01—Abstract
Summary
Summary of the 8-K filed October 22, 2025. Cited figures are marked; the original filing is the authoritative source.
The Kraft Heinz Company (Nasdaq: KHC) reported in this Form 8-K that its Board of Directors appointed three new directors, L.
Kevin Cox, Mary Lou Kelley, and Tony Palmer, effective October 22, 2025. The filing states that none of them were selected under any arrangement with another person and that none has a related-party transaction with the Company reportable under Item 404(a) of Regulation S-K. They will be compensated under the Company's non-employee director compensation program, as described in its proxy statement filed March 28, 2025.
The Company announced the appointments in a press release furnished as Exhibit 99.1. Executive Chair Miguel Patricio said the directors bring senior management experience from large, complex corporations and will help the Company deliver on its core business while preparing to separate Kraft Heinz into two industry-leading companies. CEO Carlos Abrams-Rivera said their expertise in CPG, retail, e-commerce, and organizational transformation will complement the existing Board while the Company focuses on performance within its current business and on the separation into two independent, publicly traded companies.
The press release describes each director's background. Cox is a former Chief Human Resources Officer at GE and American Express and previously served as a Kraft Foods Group director and a Kraft Heinz director. Kelley previously served as President, E-Commerce, at Best Buy and now sits on other public company boards.
Palmer is an Operating Partner at One Rock Capital Partners and previously held senior roles at Kimberly-Clark, Kellogg, and The Coca-Cola Company. The filing describes the Company as having 2024 net sales of approximately $26 billiona.
02—Key points
Key Highlights
- Board expanded with three new directors: L. Kevin Cox, Mary Lou Kelley, and Tony Palmer, effective October 22, 2025.
- The filing states the appointments were not made under any arrangement or understanding with another person.
- No related-party transactions reportable under Item 404(a) of Regulation S-K involving the new directors are disclosed.
- New directors will receive compensation under the Company's non-employee director program described in the proxy statement filed March 28, 2025.
- Management frames the appointments as supporting the planned separation of Kraft Heinz into two independent, publicly traded companies.
- Cox brings human resources and organizational transformation experience from GE and American Express; Kelley brings retail and e-commerce leadership from Best Buy; Palmer brings consumer packaged goods experience from Kimberly-Clark, Kellogg, and The Coca-Cola Company.
- The press release, furnished as Exhibit 99.1 under Item 7.01, is not deemed filed for Section 18 purposes.
03—Questions
Frequently Asked Questions
Who joined the Kraft Heinz Board of Directors and when?
L. Kevin Cox, Mary Lou Kelley, and Tony Palmer were appointed to the Board of Directors effective October 22, 2025, according to the Form 8-K.
How will the new directors be compensated?
They will be compensated under the Company's compensation program for non-employee directors, as described in the Company's proxy statement on Schedule 14A filed with the SEC on March 28, 2025.
Do the new directors have any related-party transactions with the Company?
The filing states there are no transactions between Mr. Cox, Ms. Kelley, or Mr. Palmer and the Company that would be reportable under Item 404(a) of Regulation S-K.
Why did the Company add these directors?
According to the press release, the directors bring senior management and consumer-focused expertise to support the Company's core business and its planned separation into two independent, publicly traded companies. The Company's CEO said their experience in CPG, retail, e-commerce, and organizational transformation complements the existing Board.
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