KHC adds L. Kevin Cox, Mary Lou Kelley, Tony Palmer to Board

Rhea-AI Filing Summary

The Kraft Heinz Company appointed L. Kevin Cox, Mary Lou Kelley, and Tony Palmer to its Board of Directors, effective October 22, 2025. The appointments were not made pursuant to any arrangement or understanding with any other person, and there are no transactions with the Company requiring disclosure under Item 404(a) of Regulation S‑K.

The new directors will be compensated under the Company’s standard program for non‑employee directors as described in the proxy statement filed on March 28, 2025. The Company also furnished a press release announcing the appointments as Exhibit 99.1 under Item 7.01, which is not deemed “filed” for purposes of the Exchange Act.

Insights

Corporate Governance Analyst

Routine board refresh with three director appointments; neutral impact.

Kraft Heinz added three directors—L. Kevin Cox, Mary Lou Kelley, and Tony Palmer—effective October 22, 2025. The filing states no arrangements led to their selection and no related‑party transactions requiring disclosure, aligning with standard independence practices.

Compensation will follow the existing non‑employee director program described in the March 28, 2025 proxy statement, indicating no special terms. A press release was furnished as Exhibit 99.1 under Item 7.01, clarifying it is not deemed “filed” under the Exchange Act.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2025

The Kraft Heinz Company

(Exact name of registrant as specified in its charter)

Delaware			001-37482			46-2078182
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

One PPG Place, Pittsburgh, Pennsylvania 15222

(Address of principal executive offices, including zip code)

(412) 456-5700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common stock, $0.01 par value			KHC			The Nasdaq Stock Market LLC
3.500% Senior Notes due 2029			KHC29			The Nasdaq Stock Market LLC
3.250% Senior Notes due 2033			KHC33			The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 22, 2025, the Board of Directors (the “Board”) of The Kraft Heinz Company (the “Company”) appointed L. Kevin Cox, Mary Lou Kelley, and Tony Palmer as members of the Board, effective as of such date. Mr. Cox, Ms. Kelley, and Mr. Palmer were not selected pursuant to any arrangement or understanding between him or her and any other person. There are no transactions between Mr. Cox, Ms. Kelley, or Mr. Palmer and the Company that would be reportable under Item 404(a) of Regulation S-K.

Mr. Cox, Ms. Kelley, and Mr. Palmer will be compensated according to the Company’s compensation program for non-employee directors as described in the Company’s proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 28, 2025.

Item 7.01. Regulation FD Disclosure.

On October 22, 2025, the Company issued a press release announcing the Board’s appointment of Mr. Cox, Ms. Kelley, and Mr. Palmer to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or in the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) The following exhibit is furnished with this Current Report on Form 8-K.

Exhibit No.

Description

99.1

The Kraft Heinz Company Press Release, dated October 22, 2025.

104

The cover page of The Kraft Heinz Company's Current Report on Form 8-K dated October 22, 2025, formatted in iXBRL.

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SIGNATURE

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.

			The Kraft Heinz Company
Date: October 22, 2025			By:			/s/ Angel Willis
						Angel Willis
						Executive Vice President, Global General Counsel and Corporate Affairs Officer

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FAQ

What did KHC announce on October 22, 2025?

KHC appointed L. Kevin Cox, Mary Lou Kelley, and Tony Palmer to its Board of Directors, effective October 22, 2025.

Were there any related‑party transactions disclosed for the new KHC directors?

No. The filing states there are no transactions requiring disclosure under Item 404(a) of Regulation S‑K.

How will the new KHC directors be compensated?

They will be compensated under the Company’s standard non‑employee director program described in the March 28, 2025 proxy statement.

Did KHC issue a press release about the appointments?

Yes. A press release was furnished as Exhibit 99.1 under Item 7.01 and is not deemed “filed” under the Exchange Act.

Who are the new directors joining KHC’s Board?

L. Kevin Cox, Mary Lou Kelley, and Tony Palmer.

What is the effective date of the KHC Board appointments?

October 22, 2025.