John Brase to succeed Sean Connolly as Conagra Brands (NYSE: CAG) CEO in 2026
Rhea-AI Filing Summary
Conagra Brands is implementing a planned CEO transition, appointing John Brase as President and Chief Executive Officer and a director effective June 1, 2026. Sean Connolly will step down from his CEO and board roles on May 31, 2026, with separation benefits available under his existing letter agreement.
Brase’s compensation package includes a $1.15 million annual base salary for fiscal 2027, a target annual cash bonus equal to 150% of salary, and an annual long-term equity award targeted at $7.3 million. He will receive a $200,000 cash sign-on bonus, a sign-on equity package comprising $4.0 million in performance-based restricted stock units and $2.0 million in restricted stock units, relocation benefits and up to $500,000 in relocation stipend, plus a time-sharing arrangement for limited personal use of company aircraft and a double-trigger change-in-control agreement.
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Insights
Conagra discloses an orderly CEO succession with a market-tested executive.
Conagra Brands is transitioning leadership from long-serving CEO Sean Connolly to John Brase on a defined timetable between May 31, 2026 and June 1, 2026. The company highlights a deliberate succession process, which generally supports continuity in strategy and reduces disruption risk.
Brase brings over 35% years of consumer goods experience, including senior roles at J.M. Smucker and Procter & Gamble. His package combines base salary, annual cash incentives and sizeable equity grants, aligning much of his compensation to performance and long-term share value through performance-based restricted stock units and restricted stock units.
Connolly’s departure is framed as part of planned succession, with separation benefits tied to a termination without Cause and execution of a release, while his non-compete runs for one year after termination. Overall, the disclosure focuses on leadership continuity and incentive alignment rather than signaling any acute operational or financial stress.
8-K Event Classification
Key Figures
Key Terms
performance-based restricted stock units financial
restricted stock units financial
at-will employment regulatory
double trigger change-in-control agreement financial
Regulation FD Disclosure regulatory
non-competition restrictions regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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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.
Appointment of John Brase as President and Chief Executive Officer, Effective June 1, 2026
On April 13, 2026, Conagra Brands Inc. (the “Company”) announced that the Company’s Board of Directors (the “Board”) has approved the appointment of John Brase to serve as the Company’s President and Chief Executive Officer, and his appointment as a director and a member of the Executive Committee of the Board, effective on his first day of employment, which is expected to be June 1, 2026 (the “Effective Date”).
Mr. Brase, 58, previously served as President and Chief Operating Officer of The J.M. Smucker Company (“J.M. Smucker”), a North American branded food company, from April 2025 to February 2026. He joined J.M. Smucker in April 2020 as its Chief Operating Officer. Mr. Brase started his career at The Procter & Gamble Company (“P&G”), a global branded consumer products company, where he worked for approximately 30 years, serving as the Senior Vice President and General Manager of P&G’s North American Family Care business from April 2016 through his departure in March 2020.
On April 8, 2026, the Company entered into a letter agreement with Mr. Brase setting forth the terms of his employment and compensation as President and Chief Executive Officer (the “Brase Letter Agreement”). The Brase Letter Agreement provides for “at-will” employment and does not have a stated duration or term. Under the terms of the Brase Letter Agreement, Mr. Brase will receive an annual base salary of $1.15 million for fiscal year 2027 and will be eligible to participate in the Company’s annual incentive plan, with a target annual cash bonus opportunity of 150% of his base salary and a maximum annual cash bonus equal to 200% of the target. In addition, he will be eligible to participate in the Company’s long-term incentive program with an annual equity grant value target of $7.3 million, comprised of 60% performance shares and 40% restricted stock units for fiscal year 2027.
Additionally, Mr. Brase will be entitled to a sign-on bonus in an amount equal to $200,000, payable within 30 days of the Effective Date and repayable if Mr. Brase resigns without “Good Reason” or his employment is terminated for “Cause” (each as defined in the Brase Letter Agreement) within one year of the Effective Date. He will be entitled to a sign-on equity award consisting of a $4.0 million target grant value of performance-based restricted stock units (“Sign-On PBRSUs”) and a $2.0 million target grant value of restricted stock units (“Sign-On RSUs”). The Sign-On PRBSUs will cliff vest on the 3rd anniversary of the grant date, subject to the achievement of certain performance criteria, as described in the Brase Letter Agreement. The Sign-On RSUs will vest ratably over three years on each grant date anniversary.
Mr. Brase will receive relocation benefits under the Company’s relocation program and a relocation stipend of up to $500,000, payable upon his purchase of a home in the Chicago area. He is expected to enter into a Time Sharing Agreement with the Company providing for reimbursement by Mr. Brase for any incremental cost to the Company for his personal use of Company aircraft exceeding $150,000 per year. Mr. Brase will also enter into a “double trigger” change-in-control agreement with the Company.
The foregoing information about the Brase Letter Agreement is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference in this Item 5.02.
Mr. Brase has no family relationship to the Company or to any of its directors or executive officers, and there are no transactions in which Mr. Brase has an interest requiring disclosure under Item 404(a) of Regulation S-K. Except for the Brase Letter Agreement, there is no arrangement or understanding between Mr. Brase and any other person pursuant to which Mr. Brase was appointed as an officer or a director of the Company.
Departure of Sean Connolly from Conagra Brands, Inc., Effective May 31, 2026
On April 13, 2026, the Company announced that the Board has determined that Sean Connolly will cease to serve as President and Chief Executive Officer, effective May 31, 2026. Mr. Connolly will end his service on the Board effective the same date.
In connection with Mr. Connolly’s departure from the Company, he will be eligible to receive certain separation benefits under his Letter of Agreement with the Company, dated August 2, 2018 (the “Connolly Letter Agreement”), upon a termination without Cause (as defined in the Connolly Letter Agreement). The receipt of certain of such separation benefits is contingent upon Mr. Connolly’s execution of a customary release of claims in favor of the Company. The non-competition restrictions contained in the Connolly Letter Agreement will apply for a one-year period following the termination of his employment.
The foregoing information about the Connolly Letter Agreement is qualified in its entirety by the full text of the Connolly Letter Agreement, a copy of which was included as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 8, 2018.
Item 7.01 Regulation FD Disclosure.
On April 13, 2026, the Company issued a press release announcing the appointment of Mr. Brase as President and Chief Executive Officer effective June 1, 2026 and that Mr. Connolly will cease to serve as an officer and director of the Company on May 31, 2026. A copy of the press release is attached as Exhibit 99.1 hereto.
The information being furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section and shall not be deemed to be incorporated by reference into any document filed under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. | Description | |
10.1 | Employment Letter Agreement between Conagra Brands, Inc. and John Brase, dated April 8, 2026 | |
99.1 | Press release issued April 13, 2026 | |
104 | Cover Page Interactive Date File (embedded within the Inline XBRL document) |
SIGNATURES
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.
CONAGRA BRANDS, INC. | ||
By: | /s/ Carey Bartell | |
Name: | Carey Bartell | |
Title: | Executive Vice President, General Counsel and Corporate Secretary | |
Date: April 13, 2026
Exhibit 99.1
For more information, please contact:
MEDIA:
Mike Cummins | 312-549-5257
Media@Conagra.com
INVESTORS:
Matthew Neisius | 402-240-3226
IR@Conagra.com
News Release
CONAGRA BRANDS APPOINTS JOHN BRASE AS PRESIDENT AND CHIEF EXECUTIVE OFFICER
CHICAGO – April 13, 2026 - Conagra Brands, Inc. (NYSE: CAG), today announced that John Brase has been named President and Chief Executive Officer of the Company, effective June 1, 2026. Brase will also join Conagra’s Board of Directors. He succeeds Sean Connolly, who will step away from his leadership roles and from the Board on May 31, 2026, after more than a decade of leadership.
Brase brings more than 35 years of consumer goods experience, with deep expertise in strategic portfolio management, brand building and driving operational excellence to deliver profitable growth. Most recently, he served as President and Chief Operating Officer of The J.M. Smucker Co., where he oversaw the company’s U.S. retail, international and Away from Home businesses, as well as its sales, operations and supply chain functions. During his tenure at Smucker, he sharpened strategic and operational execution, drove growth in key brands and led significant productivity improvements. Prior to that, Brase spent approximately 30 years at Procter & Gamble (P&G), ultimately becoming Senior Vice President and General Manager of P&G’s $6 billion North America Family Care business. During his P&G career, he drove profitable growth across major brands, including Charmin, Bounty, Puffs and Pampers, consistently delivering market share leadership and margin expansion.
“John’s track record of driving top- and bottom-line performance, building brands across multiple consumer-packaged goods categories, leveraging advantaged business systems and leading inclusive, results-driven cultures is exceptional, and we are confident Conagra will thrive under his leadership,” said Richard H. Lenny, Independent Chair of Conagra’s Board of Directors. “The decision to appoint John as Conagra’s next leader follows our thoughtful approach to succession planning, including discussions with Sean, and our determination that now is the right time for this leadership transition.”
Lenny continued, “From the moment Sean became Conagra’s CEO eleven years ago, he has worked tirelessly to create and lead a pure-play food company. His ability to unlock value in Conagra’s brands, streamline the Company’s structure and motivate his team has been exceptional. He has successfully led Conagra through extraordinary times in our industry—from the global pandemic, to unprecedented inflation and supply chain disruptions—by instilling a ‘refuse to lose’ mindset across the Company. As a Director, Sean played a key role in the addition of eight independent Directors to the Board. We thank Sean for all that he accomplished for Conagra’s investors, customers and employees and wish him continued future success. We are confident in the road ahead for Conagra, and I look forward to working with both Sean and John in the coming weeks to ensure a smooth transition.”
“It’s an honor to join Conagra and lead this portfolio of iconic brands,” said Brase. “I’ve long admired what Sean and the team have built, and I look forward to accelerating the Company’s track record of driving strong revenue growth, strengthening margins and generating robust cash flow to unlock the full
potential of its brands and deliver meaningful value for consumers and shareholders. I am excited to work closely with Rick, the Board, and the entire Conagra team as we build on this strong foundation and advance the Company’s top- and bottom-line performance for all our stakeholders.”
“I’m proud of what we’ve accomplished throughout my tenure at Conagra,” said Connolly. “Our efforts to invest in brand building and innovation, grow scale in frozen and snacks, sharpen execution and divest non-core assets have created a pure-play, branded platform with proven strength in key domains. As I prepare to step aside, I look forward to working with John to ensure a smooth transition. I’m confident that the Conagra team, under John’s leadership, will build on the foundation we’ve established and will continue to deliver value for consumers, customers and shareholders for years to come.”
About Conagra Brands
Conagra Brands, Inc. (NYSE: CAG), is one of North America’s leading branded food companies. We combine a 100-year history of making quality food with agility and a relentless focus on collaboration and innovation. The company’s portfolio is continuously evolving to satisfy consumers’ ever-changing food preferences. Conagra’s brands include Birds Eye®, Duncan Hines®, Healthy Choice®, Marie Callender’s®, Reddi-wip®, Slim Jim®, Angie’s® BOOMCHICKAPOP®, and many more. As a corporate citizen, we aim to do what’s right for our business, our employees, our communities and the world.
Headquartered in Chicago, Conagra Brands generated fiscal 2025 net sales of nearly $12 billion. For more information, visit www.conagrabrands.com.
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