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Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 29, 2025

or

☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

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001-14704

(Commission File Number)

______________________________________________

TYSON FOODS, INC.

(Exact name of registrant as specified in its charter)

______________________________________________

Delaware71-0225165
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
2200 West Don Tyson Parkway,
Springdale,Arkansas72762-6999
(Address of Principal Executive Offices)(Zip Code)
(479)290-4000
(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Class A Common StockPar Value$0.10TSNNew York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 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 (§232.405 of this chapter) 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, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging 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 ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of March 29, 2025.

ClassOutstanding Shares
Class A Common Stock, $0.10 Par Value (Class A stock)286,225,378
Class B Common Stock, $0.10 Par Value (Class B stock)70,009,005

Class B stock is not listed for trading on any exchange or market system. However, Class B stock is convertible into Class A stock on a share-for-share basis.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

PAGE
Item 1.Financial Statements
Consolidated Condensed Statements of Income for the Three and Six Months Ended March 29, 2025, and March 30, 20241
Consolidated Condensed Statements of Comprehensive Income for the Three and Six Months Ended March 29, 2025, and March 30, 20242
Consolidated Condensed Balance Sheets as of March 29, 2025, and September 28, 20243
Consolidated Condensed Statements of Shareholders’ Equity for the Three and Six Months Ended March 29, 2025, and March 30, 20244
Consolidated Condensed Statements of Cash Flows for the Six Months Ended March 29. 2025, and March 30, 20245
Notes to Consolidated Condensed Financial Statements6
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations26
Item 3.Quantitative and Qualitative Disclosures About Market Risk38
Item 4.Controls and Procedures39

PART II. OTHER INFORMATION

Item 1.Legal Proceedings39
Item 1A.Risk Factors40
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds41
Item 3.Defaults Upon Senior Securities41
Item 4.Mine Safety Disclosures41
Item 5.Other Information41
Item 6.Exhibits41
SIGNATURES42

PART I. FINANCIAL INFORMATION

Next: Item 1. Financial Statements