Vanguard Portfolio Management (FLO) discloses 13.9M-share Flowers Foods stake on Schedule 13G/A

Rhea-AI Filing Summary

Vanguard Portfolio Management LLC filed an amended Schedule 13G reporting passive ownership of common stock of Flowers Foods, Inc.. Vanguard and certain affiliates beneficially own 13,890,843 shares, representing 6.55% of the company’s common stock. Vanguard has sole voting power over 79,389 shares and sole dispositive power over all 13,890,843 shares, with no shared voting or dispositive power. The holdings include securities held by Vanguard funds and managed accounts over which Vanguard or its indicated affiliates exercise dispositive and/or voting authority. No other single person has an interest in more than 5% of the securities reported.

Key Figures

Beneficially owned shares: 13,890,843 shares Percent of class: 6.55 % Sole voting power: 79,389 shares +4 more

7 metrics

Beneficially owned shares 13,890,843 shares Common stock of Flowers Foods beneficially owned by Vanguard Portfolio Management and affiliates

Percent of class 6.55 % Portion of Flowers Foods common stock class beneficially owned

Sole voting power 79,389 shares Shares of Flowers Foods over which Vanguard Portfolio Management has sole voting power

Shared voting power 0 shares Shares of Flowers Foods over which Vanguard Portfolio Management has shared voting power

Sole dispositive power 13,890,843 shares Shares of Flowers Foods over which Vanguard Portfolio Management has sole dispositive power

Shared dispositive power 0 shares Shares of Flowers Foods over which Vanguard Portfolio Management has shared dispositive power

CUSIP 343498101 CUSIP number for Flowers Foods common stock reported in the filing

Key Terms

beneficially owned, sole voting power, sole dispositive power, Schedule 13G, +1 more

5 terms

beneficially owned financial

"this reflects the securities beneficially owned, or deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole voting power financial

"Sole Voting Power 79,389.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power financial

"Sole Dispositive Power 13,890,843.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G regulatory

"In accordance with SEC Release No. 34-39538 ... disaggregated from that of the reporting business unit"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

percent of class financial

"Percent of class: 6.55 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/31/2026 - 11:25 AM Accepted by SEC EDGAR 07/31/2026 - 11:25 AM Learn about SEC filing dates

FAQ

What percentage of Flowers Foods (FLO) does Vanguard Portfolio Management report owning?

Vanguard Portfolio Management reports beneficial ownership of 6.55% of Flowers Foods’ common stock. This stake corresponds to 13,890,843 shares held across Vanguard funds and managed accounts over which it and certain affiliates exercise dispositive and/or voting power.

How many Flowers Foods (FLO) shares does Vanguard Portfolio Management beneficially own?

Vanguard Portfolio Management reports beneficial ownership of 13,890,843 shares of Flowers Foods common stock. These shares are held by Vanguard funds and other managed accounts for which Vanguard or specified affiliates have dispositive and, in limited cases, voting authority.

What voting power does Vanguard Portfolio Management have over Flowers Foods (FLO) shares?

Vanguard Portfolio Management has sole voting power over 79,389 shares of Flowers Foods and no shared voting power. It also has sole dispositive power over 13,890,843 shares, meaning it can determine how those shares are sold or otherwise disposed.

Does any other person hold more than 5% interest in the Flowers Foods (FLO) shares reported by Vanguard?

According to the filing, no other single person’s interest exceeds 5% of the securities reported. Vanguard notes that investment companies and other managed accounts have rights to dividends or sale proceeds, but no one other person crosses the 5% threshold.

Which entities are included in Vanguard Portfolio Management’s Flowers Foods (FLO) ownership report?

The reported ownership includes securities beneficially owned by Vanguard Portfolio Management LLC and affiliates Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC. It covers Vanguard funds and managed accounts where these entities have dispositive and/or voting power.

Is Vanguard Portfolio Management’s ownership in Flowers Foods (FLO) reported on a passive basis?

The position is reported on Schedule 13G/A, which is typically used for passive ownership. Vanguard describes the holdings as beneficially owned through funds and managed accounts, with no indication in this report of an activist or control-seeking intent.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Flowers Foods Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

343498101

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 343498101

1

Names of Reporting Persons

Vanguard Portfolio Management

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 79,389.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 13,890,843.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

13,890,843.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.55 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by Vanguard Portfolio Management LLC and the following affiliates of Vanguard Portfolio Management LLC or business divisions of such affiliates: Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC. This Schedule 13G includes securities held by Vanguard funds, or sleeves thereof, over which Vanguard Portfolio Management LLC exercises dispositive power, in addition to securities held by clients over which the affiliates or business divisions of such affiliates indicated above exercise dispositive and/or voting power. This Schedule 13G does not include securities, if any, beneficially owned by other subsidiaries or affiliates of Vanguard Portfolio Management LLC, or business divisions of such subsidiaries whose ownership of securities is disaggregated from that of the reporting business unit in accordance with such release.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Flowers Foods Inc
(b)	Address of issuer's principal executive offices: 1919 Flowers Cir, Thomasville, GA, 31757
Item 2.
(a)	Name of person filing: Vanguard Portfolio Management
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd,, Malvern, PA, 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 343498101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 13890843
(b)	Percent of class: 6.55 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 79389
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 13890843
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Vanguard Portfolio Management, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein.No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Vanguard Portfolio Management

Signature:	My Trieu-Gatt
Name/Title:	Authorized Signatory, Head of Global Fund Administration
Date:	07/31/2026