Welcome to our dedicated page for Flowers Foods SEC filings (Ticker: FLO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Flowers Foods filings document the public-company record for a Georgia packaged bakery producer whose common stock trades on the New York Stock Exchange under FLO. The company's 8-K reports cover operating results, financial condition, guidance, debt and credit agreements, and material corporate events affecting its brand portfolio and operating structure.
Proxy and governance filings describe director elections, board composition, executive compensation, shareholder voting matters, and human-capital or change-in-control plans. Recent disclosures also record leadership-transition matters, the Simple Mills acquisition as part of the company's strategic priorities, and financing arrangements tied to senior notes, a term loan facility and the revolving credit facility.
Flowers Foods, Inc. reported higher sales but lower profit for the sixteen weeks ended April 25, 2026. Net sales inched up to $1,571.6 million from $1,554.2 million, helped by contributions from its Simple Mills acquisition and core bakery operations.
Net income declined to $42.1 million from $53.0 million, with earnings per share easing to $0.20 from $0.25, as interest expense, restructuring, ERP transformation spending, and legal settlements weighed on results. Operating cash flow remained solid at $107.9 million, funding $20.6 million of capital spending and shareholder returns through dividends and modest buybacks.
The balance sheet shows total assets of $4.18 billion and total debt of about $1.74 billion, including senior notes maturing through 2055 and an accounts receivable repurchase facility. The company added a new $400 million term loan facility and extended its receivables facility, while keeping a $500 million revolving credit line essentially undrawn. The board reset the annual dividend to $0.50 per share, declaring a quarterly dividend of $0.1250.
Flowers Foods reported mixed first quarter 2026 results for the 16 weeks ended April 25, 2026. Net sales rose 1.1% to $1.572 billion, helped by pricing, mix and the Simple Mills acquisition, but volume declined and the consumer backdrop remained challenging.
Net income fell 20.6% to $42.1 million, with margin pressure from higher interest expense and costs, and diluted EPS decreased to $0.20. On an adjusted basis, net income was $60.9 million and adjusted diluted EPS was $0.29, while adjusted EBITDA slipped 1.8% to $159.0 million, or 10.1% of sales.
The board reset the dividend to an annual rate of $0.50 per share and declared a quarterly dividend of $0.1250 per share, payable on June 26, 2026 to shareholders of record on June 12, 2026. Management reaffirmed full‑year 2026 guidance, including net sales of $5.163–$5.267 billion, adjusted EBITDA of $465–$495 million, and adjusted diluted EPS of $0.80–$0.90.
State Street Corporation reported beneficial ownership of 11,970,599 shares of Flowers Foods Inc common stock, representing 5.7% of the class as of 03/31/2026. The filing shows shared voting power of 11,331,040 shares and shared dispositive power of 11,970,599 shares through affiliated investment and trust entities.
The Schedule 13G indicates holdings are held on behalf of clients via named subsidiaries (for example, SSGA Funds Management, Inc. and State Street Bank and Trust Company). The signature is provided by a corporate officer on 05/12/2026.
Vanguard Portfolio Management reported beneficial ownership of 10,780,780 shares of Flowers Foods Inc common stock, representing 5.09% of the class as of 03/31/2026. The filing shows sole power to dispose of 10,780,780 shares and sole voting power for 22,594 shares.
The Schedule 13G discloses that these holdings are held on behalf of Vanguard-managed funds and client accounts; the filing was signed on 04/29/2026.
Flowers Foods, Inc. is asking shareholders to vote at a virtual annual meeting on May 29, 2026, on four items: electing nine directors, approving executive pay on an advisory basis, ratifying PricewaterhouseCoopers as auditor, and approving a new 2026 equity and incentive compensation plan.
The company highlights four strategic priorities—developing its team, focusing on brands, prioritizing margins, and pursuing disciplined M&A—and notes the 2025 acquisition and integration of Simple Mills. For the 53-week fiscal 2025, Flowers reports net sales of $5.256 billion, diluted EPS of $0.40, adjusted diluted EPS of $1.09, net income of $83 million, adjusted net income of $231 million, and adjusted EBITDA of $535 million.
The board emphasizes governance features such as eight of nine director-nominees being independent, fully independent committees, majority voting in uncontested elections, stock ownership guidelines, clawback and anti-hedging policies, and regular board and committee self‑evaluations. Executive pay is described as heavily performance-based, with annual cash incentives and long‑term equity awards (primarily performance shares tied to ROIC and total shareholder return) and no employment agreements or option repricing.
Flowers Foods, Inc. arranged new financing to address upcoming debt and extend covenant flexibility. The company entered into a $400 million senior unsecured delayed draw term loan facility that will be used, with cash on hand, to repay its $400 million 3.500% senior notes maturing in October 2026 and related fees.
The 2026 term loan can be drawn once through October 1, 2026, matures three years after funding, and bears interest at SOFR or a base rate plus a margin set by leverage and debt ratings. The agreement includes financial covenants requiring a maximum Leverage Ratio of 3.75:1.00, with an optional increase to 4.00:1.00 during a defined Covenant Holiday period, and a minimum Interest Coverage Ratio of 4.50:1.00.
Flowers Foods also amended its revolving credit facility to extend the existing Covenant Holiday through the fiscal quarter ending October 9, 2027 and to align pricing and terms with the new term loan agreement, increasing its financial flexibility around the note maturity.
Flowers Foods reported an insider-related transaction involving a family investment entity connected to Chairman and CEO Ryals McMullian. Dellwood-McMullian Holdings, LLC, a family LLC, executed an open-market sale of 209,000 shares of common stock at a weighted average price of $8.0349 per share, in multiple trades between $8.00 and $8.15. After the sale, the family LLC held 813,380 shares. McMullian separately is shown with 1,358,940.281 shares held directly, plus additional indirect holdings through a 401(k), his spouse, and irrevocable trusts for his minor children. Footnotes state he has no investment, voting, or dispositive power over the shares owned by the family LLC, and beneficial ownership of certain indirect holdings is disclaimed.
Flowers Foods, Inc. announced that chief growth officer Terry S. Thomas will depart and the chief growth officer role will be dissolved, effective April 24, 2026. The company expects to provide Mr. Thomas a cash severance equal to 18 months of base salary and 12 months of COBRA or other medical coverage in exchange for a release of claims.
The growth capabilities built since the role’s creation in 2023 are being integrated into the ongoing business structure. Chief brand officer Mark Courtney, a 43-year company veteran, will report directly to the CEO and take on expanded responsibilities for brand strategy, retail customer sales, innovation, and revenue management.
Flowers Foods Inc Schedule 13G/A amendment: The Vanguard Group reports 0 shares beneficially owned of Flowers Foods common stock following an internal realignment and disaggregation of certain subsidiaries, in accordance with SEC Release No. 34-39538.
The filing states Vanguard's subsidiaries or divisions that formerly reported with The Vanguard Group will now report separately and that Vanguard no longer is deemed to have beneficial ownership of those securities.