-Scholes option-pricing model. Black-Scholes option-

pricing models require us to make predictive assumptions regarding future stock price volatility, employee exercise behavior, and

dividend yield. 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 method of selecting

the other valuation assumptions is explained in Note 12 to the Consolidated Financial Statements included in our Annual Report on

Form 10-K for the fiscal year ended May 29, 2022.

The

estimated

fair

values

of

stock

options

granted

and

the

assumptions

used

for

the

Black-Scholes

option-pricing

model

were

as

follows:

Nine-Month Period Ended

Feb. 26, 2023

Feb. 27, 2022

Estimated fair values of stock options granted

$

14.16

$

8.77

Assumptions:

Risk-free interest rate

3.3

%

1.5

%

Expected term

8.5

years

8.5

years

Expected volatility

20.9

%

20.2

%

Dividend yield

3.1

%

3.4

%

The total grant date fair value of restricted stock unit awards that vested during

the period was as follows:

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Total grant date fair

value

$

105.4

$

79.0

(11) Earnings Per Share

Basic and diluted earnings per share (EPS) were calculated using the following:

Quarter Ended

Nine-Month Period Ended

In Millions, Except per Share Data

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Net earnings attributable to General Mills

$

553.1

$

660.3

$

1,979.0

$

1,884.5

Average number

of common shares - basic EPS

592.5

606.8

596.2

608.6

Incremental share effect from: (a)

Stock options

3.7

2.9

3.6

2.4

Restricted stock units and performance share units

2.8

2.7

2.6

2.5

Average number

of common shares - diluted EPS

599.0

612.4

602.4

613.5

Earnings per share – basic

$

0.94

$

1.09

$

3.32

$

3.10

Earnings per share – diluted

$

0.92

$

1.08

$

3.28

$

3.07

(a)

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

:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Anti-dilutive stock options, restricted stock units, and

performance share units

0.8

1.0

0.9

4.5

(12) Share Repurchases

Share repurchases were as follows:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Shares of common stock

2.9

2.6

15.0

8.8

Aggregate purchase price

$

251.0

$

175.5

$

1,152.3

$

550.5

(13) Statements of Cash Flows

Our Consolidated Statements of Cash Flows include the following:

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Net cash interest payments

$

225.6

$

234.2

Net income tax payments

$

538.4

$

397.3

(14) Retirement and Postemployment Benefits

Components of net periodic benefit expense (income) are as follows:

Defined Benefit

Pension Plans

Other Postretirement

Benefit Plans

Postemployment

Benefit Plans

Quarter Ended

Quarter Ended

Quarter Ended

In Millions

Feb. 26,

2023

Feb. 27,

2022

Feb. 26,

2023

Feb. 27,

2022

Feb. 26,

2023

Feb. 27,

2022

Service cost

$

17.6

$

23.2

$

1.4

$

2.0

$

2.1

$

1.8

Interest cost

64.6

46.0

4.5

3.1

0.7

0.4

Expected return on plan assets

(105.0)

(102.8)

(7.7)

(6.6)

-

-

Amortization of losses (gains)

28.3

35.7

(4.9)

(2.7)

0.1

0.8

Amortization of prior service costs (credits)

0.4

0.2

(5.9)

(5.3)

0.1

0.1

Other adjustments

-

-

-

-

3.2

4.0

Net expense (income)

$

5.9

$

2.3

$

(12.6)

$

(9.5)

$

6.2

$

7.1

Defined Benefit

Pension Plans

Other Postretirement

Benefit Plans

Postemployment

Benefit Plans

Nine-Month

Period Ended

Nine-Month

Period Ended

Nine-Month

Period Ended

In Millions

Feb. 26,

2023

Feb. 27,

2022

Feb. 26,

2023

Feb. 27,

2022

Feb. 26,

2023

Feb. 27,

2022

Service cost

$

52.7

$

70.4

$

4.0

$

5.8

$

6.3

$

5.3

Interest cost

193.8

138.4

13.5

9.4

2.3

1.1

Expected return on plan assets

(315.0)

(308.5)

(23.3)

(20.0)

-

-

Amortization of losses (gains)

85.0

106.1

(14.6)

(8.1)

0.2

2.3

Amortization of prior service costs (credits)

1.1

0.6

(17.4)

(15.7)

0.3

0.3

Other adjustments

-

-

-

-

9.1

9.7

Curtailment gain

-

(14.3)

-

(5.7)

-

-

Net expense (income)

$

17.6

$

(7.3)

$

(37.8)

$

(34.3)

$

18.2

$

18.7

(15) Income Taxes

During

the

first

quarter

of

fiscal

2023,

the

Inflation

Reduction

Act

(IRA)

was

signed

into

law.

The

IRA

introduces

a

Corporate

Alternative Minimum Tax

beginning in our fiscal 2024

and an excise tax on the

repurchase of corporate

stock starting after January

1,

We

do not

currently expect the

IRA to have

a material impact

on our financial

results, including our

annual estimated effective

tax rate, or on our liquidity.

The amount of excise tax on

the repurchase of corporate stock

was immaterial in the third quarter

of fiscal

We will continue

to monitor and assess the impact the IRA may have on our business and financial results.

During fiscal

2022, the

Brazilian tax

authority,

Secretaria da

Receita Federal

do Brasil

(RFB), concluded

audits of

our 2012

through

2018

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.

(16) Contingencies

During

fiscal

2020,

we

received

notice

from

the

tax

authorities of

the

State of

São

Paulo,

Brazil

regarding

our

compliance

with

its

state sales tax requirements.

As a result, we

have been assessed additional

state sales taxes, interest,

and penalties. We

believe that we

have

meritorious

defenses

against

this

claim

and

will

vigorously

defend

our

position.

As

of

February

26,

2023,

we

are

unable

to

estimate any possible loss and have not recorded a loss contingency for

this matter.

(17) Business Segment and Geographic Information

We

operate

in

the

packaged

foods

industry.

In

fiscal

2022,

we

completed

a

new

organization

structure

to

streamline

our

global

operations.

This

global

reorganization

required

us

to

reevaluate

our

operating

segments.

Under

our

new

organization

structure,

our

chief operating decision maker assesses performance

and makes decisions about resources to be allocated to

our operating segments as

follows: North America Retail, International,

Pet, and North America Foodservice.

We

have restated

our net

sales by segment

and segment

operating profit

to reflect our

previously reported

operating segment

change.

These

segment

changes

had

no

effect

on

previously

reported

consolidated

net

sales,

operating

profit,

net

earnings

attributable

to

General Mills, or earnings per share.

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,

refrigerated

yogurt,

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

and shelf-stable vegetables,

meal kits, fruit

snacks, snack

bars, and

refrigerated

yogurt.

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,

and

shelf

stable

vegetables.

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 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, 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, lifestages, flavors, product

functions, and textures and cuts for wet 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,

refrigerated

yogurt,

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.

Operating profit

for these

segments excludes

unallocated corporate

items, gain

or loss

on divestitures,

and restructuring,

impairment,

and

other

exit

costs.

Unallocated

corporate

items

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:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Net sales:

North America Retail

$

3,232.0

$

2,811.9

$

9,593.9

$

8,567.1

International

700.6

721.0

2,024.8

2,566.0

Pet

645.5

567.7

1,818.3

1,649.1

North America Foodservice

547.8

437.1

1,627.2

1,319.4

Total

$

5,125.9

$

4,537.7

$

15,064.2

$

14,101.6

Operating profit:

North America Retail

$

786.9

$

611.5

$

2,401.8

$

1,935.5

International

42.4

35.9

95.0

155.9

Pet

102.6

110.6

312.3

357.3

North America Foodservice

82.4

35.2

217.5

174.9

Total segment operating

profit

$

1,014.3

$

793.2

$

3,026.6

$

2,623.6

Unallocated corporate items

296.4

140.9

841.5

328.9

Divestitures gain, net

(13.7)

(170.1)

(444.6)

(170.1)

Restructuring, impairment, and other exit costs

1.4

7.1

14.1

5.1

Operating profit

$

730.2

$

815.3

$

2,615.6

$

2,459.7

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

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

U.S. Meals & Baking Solutions

$

1,185.3

$

968.0

$

3,456.2

$

3,032.6

U.S. Morning Foods

918.6

858.0

2,731.1

2,514.4

U.S. Snacks

883.5

745.0

2,663.6

2,282.3

Canada

244.6

240.9

743.0

737.8

Total

$

3,232.0

$

2,811.9

$

9,593.9

$

8,567.1

Net sales by class of similar products were as follows:

Quarter Ended

Nine-Month Period Ended

In Millions

Feb. 26, 2023

Feb. 27, 2022

Feb. 26, 2023

Feb. 27, 2022

Snacks

$

1,065.5

$

925.3

$

3,236.7

$

2,827.4

Cereal

801.9

754.4

2,427.5

2,227.6

Convenient meals

815.6

772.8

2,281.2

2,258.1

Dough

644.8

446.6

1,855.2

1,458.8

Pet

646.2

568.1

1,820.7

1,649.5

Baking mixes and ingredients

517.7

465.9

1,554.9

1,379.4

Yogurt

378.0

349.3

1,081.5

1,362.3

Super-premium ice cream

148.2

151.4

496.6

596.2

Other

108.0

103.9

309.9

342.3

Total

$

5,125.9

$

4,537.7

$

15,064.2

$

14,101.6