CENTRAL GARDEN & PET CO (CENT) SEC Filings, May-Aug 2026

CENTRAL GARDEN & PET CO chairman and 10% owner William E. Brown reported indirect dispositions of Class A Common Stock tied to changes in family trust control. On August 18, 2025, 8,531 shares were reclassified when he and his spouse ceased serving as co-trustees of one irrevocable trust. On June 3, 2026, a further 11,586 shares were similarly affected for another family irrevocable trust, leaving him without investment control or voting power over those shares. The filing also lists 937,548 Class A shares held directly as of August 18, 2025. The trust-held shares are owned by various family irrevocable trusts, with Brown and his spouse disclaiming beneficial ownership except to the extent of their pecuniary interest.

A holder of Central Garden & Pet Company Class A Common Stock filed a notice of intent to sell 5,000 shares through Charles Schwab & Co., Inc. on NASDAQ. The proposed sale is valued at an aggregate of $192,500.00.

The filing also lists prior equity compensation activity, including 3,871 shares from a restricted stock lapse on 02/13/2024 and 1,129 shares from a restricted stock lapse on 02/20/2024, both related to Class A Common Stock.

Central Garden & Pet Company reported net sales of $882 million for the quarter ended June 27, 2026, down 8% year over year as the Pet Distribution divestiture reduced revenue, while organic net sales rose 2.4%. Net income was $90 million, or $1.45 per diluted share, and gross margin improved to 35.9%.

For the first nine months of fiscal 2026, net sales were $2,405.9 million and net income was $176.1 million, or $2.84 per diluted share, with operating margin at 10.7%. Cash, cash equivalents and restricted cash totaled about $1.0 billion versus roughly $1.19 billion of long-term debt, and operating cash flow was $207.6 million.

The Pet segment’s reported sales fell to $400.5 million due to the distribution divestiture, while Garden segment sales increased to $481.9 million on stronger wild bird feed, controls and grass seed. Central sold its Pet Distribution business into a new partnership with Phillips and later agreed to acquire 80% of European pet supplier TRIXIE for up to €400 million, including approximately €340 million in upfront cash and up to €60 million in earn-out, subject to regulatory approvals.

Central Garden & Pet Company reported fiscal 2026 third-quarter results with net sales of $882 million versus $961 million a year ago, an 8% decline driven by the exit of the pet distribution business. Organic net sales, excluding acquisitions and divestitures, rose 2% to $862 million. Gross margin expanded to 35.9%, and operating income was $126 million versus $135 million. GAAP diluted EPS was $1.45 compared with $1.52, while non-GAAP diluted EPS was $1.54 versus $1.56. Adjusted EBITDA was $162 million with margin improving to 18.3%.

Pet segment net sales were $400 million, down 19% but with 2% organic growth and stronger margins, while Garden segment net sales increased 3% to $482 million and operating income grew 9%. Liquidity remained strong with $997 million of cash and cash equivalents, total debt of about $1.2 billion, gross leverage of 2.8x and net leverage of 0.5x, and $128 million still available for share repurchases.

Following quarter-end, Central agreed to acquire an 80% interest in TRIXIE for €340 million in cash at closing plus up to €60 million in earn-out payments, for total consideration of up to €400 million, with closing expected in the first half of fiscal 2027. Management now expects fiscal 2026 non-GAAP diluted EPS of $2.85 or better, raised from $2.70 or better, and projects about $50 million of capital expenditures for the year.

Central Garden & Pet Company agreed to acquire approximately 80% of TRIXIE Heimtierbedarf GmbH & Co. KG, a leading European pet supplies and snacks provider, under a Sale and Purchase Agreement. Total consideration is up to €400 million, including approximately €340 million in cash at closing and an earn-out of up to €60.0 million based on 2026 performance, each subject to adjustments.

Certain TRIXIE shareholders will retain roughly 20%, with put and call rights over at least three years. Completion is subject to regulatory approval and other customary closing conditions and is expected in the first half of Central’s fiscal year ending September 25, 2027. TRIXIE serves over 30,000 retail stores with more than 6,000 products and employs close to 600 people in a European pet supplies and snacks market of approximately €10 billion in annual sales. Central reported fiscal 2025 net sales of $3.1 billion and states that TRIXIE will operate within its Pet segment, with existing TRIXIE leadership remaining in place to support its European growth strategy.

Central Garden & Pet Co’s Chief Accounting Officer, Howard Machek, delivered 3,924 shares of Class A Common Stock (CENTA) on July 13, 2026 to satisfy withholding tax due upon vesting of restricted stock. The shares were valued at $37.59, based on the average of that day’s high and low prices.

After this tax-withholding disposition, Machek holds 47,944 Class A Common shares directly, 1,000 Common shares directly, and 7,371 units representing interests in the CENTA Stock Fund in the company’s 401(k) Plan, which consists of CENTA stock and cash.

Central Garden & Pet Co President, Pet Consumer Products John Edward Hanson reported routine equity compensation activity involving stock options and related tax withholding. A stock option for 8,518 shares of Class A Common Stock was exercised at an exercise price of $35.216 per share, with the resulting shares held indirectly through the Hanson Family Trust.

To cover the aggregate option exercise price and tax obligations, 8,051 shares of Class A Common Stock were withheld by the issuer, described as a tax-withholding disposition rather than an open-market sale. After these transactions, the Hanson Family Trust held 7,622 shares of Class A Common Stock, while Hanson also held 49,092 Class A Common shares directly and 3,054.09 units in the issuer’s 401(k) CENTA Stock Fund.

Central Garden & Pet executive John D. Walker III exercised stock options and covered related costs using company-held shares. On June 15, 2026, he exercised options for 8,518 shares of Class A Common Stock at $35.216 per share, and 8,200 shares were withheld by the issuer to pay the option exercise price and tax obligations. After these transactions, he directly owned 69,679 Class A shares and held 2,675 units indirectly through the company 401(k) plan.

Central Garden & Pet Co CEO Nicholas Lahanas reported routine share activity related to compensation and retirement holdings. On a Form 4, he delivered 480 shares of Class A Common Stock at $34.19 per share to cover withholding tax due upon vesting of restricted stock, a non-market, tax-withholding disposition. After this transaction, he directly holds 122,350 Class A shares. He also indirectly holds 3,318.686 units in the issuer’s 401(k) plan, representing interests in a CENTA stock fund made up of company stock and cash.