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Kraft Heinz 8-K Report, Executive Changes (Sep 2, 2025)

Reports
Leadership Changes·Regulation FD·Exhibits & Filings
Filing Date
Filed September 2, 2025
Period End
September 2, 2025
Security
KHC
In the record · 2016–202610-K1110-Q348-K161

KHC filed 11 annual reports (10-K), 34 quarterly reports (10-Q) and 161 current reports (8-K) between 2016 and 2026.

  1. Impairment8-K · Feb ’19Feb ’19
  2. Material agreement8-K · Oct ’20Oct ’20
  3. Leadership change8-K · Dec ’22Dec ’22
  4. Leadership change8-K · Nov ’26Nov ’26

01—Abstract

Summary

Summary of the 8-K filed September 2, 2025. Cited figures are marked; the original filing is the authoritative source.

The Kraft Heinz Company announced on September 2, 2025 that its Board of Directors unanimously approved a plan to separate the Company into two independent, publicly traded companies through a tax-free spin-off.

The two resulting companies, whose names will be determined later, are "Global Taste Elevation Co." and "North American Grocery Co." Global Taste Elevation Co. is described as having approximately $15.4 billiona in 2024 net sales and approximately $4.0 billion in 2024 Adjusted EBITDA, with three billion-dollar brands (Heinz, Philadelphia and Kraft Mac & Cheese). North American Grocery Co. is described as having approximately $10.4 billion in 2024 net sales and approximately $2.3 billion in 2024 Adjusted EBITDA, with three billion-dollar brands (Oscar Mayer, Kraft Singles and Lunchables). These figures are unaudited 2024 results derived from internal management reporting and will be refined before the transaction.

Carlos Abrams-Rivera, the current CEO, will remain CEO of Kraft Heinz and will become CEO of North American Grocery Co. upon completion of the separation. The Board is working with an executive search firm to identify CEO candidates for Global Taste Elevation Co. Miguel Patricio, the current Chair, will become Executive Chair, and a Separation Committee led by Vice Chair John Cahill has been formed to oversee the separation. The Company anticipates up to $300 millionb of dis-synergies, with opportunities to mitigate a substantial portion in the near term.

The transaction is expected to close in the second half of 2026, subject to customary conditions, including final Board approval, a tax opinion on the tax-free nature of the separation, and effectiveness of SEC filings. In aggregate, the current dividend level is expected to be maintained, and management is targeting capital structures that maintain investment-grade ratings for both companies. Capital structure, board composition, company names and brand allocation will be announced later.

02—Key points

Key Highlights

  1. Board unanimously approved a plan to separate Kraft Heinz into two independent, publicly traded companies through a tax-free spin-off.
  2. Global Taste Elevation Co.: approximately $15.4 billion in 2024 net sales and approximately $4.0 billion in 2024 Adjusted EBITDA; approximately 75% of net sales from sauces, spreads and seasonings.
  3. North American Grocery Co.: approximately $10.4 billion in 2024 net sales and approximately $2.3 billion in 2024 Adjusted EBITDA; approximately 75% of net sales from brands that are #1 or #2 in their categories.
  4. Carlos Abrams-Rivera will become CEO of North American Grocery Co. upon completion of the separation.
  5. Miguel Patricio appointed Executive Chair of the Board; a Separation Committee led by John Cahill was formed.
  6. Up to $300 million of anticipated dis-synergies, with clear opportunities to mitigate a substantial portion in the near term.
  7. Transaction expected to close in the second half of 2026; the current dividend level is expected to be maintained in aggregate.

03—Questions

Frequently Asked Questions

  1. When is the separation expected to be completed?

    The Company currently expects the transaction to close in the second half of 2026, following customary conditions including final Board approval, receipt of a tax opinion on the tax-free nature of the separation, and effectiveness of appropriate SEC filings.

  2. Who will lead the two separated companies?

    Carlos Abrams-Rivera will become CEO of North American Grocery Co. upon completion of the separation. The Board is working with a nationally recognized executive search firm to identify CEO candidates for Global Taste Elevation Co. Miguel Patricio will serve as Executive Chair of the Board.

  3. What happens to the dividend and credit ratings?

    In aggregate, the current dividend level is expected to be maintained. Management is targeting capital structures that maintain investment-grade ratings for both companies.

  4. What are the expected costs of the separation?

    The Company anticipates up to $300 million of dis-synergies, with clear opportunities to mitigate a substantial portion of these in the near term.

  5. What information is still to come?

    Capital structure, board composition, company names and brand allocation for each business will be announced at a later date. The 2024 financial figures are unaudited and will be refined prior to the transaction.

04—Continue

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