[8-K] Conagra Brands, Inc. Reports Material Event

Rhea-AI Filing Summary

Conagra Brands announced that board member Fran Horowitz will not seek reelection at the company's 2025 Annual Meeting of Shareholders scheduled for September. Horowitz will continue to serve through the remainder of her current term.

Key details of the announcement:

• The decision was disclosed in an 8-K filing dated June 17, 2025
• The company explicitly stated that Horowitz's departure is not due to any disagreement with the Board of Directors or the Company
• The filing was executed by Carey Bartell, Executive Vice President, General Counsel and Corporate Secretary

This board change represents a material corporate governance event for Conagra Brands (NYSE: CAG), though the amicable nature of the departure suggests minimal disruption to board operations. Investors should monitor subsequent proxy materials for information regarding potential replacement candidates.

Positive

• None.

Negative

• Board member Fran Horowitz will not seek reelection at the 2025 Annual Meeting, creating a vacancy in Conagra's Board of Directors

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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Date of Report (Date of earliest event reported): June 17, 2025

Conagra Brands, Inc.

(Exact Name of Registrant as Specified in its Charter)

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Delaware	1-7275	47-0248710
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)
222 W. Merchandise Mart Plaza,
Suite 1300
Chicago, Illinois		60654
(Address of principal executive offices)		(Zip Code)

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(312) 549-5000

(Registrant’s telephone number, including area code)

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N/A

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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☐	​	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	​	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	​	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	​	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $5.00 par value		CAG		New York Stock Exchange

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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Emerging growth company ☐

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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. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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On June 17, 2025, Fran Horowitz informed Conagra Brands, Inc. (the “Company”) that she has decided not to stand for reelection to the Board of Directors at the Company’s 2025 Annual Meeting of Shareholders to be held in September. She will continue to serve through the remainder of her current term. Ms. Horowitz’s decision was not due to any disagreement with the Board of Directors or the Company.

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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​	CONAGRA BRANDS, INC.
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​	By:	/s/ Carey Bartell
​	Name:	Carey Bartell
​	Title:	Executive Vice President, General Counsel and Corporate Secretary

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Date: June 18, 2025

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FAQ

Why did Fran Horowitz leave CAG's Board of Directors in 2025?

Fran Horowitz decided not to stand for reelection to Conagra Brands' Board of Directors at the 2025 Annual Meeting of Shareholders to be held in September. The filing explicitly states that her decision was not due to any disagreement with the Board of Directors or the Company. She will continue to serve through the remainder of her current term.

When did CAG announce Fran Horowitz's departure from the Board?

Conagra Brands (CAG) announced Fran Horowitz's decision not to seek reelection on June 17, 2025, as disclosed in an 8-K filing dated June 28, 2025.

Who signed CAG's 8-K filing regarding the director departure?

The 8-K filing was signed by Carey Bartell, who serves as Executive Vice President, General Counsel and Corporate Secretary of Conagra Brands.

Will Fran Horowitz immediately leave CAG's Board of Directors?

No, Fran Horowitz will not immediately leave the Board. She will continue to serve through the remainder of her current term until the Company's 2025 Annual Meeting of Shareholders, which is scheduled to be held in September 2025.