Conagra Brands, Inc.

Economic and market conditions · Economic recession and downturns

Deterioration in general economic conditions, an economic recession or periods of slow growth, periods of inflation or increasing interest rates, or economic uncertainty may affect consumers resulting in reductions in consumer spending and have in the past harmed and could continue to harm our business and results of operations.

Economic and market conditions · Inflation and deflation pressures

Our business and results of operations have in the past been and may continue to be adversely affected by changes in national or global stability and economic conditions, including periods of inflation and rising interest rates; decreased energy and fuel availability coupled with increased oil, energy and fuel costs.

Economic and market conditions · Consumer spending and confidence

consumers seeking to reduce their spending on food by shifting purchases to more generic, lower-priced, or other value offerings, or foregoing certain purchases altogether during economic downturns, which could result in a reduction in sales of higher margin products.

Economic and market conditions · Credit market conditions

it may become more costly or difficult to obtain debt or equity financing to fund operations or investment opportunities, or to refinance our debt in the future, in each case on terms and within a time period acceptable to us.

Geopolitical and trade · Trade policies tariffs and sanctions

Rapid changes in trade policies, including rapidly imposed and threatened tariffs by the U.S. and reciprocal tariffs from U.S. trading partners, continue to create uncertainty and could negatively impact our business and the business of our key business partners.

Geopolitical and trade · International conflicts and tensions

Our business, financial condition and results of operations have been impacted in the past and may be impacted in the future by disruptions in the global economy. The global economy has been negatively impacted by geopolitical conflicts, and related supply disruptions, fuel cost increases, export controls and economic sanctions, including the recent military conflicts in the Middle East, continuing military conflict between Russia and Ukraine, and geopolitical tensions elsewhere including between China and Taiwan.

Supply chain and procurement · Raw material availability and cost volatility

Many of the components of our cost of goods sold are subject to price increases that are attributable to factors beyond our control, including global economic conditions, trade barriers or restrictions, supply chain disruptions, changes in crop size, product scarcity, demand dynamics, currency rates, water supply, weather conditions, import and export requirements, and other factors.

Supply chain and procurement · Raw material availability and cost volatility

We use many different commodities such as wheat, corn, oats, various vegetables, vegetable oils, beef, pork, poultry, dairy products, steel, aluminum, and energy. Commodities are subject to price volatility caused by global economic conditions, trade barriers or restrictions on global trade, supply chain disruptions, commodity market fluctuations, supply and demand, currency fluctuations, external conditions such as weather, and changes in governmental agricultural and energy policies and regulations.

Supply chain and procurement · Supplier operation and dependance

Supply chain disruptions have in the past and could continue to negatively impact our profitability. In recent years, our industry has been impacted by supply chain disruptions, transportation issues, labor challenges, and continued changes in global economic conditions, which have impacted and are continuing to impact our operations and profitability.

Core operations · Operational disruption and business continuity

Disruptions to our supply chain, including disruptions to our third-party manufacturing or transportation and distribution capabilities, due to labor shortages, increased labor costs, weather, including any potential effects of climate change, natural disaster, fire or explosion, terrorism, strikes, government action, geopolitical turmoil, pandemics, or other reasons beyond our control or the control of our suppliers and business partners, could impair our ability to manufacture or sell our products.

Core operations · Quality control and product defects

We have issued recalls and have from time to time been and currently are involved in lawsuits relating to our food products. A significant product liability judgment or a widespread product recall may negatively impact our sales and profitability for a period of time depending on the costs of the recall, the destruction of product inventory, product availability, competitive reaction, customer reaction, and consumer attitudes.

Market and investment · Interest rate and yield curve risk

rising interest rates may adversely impact our results of operations; volatility in the equity markets or interest rates could substantially impact our pension costs and required pension contributions.

Capital structure and performance · Debt management and refinancing

As of May 31, 2026, we had total debt of approximately $7.27 billion, including approximately $7.02 billion aggregate principal amount of outstanding senior unsecured notes, of which $762.5 million aggregate principal amount is maturing in October 2026. Our ability to make payments on our debt, fund our other liquidity needs, make planned capital expenditures, and return cash to stockholders will depend on our ability to generate cash in the future.

Credit and liquidity · Liquidity and cash flow constraints

Our level of debt could have important consequences. For example, it could: require us to dedicate a substantial portion of our cash flow from operations to the payment of debt service, reducing the availability of our cash flow to fund working capital, capital expenditures, acquisitions, favorable business opportunities, and other general corporate purposes.

Credit and liquidity · Access to capital and financing

We cannot guarantee that our business will generate sufficient cash flow from our operations or that future borrowings will be available to us in an amount sufficient to enable us to make payments of our debt, fund other liquidity needs, make planned capital expenditures, or return cash to stockholders.

Capital structure and performance · Credit rating and cost of capital

A downgrade to our credit ratings would increase our borrowing costs and could affect our ability to issue debt and access the commercial paper markets, which we actively utilized in fiscal 2026 for our ongoing funding requirements.

Legal and litigation · Product liability and warranty claims

We sell food products for human consumption, which creates a risk of legal claims for personal injury resulting from the consumption of our products. We may be subject to liability resulting from claims (and have been or could be subject to lawsuits) alleging that the use or consumption of any of our products causes injury (including pending litigation alleging that certain of our products should be considered 'ultra-processed' and consumption of such 'ultra-processed' products allegedly causes negative health impacts), illness, or death.

Reputation and brand · Brand damage and negative publicity

Any damage to our reputation could have a material adverse effect on our business, financial condition, and results of operations. Maintaining a good reputation is critical to selling our products. Product contamination or tampering, the failure to maintain high standards for product quality, safety, and integrity, including with respect to raw materials and ingredients obtained from suppliers, claims relating to health and wellness or allegations of product quality issues, mislabeling, or contamination, even if untrue, may reduce demand for our products or cause production and delivery disruptions.

Reputation and brand · Social media and digital reputation

the growing use of social and digital media and shopping, health or product evaluation applications by consumers has greatly increased the speed and extent that information or misinformation and opinions can be shared. Negative or inaccurate posts or comments about us, our brands, or our products on social or digital media or inaccurate information contained in shopping, health or product evaluation applications which may use outputs derived from artificial intelligence applications could seriously damage our brands and reputation.

Market position and competition · Market cyclicality and demand volatility

Due to the seasonality of the business, our revenue and operating results may vary from quarter to quarter. Our sales and cash flows are affected by seasonal cyclicality. For example, sales of frozen foods, including frozen vegetables and frozen complete bagged meals, tend to be marginally higher during the winter months and pie sales peak during the months of November and December due to holidays.