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Kraft Heinz Co (KHC) has submitted a Form 25 to notify regulators of the removal of its common stock, par value $0.01 per share, from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934 on The Nasdaq Stock Market LLC.
The notification is signed by Andre Maciel, Executive Vice President and Global Chief Financial Officer of Kraft Heinz, dated September 8, 2026.
Kraft Heinz Co (KHC) is voluntarily transferring the listing of its common stock from the Nasdaq Global Select Market to the New York Stock Exchange (NYSE). Listing and trading on Nasdaq are expected to end at market close on September 11, 2026, and NYSE trading is expected to begin at market open on September 14, 2026, continuing under the symbol KHC. The company’s 3.500% Senior Notes due 2029, 3.500% Senior Notes due 2031, 3.250% Senior Notes due 2033, and 3.950% Senior Notes due 2034 will remain listed on The Nasdaq Stock Market LLC. Kraft Heinz highlighted the move as an important step in its transformation and noted approximately $25 billion in net sales in 2025 as context for its global scale.
The Kraft Heinz Company reported quarterly net sales of $6,262 million, roughly flat year over year, but recorded a large net loss of $5,460 million for the three months ended June 27, 2026 as massive non-cash write-downs flowed through the income statement.
Goodwill impairment losses were $2,441 million and intangible asset impairment losses were $4,911 million in the quarter, cutting goodwill to $19,714 million and net intangible assets to $32,372 million. Total assets fell to $73,065 million and shareholders’ equity to $36,117 million, while the effective tax rate was a 14.4% benefit on pre-tax loss.
Despite the accounting charges, operating cash flow was $2,088 million in the first half of 2026. Kraft Heinz used cash and proceeds from marketable securities to repay $1.9 billion of maturing senior notes, complete a $1.4 billion tender of 2046 notes, and issue new euro notes, reducing total debt carrying value from $21.2 billion to $19.0 billion. The company also faces a significant IRS transfer-pricing dispute for 2018–2022 that could result in additional taxes and penalties, which it plans to contest without recording reserves.
The Kraft Heinz Company reported Q2 2026 results with net sales of $6.3 billion, down 1.4% year over year; Organic Net Sales declined 1.3%. Pricing added 1.3 percentage points, while volume/mix fell 2.6 points, with weakness in meats and spoonables partly offset by Emerging Markets growth.
GAAP profitability was heavily impacted by $7.4 billion of non-cash impairment losses, leading to an operating loss of $6.4 billion and net loss of $5.5 billion. Gross profit margin fell 200 bps to 32.4%, while Adjusted Gross Profit Margin held at 34.1%. Adjusted Operating Income declined 18.4% to $1.0 billion and Adjusted EPS fell 18.8% to $0.56.
Year-to-date, net cash from operations rose 8.2% to $2.1 billion and Free Cash Flow increased 10.3% to $1.7 billion, producing 123% Free Cash Flow Conversion and funding $949 million of dividends. For 2026, Kraft Heinz now guides Organic Net Sales down 0.5%–2.0%, Adjusted EPS of $2.03–$2.09, and Free Cash Flow Conversion of about 110%, while planning roughly $700 million of incremental investments.
The Kraft Heinz Company amended and restated its by-laws effective July 22, 2026. The changes clarify the Board’s ability to postpone, reschedule, or cancel stockholder meetings and refine who may chair meetings, including allowing any director or officer to serve as chairperson.
The amendments redefine a quorum as holders of a majority in voting power of outstanding shares entitled to vote, represented in person or by proxy, and adjust rules for adjourned meetings. They also expand disclosure and procedural requirements for stockholder business proposals and director nominations, including additional background on proponents, beneficial owners, and nominees, and limit nominations to the number of seats up for election.
Other updates increase the maximum duration of a proxy from 11 months to three years, align notice, record date, written consent, and remote participation provisions with Delaware law, address Board and committee meeting mechanics, and designate U.S. federal district courts as the exclusive forum for Securities Act of 1933 claims.
Registrant filed Form 144 reporting proposed sales of Common Stock. The excerpt lists multiple scheduled vesting events described as "Restricted Stock Vesting Under a Registered Plan" on 03/01/2023, 03/01/2026, and 05/14/2026, with several share lot sizes noted.
The filing shows actual sales in 05/18/2026 and 05/19/2026 by related parties: 560,155 shares (05/18/2026) and 240,488 and 319,662 shares (both 05/19/2026), with dollar proceeds listed for each sale in the excerpt.
Kraft Heinz Global Chief Growth Officer Diana Frost reported an open-market sale of 18,502 shares of common stock at a weighted average price of $23.0533 on June 18, 2026. After this sale, she directly holds 102,667 shares, including 1,700 acquired through a dividend reinvestment program.
KHC filed a Rule 144 notice listing Common Stock tied to restricted stock vesting on specific dates. The filing lists 1,230 shares vesting 03/01/2024, 6,212 shares vesting 03/01/2025, and 11,060 shares vesting 03/01/2026. The broker shown is Fidelity Brokerage Services LLC.
The Kraft Heinz Company reported a leadership change in its sales and international business. Cory Onell, Executive Vice President and Chief Omnichannel Sales and Asia Emerging Markets Officer, will step down from his role effective June 30, 2026.
He will remain with the company as an advisor through March 15, 2027, providing continuity during the transition. Under existing company plans, he will receive severance payments pursuant to the Amended and Restated Severance Pay Plan for Salaried Employees and a prorated annual bonus for fiscal year 2026.
The Kraft Heinz Company announced that its subsidiary Kraft Heinz Foods Company has initiated a partial redemption of its 3.875% Senior Notes due 2027. The company instructed the trustee to redeem $1 billion of the $1.35 billion aggregate principal amount currently outstanding.
The notes are scheduled to be redeemed on July 8, 2026 at a price equal to 100% of the principal being redeemed, plus accrued but unpaid interest and any applicable make-whole amount. The specific notes to be redeemed will be selected in accordance with Depository Trust Company procedures.