Welcome to our dedicated page for Wk Kellogg Company SEC filings (Ticker: KLG), 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.
This page compiles historical U.S. Securities and Exchange Commission filings for WK Kellogg Co, which formerly traded on the New York Stock Exchange under the symbol KLG. These documents trace the company’s life cycle as a public issuer, from routine financial reporting to its acquisition by Ferrero and subsequent deregistration.
Among the key filings are multiple Forms 8-K reporting material events. These include the July 10, 2025 filing describing the Agreement and Plan of Merger with Ferrero International S.A. and Frosty Merger Sub, Inc.; later 8-Ks detailing regulatory milestones, supplemental proxy disclosures, and the special meeting of shareowners on September 19, 2025 at which the merger proposal was approved; and the September 26, 2025 8-K documenting completion of the merger, the cash consideration per share, changes in control, board resignations and amendments to governing documents.
For trading status, users can review the Form 25 filed on September 26, 2025, which served as the notification of removal of WK Kellogg Co common stock from listing and/or registration on the New York Stock Exchange. The Form 15 filed on October 6, 2025 then certified the termination of registration under Section 12(g) and the suspension of reporting obligations under Sections 13 and 15(d) of the Securities Exchange Act of 1934, noting that the approximate number of holders of record was one.
Other filings in the record include 8-Ks addressing quarterly and annual financial results, non-reliance on previously issued financial statements due to an identified error in inventory accounting, and the use of non-GAAP measures such as Adjusted EBITDA. Together, these filings offer a detailed regulatory history of WK Kellogg Co’s operations, financial reporting, merger process and transition from a listed issuer to a wholly owned indirect subsidiary of Ferrero.
On Stock Titan, AI-powered tools can help summarize lengthy forms like 8-Ks, 10-Ks and 10-Qs, highlight key terms of transactions such as the Ferrero merger, and surface important changes in listing status, capital structure and governance for historical research on the former KLG ticker.
Michael Corbo, a director of WK Kellogg Co (KLG), received 1,032 deferred stock units on 08/15/2025 under the company's Amended and Restated 2023 Long-Term Incentive Plan as part of the non-employee director compensation program. Each deferred stock unit is economically equivalent to one share of common stock and will be paid in shares either as a lump sum or in ten annual installments beginning when his service as a director ends. After this grant, the filing reports 6,464 shares beneficially owned by the reporting person in a direct ownership form. The reported price associated with the units in the table is $23.
WK Kellogg Co (KLG) director received deferred stock units under director compensation. The reporting person, Gund G Zachary, was granted 1,576 deferred stock units on 08/15/2025 under the company's 2023 Long-Term Incentive Plan as part of the non-employee director compensation program. Each unit is economically equivalent to one share of common stock and will be paid in shares either as a lump sum or in ten annual installments when the director's service ends. The filing shows a price field of $23 and lists the amount beneficially owned following the transaction as 14,143.55. The Form 4 was signed by an attorney-in-fact on 08/18/2025.
On 10 July 2025, WK Kellogg Co. (NYSE:KLG) signed a Merger Agreement with Ferrero International S.A. under which Ferrero will acquire all outstanding KLG shares for $23.00 in cash. The price represents a ~40 % premium to the 30-day VWAP prior to deal rumours. The Board has unanimously approved the transaction and called a virtual special meeting (date TBA 2025) for shareowners to vote on: (1) adoption of the Merger Agreement, (2) an advisory vote on transaction-related executive compensation, and (3) potential adjournment.
Voting agreements with the W.K. Kellogg Foundation Trust, Gund Entities and Gund Trusts secure support for about 21.6 % of outstanding shares. Closing is targeted for H2-2025 and is subject to majority shareowner approval, HSR and foreign antitrust clearances, a tax waiver from Kellanova, and customary conditions; no financing contingency exists. Termination fees equal $73.5 m (company) and $105.1 m (parent). If completed, KLG will be delisted and shareholders will receive cash; dissenting holders may seek appraisal under DGCL §262. The Board recommends voting FOR all proposals.
WK Kellogg Co (KLG) filed a Form 10-K/A (Amendment No. 1) to restate its FY 2024 audited statements and all four FY 2024 quarterly results. The company discovered an inventory accounting error tied to processes set up at its October 2023 spin-off from Kellanova that understated inventory and overstated cost of goods sold, with related tax effects, but no cash or operational impact. Additional immaterial mis-classifications of cash, notes payable and accounts payable were also corrected.
The error reveals a material weakness in internal control over financial reporting; management concluded that both ICFR and disclosure controls were ineffective as of 28 Dec 2024, 29 Mar 2025 and 28 Jun 2025. An updated audit report, CEO/CFO certifications and refreshed exhibits accompany the filing. The company plans to amend its Q1-25 Form 10-Q but does not expect to amend other prior filings; investors are instructed to rely only on the revised data.
Key context items highlighted: 1) Walmart accounted for 29 % of 2024 sales; top five customers 52 %. 2) Supply-chain modernization program of up to $500 m is under way. 3) 86.4 m shares outstanding as of 30 Jul 2025; June 28 2024 market cap about $1.4 bn at $16.14/share.
The filing amends Risk Factors, MD&A, financial statements, controls & procedures and exhibits; forward-looking statements are unchanged from the original 10-K’s date.
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