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B&G Foods, Inc. filings document the reporting obligations of a Delaware packaged-food company with common stock listed on the New York Stock Exchange under BGS. Form 8-K reports cover operating results, Regulation FD disclosures, completed asset acquisitions, executive departures, separation arrangements and other material events tied to its branded food portfolio.
Proxy materials describe director elections, executive compensation votes, auditor ratification and annual-meeting procedures. The filing record also identifies capital-structure details such as common stock par value, exhibits, Inline XBRL cover-page data and material agreements related to portfolio transactions, including the College Inn and Kitchen Basics acquisition.
B&G Foods, Inc. reported that President & CEO Robert D. Mills received equity awards in connection with his appointment. He was granted 134,408 shares of restricted common stock, vesting one-third on each of December 31, 2026, 2027 and 2028, bringing his directly held common shares to 234,064. He also received a one-time grant of 900,000 stock options with a $3.40 exercise price, vesting in three equal installments on the same December 31 dates and expiring on August 10, 2036.
The Goldman Sachs Group, Inc. and its subsidiary Goldman Sachs & Co. LLC filed an amended Schedule 13G reporting beneficial ownership in B&G Foods, Inc. common stock. The filing shows beneficial ownership of 3,611,829.08 shares of common stock, representing 4.4% of the class. Both entities report no sole voting or dispositive power, with all voting and dispositive power over these shares characterized as shared. The filing confirms ownership of 5 percent or less of B&G Foods’ common stock. An exhibit explains that the reported securities are owned, or may be deemed beneficially owned, through Goldman Sachs & Co. LLC, and includes customary disclaimers regarding beneficial ownership by various Goldman Sachs operating units and client accounts.
B&G Foods, Inc. reported lower sales and significantly higher losses for the thirteen and twenty-six weeks ended July 4, 2026 while reshaping its brand portfolio and capital structure. Net sales were $383.3M for the quarter and $792.2M year-to-date, down from $424.4M and $849.8M a year earlier, as the Green Giant U.S. frozen business sale reduced Frozen & Vegetables revenue.
The company posted a quarterly net loss of $4.0M and a year-to-date net loss of $36.5M, versus a $8.9M loss in the prior-year period, driven in part by a $36.2M pre-tax loss on the Green Giant U.S. frozen divestiture. Segment adjusted EBITDA was $79.5M for the quarter and $159.8M year-to-date, roughly flat versus 2025.
Cash rose to $591.6M, largely from financing. Long-term debt increased to $2.52B (before current portion), including new $475.0M 11.00% senior notes due 2031, while revolving borrowings climbed to $330.0M. The quarterly dividend was cut to $0.095 per share from $0.19 a year earlier. Management highlights pending sale of Green Giant Canada and continued focus on four operating segments and cost controls.
B&G Foods, Inc. reported a planned CEO transition and detailed related agreements. Kenneth C. “Casey” Keller will retire as President, Chief Executive Officer and director effective August 7, 2026, under a retirement agreement providing $2,448,516 in salary continuation, a $10,000 lump-sum for life and disability benefits, one year of company-paid COBRA medical and dental premiums, and accelerated vesting of 519,396 restricted shares, plus pro rata performance share vesting based on future performance.
The board appointed director Robert D. Mills as President and Chief Executive Officer effective August 10, 2026. His employment agreement sets a base salary of $950,000, relocation assistance of $25,000, up to three months of a $4,166 monthly temporary living and travel allowance, a $500,000 cash sign-on bonus payable after March 31, 2027 subject to continued employment, and a sign-on grant of 134,408 restricted shares plus options on 900,000 shares at an exercise price of $3.40. One-third of these equity awards vest on each of December 31, 2026, 2027 and 2028. Mills is eligible for a guaranteed $375,000 fiscal 2026 bonus, annual bonuses from 2027 ranging from 25% to 200% of base salary, and performance share long-term incentives with potential payouts from 50% to 250% of base salary, as well as severance protections, standard benefits, and a one-year post-employment non-compete.
B&G Foods, Inc. reported second quarter 2026 net sales of $383.3 million, down 9.7% from $424.4 million a year earlier, mainly due to divestitures of the Green Giant U.S. frozen, Le Sueur U.S. and Don Pepino businesses, partially offset by new co-manufacturing revenue and the College Inn and Kitchen Basics acquisition. Base business net sales declined 2.9% to $346.3 million.
The company posted a Q2 net loss of $4.0 million (loss of $0.05 per diluted share) versus a $9.8 million loss last year, while adjusted net income rose to $4.9 million and adjusted diluted EPS to $0.06. Adjusted EBITDA increased to $60.4 million, with margin expanding to 15.8% from 13.7%, helped by portfolio mix shifts, lower SG&A and tariff refunds, partly offset by higher interest expense tied to new 11.00% senior notes due 2031 and a $36.3 million year‑to‑date loss on asset sales.
Segment performance was mixed: Frozen & Vegetables net sales fell sharply on U.S. divestitures but adjusted EBITDA improved; Spices & Flavor Solutions delivered strong adjusted EBITDA growth; Specialty weakened on higher Crisco oil costs and lower volumes. The company reaffirmed 2026 guidance, including net sales of $1.735–$1.775 billion and adjusted EBITDA of $275.0–$290.0 million, and expects these figures to reflect recent portfolio changes and one fewer reporting week.
B&G Foods, Inc. completed a private offering of $475.0 million aggregate principal amount of 11.00% senior notes due 2031, issued at 97.67% of face value. Interest is payable on June 15 and December 15 each year, starting December 15, 2026, with final maturity on June 15, 2031.
The company intends to use the net proceeds, together with borrowings under its revolving credit facility and cash on hand, to redeem all $509.3 million of its outstanding 5.25% senior notes due 2027 and pay related fees and expenses. The new notes are unsecured senior obligations guaranteed on a senior unsecured basis by certain domestic subsidiaries, include change-of-control repurchase rights, and are governed by an indenture with customary covenants and events of default.
B&G Foods, Inc. has priced an offering of $475.0 million in 11.00% senior notes due 2031 in a private transaction exempt from registration. The notes are being issued at 97.67% of face value and will be guaranteed on a senior unsecured basis by certain domestic subsidiaries.
The company expects the offering to close on June 10, 2026, subject to customary conditions, and estimates net proceeds of about $456.3 million. B&G Foods intends to use these proceeds, together with borrowings under its revolving credit facility and cash on hand, to redeem all $509.3 million of its outstanding 5.25% senior notes due 2027 and to pay related fees and expenses.
Brunts DeAnn L reported acquisition or exercise transactions in this Form 4 filing.
B&G Foods director DeAnn L. Brunts received a stock grant as part of her board compensation. On this Form 4, she was awarded 26,915 shares of Common Stock at no cash cost, representing an annual equity grant of approximately $130,000 based on a 30-day average closing price.
Following this award, she directly owns 110,838 shares. This is a routine, compensation-related equity grant to a non-employee director, not an open-market purchase or sale.
B&G Foods director Debra M. Chase received a grant of 26,915 shares of Common Stock on June 1, 2026. The shares were awarded at no cash cost as a stock grant, categorized as a grant, award, or other acquisition.
After this transaction, Chase directly holds 87,456 shares of B&G Foods Common Stock. A footnote explains that each non-employee director receives an annual equity grant of approximately $130,000 of Common Stock, based on a 30-day average closing price, as part of director compensation.
B&G Foods, Inc. director Charles F. Marcy reported an acquisition of Common Stock through an equity grant. He received 26,915 shares of Common Stock at $0.0000 per share, described as part of the approximately $130,000 annual equity grant for non-employee directors based on a 30-day average closing price.
Following this grant, Marcy directly holds 122,636 shares of Common Stock. A separate entry shows 14,884 shares held indirectly through his wife, reported as a holding entry rather than a new transaction. The filing shows compensation-related share awards, with no open-market buys or sells.