Marzetti (NASDAQ: MZTI) posts Q3 sales dip but record gross profit
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The Marzetti Company reported fiscal third quarter 2026 net sales of $453.4 million, down 1.0% from $457.8 million a year ago, as Retail sales fell 3.2% to $233.8 million while Foodservice sales rose 1.5% to $219.6 million. Excluding temporary supply agreement sales, Adjusted Consolidated Net Sales declined 0.9% and Adjusted Foodservice Net Sales increased 1.8%.
Gross profit reached a third-quarter record of $107.2 million, up 1.2%, with gross margin improving to 23.6%, helped by cost savings. SG&A expenses increased to $61.4 million, including $3.5 million of acquisition-related costs and higher personnel and IT spending, driving operating income down to $46.6 million.
Net income for the quarter was $37.1 million, or $1.35 per diluted share, versus $1.49 per diluted share last year. For the nine months ended March 31, 2026, net sales rose 2.2% to $1,464.8 million and net income grew to $143.3 million, or $5.21 per diluted share. The company also completed its acquisition of Bachan’s, Inc. on May 1, 2026.
Positive
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Negative
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Insights
Marzetti delivers record gross profit, modest sales softness, and grows year‑to‑date earnings.
The Marzetti Company showed a mixed but generally stable quarter. Net sales in Q3 2026 slipped 1.0% to $453.4 million, with Retail down 3.2% and Foodservice up 1.5%. Excluding temporary supply agreement sales, Adjusted Consolidated Net Sales declined 0.9%, signaling essentially flat underlying demand.
Profitability metrics were more resilient. Gross profit hit a third quarter record of $107.2 million and gross margin improved to 23.6%, reflecting ongoing cost savings. However, SG&A rose to $61.4 million, including $3.5 million of acquisition-related costs and higher personnel and IT spending, which reduced operating income to $46.6 million and diluted EPS to $1.35 from $1.49.
On a nine-month basis, net sales increased 2.2% to $1,464.8 million and net income rose to $143.3 million, or $5.21 per diluted share, aided in part by the absence of a prior-year pension settlement charge. The recently closed Bachan’s acquisition and new product launches are positioned as drivers of incremental Retail and Foodservice growth in the fiscal fourth quarter, while the non-GAAP reconciliations highlight limited margin contribution from temporary supply agreement sales that are now concluding.
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Q3 2026 net sales: $453.4 million
Q3 2026 gross profit: $107.2 million
Q3 2026 operating income: $46.6 million
+5 more
8 metrics
Q3 2026 net sales
$453.4 million
Three months ended March 31, 2026 vs $457.8 million 2025
Q3 2026 gross profit
$107.2 million
Third quarter record; gross margin 23.6%
Q3 2026 operating income
$46.6 million
Down from $49.9 million in prior-year quarter
Q3 2026 net income
$37.1 million
Diluted EPS $1.35 vs $1.49 last year
Nine-month net sales
$1,464.8 million
Nine months ended March 31, 2026; up 2.2% year over year
Nine-month net income
$143.3 million
EPS $5.21 vs $4.89 for nine months 2025
Cash and equivalents
$218.4 million
Balance sheet as of March 31, 2026
Shareholders’ equity
$1,044.8 million
As of March 31, 2026
Key Terms
Adjusted Operating Income, non-GAAP financial measures, temporary supply agreement, Restructuring, Impairment and Other, +2 more
6 terms
Adjusted Operating Income financial
"Adjusted Operating Income, which excludes all acquisition-related SG&A costs and Restructuring, Impairment and Other items, increased 1.0%."
Adjusted operating income is a company's profit from its main activities, excluding certain one-time or unusual costs and gains. It helps investors see how well the business is performing in its normal operations, without distractions from rare events or expenses. This way, they get a clearer picture of the company’s true profitability.
non-GAAP financial measures financial
"the corporation may present ... non-GAAP financial measures such as Adjusted Consolidated Net Sales ... and Adjusted Operating Income."
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
temporary supply agreement financial
"exclude non-core sales and cost of sales attributed to a temporary supply agreement (“TSA”) made in connection with our February 2025 acquisition."
A temporary supply agreement is a short-term contract in which one party agrees to provide goods or services to another for a limited period, often to meet immediate demand or bridge a gap in sourcing. Investors care because it can quickly boost or stabilize revenue and production but may carry higher costs, limited long-term security, and greater renewal or delivery risk—like renting equipment instead of buying it.
Restructuring, Impairment and Other financial
"Income of $0.8 million reported in the Restructuring, Impairment and Other line item represents insurance claim proceeds."
Restructuring, impairment and other covers one‑time or irregular costs and losses a company reports when it reorganizes, writes down assets that are worth less than listed, or records miscellaneous non‑recurring items. Think of it like a household moving: you pay movers and may accept lower prices on old furniture, which shrinks this month’s budget but doesn’t always reflect everyday spending. Investors watch these items because they can distort reported profits and cash flow and signal underlying business problems or efforts to improve future results.
pension settlement charge financial
"a noncash pension settlement charge resulting from our decision to terminate the company’s legacy pension plans reduced net income by $10.8 million."
A pension settlement charge is a fee that a company pays when it transfers or removes a pension plan obligation from its balance sheet, often to reduce future pension liabilities. It’s similar to paying a penalty to settle a long-term debt early, helping the company manage its financial health. For investors, understanding this charge is important because it can impact a company's reported profits and overall stability.
forward-looking statements regulatory
"This news release contains various “forward-looking statements” within the meaning of the PSLRA and other applicable securities laws."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Earnings Snapshot
Net sales (Q3 2026): $453.4 million
Fiscal Q3 2026 (three and nine months ended March 31, 2026)
Net sales (Q3 2026)
$453.4 million
-1.0% YoY
Net income (Q3 2026)
$37.1 million
Diluted EPS (Q3 2026)
$1.35
Net sales (nine months 2026)
$1,464.8 million
+2.2% YoY
Adjusted Operating Income (nine months 2026)
$186.6 million
+1.0% YoY
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): May 4, 2026
| (Exact name of registrant as specified in its charter) | ||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
| Registrant’s telephone number, including area code: | ||||||||
| (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 | Name of each exchange on which registered | ||||||
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 2.02 Results of Operations and Financial Condition
On May 4, 2026, The Marzetti Company issued a press release announcing its results for the three and nine months ended March 31, 2026. The press release is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits: | ||||||||||
| Exhibit Number | Description | ||||||||||
99.1* | Press Release dated May 4, 2026 | ||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||||||||
| * | Furnished herewith | ||||||||||
SIGNATURES
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 MARZETTI COMPANY | ||||||||||||||
| (Registrant) | ||||||||||||||
| Date: | May 4, 2026 | By: | /s/ THOMAS K. PIGOTT | |||||||||||
| Thomas K. Pigott | ||||||||||||||
| Vice President, Chief Financial Officer | ||||||||||||||
| and Assistant Secretary | ||||||||||||||
| (Principal Financial and Accounting Officer) | ||||||||||||||
| Exhibit 99.1 | ||||||||||||||
| FOR IMMEDIATE RELEASE | SYMBOL: MZTI | |||||||||||||
| May 4, 2026 | TRADED: Nasdaq | |||||||||||||
THE MARZETTI COMPANY REPORTS THIRD QUARTER SALES AND EARNINGS
WESTERVILLE, Ohio, May 4 - The Marzetti Company (Nasdaq: MZTI) reported results today for the company’s fiscal third quarter ended March 31, 2026.
Summary
•Consolidated net sales declined 1.0% to $453.4 million versus $457.8 million last year. Excluding non-core net sales attributed to a temporary supply agreement (“TSA”) with Winland Foods, Inc. that totaled $1.5 million in the current-year quarter and $2.1 million last year, Adjusted Consolidated Net Sales declined 0.9% to $451.8 million. Retail net sales declined 3.2% to $233.8 million while Foodservice net sales advanced 1.5% to $219.6 million on a reported basis. Excluding the non-core TSA sales, Adjusted Foodservice Net Sales increased 1.8% to $218.1 million.
•Consolidated gross profit increased $1.3 million, or 1.2%, to a third quarter record $107.2 million with reported gross margin up approximately 50 basis points to 23.6%. The gross profit improvement reflects the benefit of our ongoing cost savings programs.
•SG&A expenses increased $5.4 million to $61.4 million. SG&A expenses include $3.5 million in acquisition-related costs in the current-year quarter versus $1.7 million last year. The higher SG&A costs also reflect increased investments in personnel and IT to enable future growth of the business.
•Consolidated operating income declined $3.3 million to $46.6 million. Excluding all acquisition-related SG&A costs and current-year proceeds of $0.8 million from an insurance claim, Adjusted Operating Income declined $2.3 million to $49.3 million. This decrease reflects the impact of the higher SG&A expenses partially offset by the increase in gross profit.
•Net income was $1.35 per diluted share versus $1.49 per diluted share last year. In the current-year quarter, the acquisition-related SG&A expenses decreased net income by $0.10 per diluted share, while the insurance claim proceeds increased net income by $0.02 per diluted share. In the prior-year quarter, acquisition-related SG&A costs reduced net income by $0.05 per diluted share.
•As previously announced, on May 1, we completed our acquisition of Bachan’s, Inc., the fast-growing Japanese Barbecue Sauce brand known for its delicious, authentic, clean-label products.
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CEO David A. Ciesinski commented, “We were pleased to report record-high gross profit in the quarter despite the decline in net sales. In our Retail segment, our category-leading frozen bread brands performed well as sales of our New York BakeryTM frozen garlic bread products continued to grow and increase market share while sales of our Sister Schubert’s® dinner rolls benefited from the pull-forward of demand due to the earlier Easter holiday. These sales gains were more than offset by the impacts of category softness and reduced sales into the club channel. In the Foodservice segment, reported net sales increased 1.5% while Adjusted Foodservice Net Sales, which exclude non-core TSA sales, grew 1.8%, led by higher demand from several of our core national chain restaurant accounts.”
“Looking ahead to the final quarter of our fiscal year, in addition to incremental sales attributed to the Bachan’s acquisition, we expect Retail sales will benefit from new product introductions including Marzetti® Protein Ranch dressing and veggie dips, a new Olive Garden® Zesty Italian dressing flavor, and the addition of a larger-sized bottle for the popular Chick-fil-A® Avocado Lime Ranch dressing. In the Foodservice segment, we anticipate continued growth from select customers in our mix of national chain restaurant accounts.”
Third Quarter Results
Consolidated net sales decreased 1.0% to $453.4 million versus $457.8 million last year. Excluding non-core sales attributed to the TSA with Winland Foods, Inc., Adjusted Consolidated Net Sales decreased 0.9% to $451.8 million. Retail segment net sales declined 3.2% to $233.8 million driven by a 5.6% decrease in the segment’s sales volume, measured in pounds shipped, partially offset by some inflationary pricing. The non-core TSA sales, which totaled $1.5 million in the current-year quarter and $2.1 million last year, are accounted for as Foodservice segment sales and resulted from our acquisition of the Winland Foods sauce and dressing production facility located in Atlanta, Georgia. The TSA sales commenced in March 2025 and concluded during our fiscal third quarter ended March 31, 2026. Excluding the non-core TSA sales, Adjusted Foodservice Net Sales improved 1.8% to $218.1 million while the segment’s sales volumes, measured in pounds shipped, increased 0.8%.
Consolidated gross profit increased $1.3 million, or 1.2%, to a third quarter record $107.2 million. The higher gross profit reflects the benefit of our ongoing cost savings programs. Adjusted Gross Margin, which excludes all non-core TSA sales as those sales did not contribute meaningfully to gross profit, increased approximately 50 basis points to 23.7%.
SG&A expenses increased $5.4 million to $61.4 million. SG&A expenses include $3.5 million and $1.7 million in acquisition-related costs in the current- and prior-year quarters, respectively. The higher SG&A costs also reflect increased investments in personnel and IT to enable future growth of the business.
Income of $0.8 million reported in the Restructuring, Impairment and Other line item represents insurance claim proceeds related to the manufacturing equipment impairment charge that we recognized in this year’s fiscal second quarter.
Consolidated operating income declined $3.3 million to $46.6 million. Excluding all acquisition-related SG&A costs and the $0.8 million in insurance claim proceeds, Adjusted Operating Income declined $2.3 million. This decrease reflects the impact of the higher SG&A expenses as partially offset by the increase in gross profit.
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PAGE 3 / THE MARZETTI COMPANY REPORTS THIRD QUARTER SALES AND EARNINGS
Net income declined $4.1 million to $37.1 million, or $1.35 per diluted share, versus $1.49 per diluted share last year. The acquisition-related SG&A costs reduced net income by $0.10 per diluted share while the insurance claim proceeds increased net income by $0.02 per diluted share. In the prior-year quarter, acquisition-related costs in SG&A reduced net income by $0.05 per diluted share.
Fiscal Year-to-Date Results
For the nine months ended March 31, 2026, consolidated net sales increased 2.2% to $1,464.8 million compared to $1,433.7 million a year ago. Excluding all non-core sales attributed to the TSA with Winland Foods, Inc., Adjusted Consolidated Net Sales increased 0.9% to $1,444.4 million. Reported operating income declined 0.2% to $181.0 million while Adjusted Operating Income, which excludes all acquisition-related SG&A costs and Restructuring, Impairment and Other items, increased 1.0% to $186.6 million. Net income for the nine-month period totaled $143.3 million, or $5.21 per diluted share, versus the prior-year amount of $134.8 million, or $4.89 per diluted share. In the current-year period, acquisition-related costs in SG&A reduced net income by $2.7 million, or $0.10 per diluted share, while the net impact of Restructuring, Impairment and Other items reduced net income by $1.6 million, or $0.06 per diluted share. In the prior-year period, a noncash pension settlement charge resulting from our decision to terminate the company’s legacy pension plans reduced net income by $10.8 million, or $0.39 per diluted share, and acquisition-related SG&A expenses reduced net income by $2.6 million, or $0.09 per diluted share.
Conference Call on the Web
The company’s third quarter conference call is scheduled for this morning, May 4, at 10:00 a.m. ET. Access to a live webcast and subsequent replay of the call is available through a link on the company’s website at investors.marzetticompany.com.
About The Marzetti Company
The Marzetti Company is a manufacturer and marketer of specialty food products for the retail and foodservice channels.
Forward-Looking Statements
We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). This news release contains various “forward-looking statements” within the meaning of the PSLRA and other applicable securities laws. Such statements can be identified by the use of the forward-looking words “anticipate,” “estimate,” “project,” “believe,” “intend,” “plan,” “expect,” “hope” or similar words. These statements discuss future expectations; contain projections regarding future developments, operations or financial conditions; or state other forward-looking information. Such statements are based upon assumptions and assessments made by us in light of our experience and perception of historical trends, current conditions, expected future developments; and other factors we believe to be appropriate. These forward-looking statements involve various important risks, uncertainties and other factors, many of which are beyond our control, which could cause our actual results to differ materially from those expressed in the forward-looking statements. Some of the key factors that could cause actual results to differ materially from those expressed in the forward-looking statements include:
•the ability to successfully integrate the acquired Bachan’s, Inc. business and achieve operational and financial performance objectives;
•changes in demand for our products, which may result from changes in consumer behavior or loss of brand reputation or customer goodwill;
•efficiencies in plant operations and our overall supply chain network;
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PAGE 4 / THE MARZETTI COMPANY REPORTS THIRD QUARTER SALES AND EARNINGS
•geopolitical events that could create unforeseen business disruptions and impact the cost or availability of raw materials and energy;
•inflationary pressures resulting in higher input costs;
•adverse changes in freight, energy or other costs of producing, distributing or transporting our products;
•fluctuations in the cost and availability of ingredients and packaging;
•the reaction of customers or consumers to pricing actions we take to offset inflationary costs;
•price and product competition;
•changes in our cash flow or use of cash in various business activities;
•the success and cost of new product development efforts;
•the lack of market acceptance of new products;
•the impact of customer store brands on our branded retail volumes;
•the impact of any laws and regulatory matters affecting our food business, including any additional requirements imposed by the federal, state or local government;
•adverse changes in trade policies, including increased tariffs, retaliatory trade measures, or other trade restrictions;
•dependence on key personnel and changes in key personnel;
•adequate supply of labor for our manufacturing facilities;
•stability of labor relations;
•the extent to which good-fitting business acquisitions are identified, acceptably integrated, and achieve operational and financial performance objectives;
•dependence on a wide array of critical third parties to support our operations, including contract manufacturers, distributors, logistics providers and IT vendors;
•cyber-security incidents, information technology disruptions, and data breaches;
•the potential for loss of larger programs or key customer relationships;
•capacity constraints that may affect our ability to meet demand or may increase our costs;
•failure to maintain or renew license agreements;
•the possible occurrence of product recalls or other defective or mislabeled product costs;
•maintenance of competitive position with respect to other manufacturers;
•the outcome of any litigation or arbitration;
•the effect of consolidation of customers within key market channels;
•significant shifts in consumer demand and disruptions to our employees, communities, customers, supply chains, production planning, operations, and production processes resulting from the impacts of epidemics, pandemics or similar widespread public health concerns and disease outbreaks;
•changes in estimates in critical accounting judgments; and
•risks related to other factors described under “Risk Factors” in other reports and statements filed by us with the Securities and Exchange Commission, including without limitation our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q (available at www.sec.gov).
Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update such forward-looking statements, except as required by law. Management believes these forward-looking statements to be reasonable; however, you should not place undue reliance on statements that are based on current expectations.
# # # #
| FOR FURTHER INFORMATION: | Dale N. Ganobsik | ||||
| Vice President, Corporate Finance and Investor Relations | |||||
| The Marzetti Company | |||||
| Phone: 614/224-7141 | |||||
| Email: ir@marzetti.com | |||||
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PAGE 5 / THE MARZETTI COMPANY REPORTS THIRD QUARTER SALES AND EARNINGS
The Marzetti Company
Condensed Consolidated Statements of Income
(Unaudited, In thousands except per-share amounts)
| Three Months Ended March 31, | Nine Months Ended March 31, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net sales | $ | 453,368 | $ | 457,836 | $ | 1,464,793 | $ | 1,433,695 | |||||||||||||||
| Cost of sales | 346,152 | 351,874 | 1,101,498 | 1,084,141 | |||||||||||||||||||
| Gross profit | 107,216 | 105,962 | 363,295 | 349,554 | |||||||||||||||||||
| Selling, general & administrative expenses | 61,439 | 56,085 | 180,264 | 168,152 | |||||||||||||||||||
| Restructuring, impairment and other, net | (800) | — | 2,010 | — | |||||||||||||||||||
| Operating income | 46,577 | 49,877 | 181,021 | 181,402 | |||||||||||||||||||
| Pension settlement charge | — | — | — | (13,968) | |||||||||||||||||||
| Other, net | 1,741 | 1,960 | 4,428 | 5,520 | |||||||||||||||||||
| Income before income taxes | 48,318 | 51,837 | 185,449 | 172,954 | |||||||||||||||||||
| Taxes based on income | 11,263 | 10,713 | 42,133 | 38,136 | |||||||||||||||||||
| Net income | $ | 37,055 | $ | 41,124 | $ | 143,316 | $ | 134,818 | |||||||||||||||
| Net income per common share: (a) | |||||||||||||||||||||||
| Basic | $ | 1.35 | $ | 1.49 | $ | 5.22 | $ | 4.89 | |||||||||||||||
| Diluted | $ | 1.35 | $ | 1.49 | $ | 5.21 | $ | 4.89 | |||||||||||||||
| Cash dividends per common share | $ | 1.00 | $ | 0.95 | $ | 2.95 | $ | 2.80 | |||||||||||||||
| Weighted average common shares outstanding: | |||||||||||||||||||||||
| Basic | 27,363 | 27,482 | 27,407 | 27,473 | |||||||||||||||||||
| Diluted | 27,377 | 27,496 | 27,429 | 27,490 | |||||||||||||||||||
(a) Based on the weighted average number of shares outstanding during each period.
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The Marzetti Company
Business Segment Information
(Unaudited, In thousands)
| Three Months Ended March 31, | Nine Months Ended March 31, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net Sales | |||||||||||||||||||||||
| Retail | $ | 233,771 | $ | 241,532 | $ | 759,141 | $ | 761,855 | |||||||||||||||
| Foodservice | 219,597 | 216,304 | 705,652 | 671,840 | |||||||||||||||||||
| Total Net Sales | $ | 453,368 | $ | 457,836 | $ | 1,464,793 | $ | 1,433,695 | |||||||||||||||
| Operating Income | |||||||||||||||||||||||
| Retail | $ | 47,145 | $ | 45,578 | $ | 160,514 | $ | 170,790 | |||||||||||||||
| Foodservice | 27,367 | 28,111 | 98,924 | 82,744 | |||||||||||||||||||
| Nonallocated Restructuring, Impairment and Other | — | — | (1,404) | — | |||||||||||||||||||
| Corporate Expenses | (27,935) | (23,812) | (77,013) | (72,132) | |||||||||||||||||||
| Total Operating Income | $ | 46,577 | $ | 49,877 | $ | 181,021 | $ | 181,402 | |||||||||||||||
The Marzetti Company
Condensed Consolidated Balance Sheets
(Unaudited, In thousands)
| March 31, 2026 | June 30, 2025 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and equivalents | $ | 218,447 | $ | 161,476 | |||||||
| Receivables | 98,310 | 95,817 | |||||||||
| Inventories | 175,263 | 169,301 | |||||||||
| Other current assets | 21,911 | 17,037 | |||||||||
| Total current assets | 513,931 | 443,631 | |||||||||
| Net property, plant and equipment | 546,427 | 534,543 | |||||||||
| Other assets | 295,697 | 296,550 | |||||||||
| Total assets | $ | 1,356,055 | $ | 1,274,724 | |||||||
| Liabilities and Shareholders’ Equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 134,577 | $ | 117,962 | |||||||
| Accrued liabilities | 64,278 | 68,332 | |||||||||
| Total current liabilities | 198,855 | 186,294 | |||||||||
| Noncurrent liabilities and deferred income taxes | 112,404 | 89,935 | |||||||||
| Shareholders’ equity | 1,044,796 | 998,495 | |||||||||
| Total liabilities and shareholders’ equity | $ | 1,356,055 | $ | 1,274,724 | |||||||
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Reconciliation of GAAP to non-GAAP Financial Measures
The Marzetti Company prepares its consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). However, from time to time, the corporation may present in its public statements, press releases and SEC filings, non-GAAP financial measures such as Adjusted Consolidated Net Sales, Adjusted Foodservice Net Sales, Adjusted Cost of Sales, Adjusted Gross Profit, Adjusted Gross Margin and Adjusted Operating Income. Management considers such non-GAAP financial measures to provide useful supplemental information to investors in facilitating year-over-year comparisons by removing non-recurring items or other items that management believes do not directly reflect the underlying operations. Management uses these non-GAAP measures in the preparation of our annual operating plan and for our monthly analysis of operating results. Reconciliations of the non-GAAP measures to the most comparable GAAP financial measures are provided below. The corporation’s definitions of these non-GAAP measures may differ from similarly titled measures used by other companies. These non-GAAP measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.
Adjusted Consolidated Net Sales, Adjusted Foodservice Net Sales, Adjusted Cost of Sales, Adjusted Gross Profit and Adjusted Gross Margin are non-GAAP financial measures that exclude non-core sales and cost of sales attributed to a temporary supply agreement (“TSA”) made in connection with our February 2025 acquisition of Winland’s Atlanta-based sauce and dressing production facility. The TSA sales are included in the reported net sales for our Foodservice segment and did not contribute meaningfully to gross profit. The TSA sales commenced in March 2025 and concluded during the quarter ended March 31, 2026. The following tables present a reconciliation between net sales, cost of sales, gross profit and gross margin as reported in accordance with GAAP and Adjusted Consolidated Net Sales, Adjusted Foodservice Net Sales, Adjusted Cost of Sales, Adjusted Gross Profit and Adjusted Gross Margin for the three and nine month periods ended March 31, 2026 and 2025.
| Three Months Ended March 31, 2026 | Three Months Ended March 31, 2025 | ||||||||||||||||||||||||||||||||||
| (Unaudited, Dollars In Thousands) | Reported | TSA-Related | Adjusted (non-GAAP) | Reported | TSA-Related | Adjusted (non-GAAP) | |||||||||||||||||||||||||||||
| Consolidated | |||||||||||||||||||||||||||||||||||
| Net Sales | $ | 453,368 | $ | 1,539 | $ | 451,829 | $ | 457,836 | $ | 2,063 | $ | 455,773 | |||||||||||||||||||||||
| Cost of Sales | 346,152 | 1,539 | 344,613 | 351,874 | 2,063 | 349,811 | |||||||||||||||||||||||||||||
| Gross Profit | $ | 107,216 | $ | — | $ | 107,216 | $ | 105,962 | $ | — | $ | 105,962 | |||||||||||||||||||||||
| Gross Margin | 23.6 | % | — | % | 23.7 | % | 23.1 | % | — | % | 23.2 | % | |||||||||||||||||||||||
| Foodservice Segment | |||||||||||||||||||||||||||||||||||
| Foodservice Net Sales | $ | 219,597 | $ | 1,539 | $ | 218,058 | $ | 216,304 | $ | 2,063 | $ | 214,241 | |||||||||||||||||||||||
| Nine Months Ended March 31, 2026 | Nine Months Ended March 31, 2025 | ||||||||||||||||||||||||||||||||||
| (Unaudited, Dollars In Thousands) | Reported | TSA-Related | Adjusted (non-GAAP) | Reported | TSA-Related | Adjusted (non-GAAP) | |||||||||||||||||||||||||||||
| Consolidated | |||||||||||||||||||||||||||||||||||
| Net Sales | $ | 1,464,793 | $ | 20,415 | $ | 1,444,378 | $ | 1,433,695 | $ | 2,063 | $ | 1,431,632 | |||||||||||||||||||||||
| Cost of Sales | 1,101,498 | 20,415 | 1,081,083 | 1,084,141 | 2,063 | 1,082,078 | |||||||||||||||||||||||||||||
| Gross Profit | $ | 363,295 | $ | — | $ | 363,295 | $ | 349,554 | $ | — | $ | 349,554 | |||||||||||||||||||||||
| Gross Margin | 24.8 | % | — | % | 25.2 | % | 24.4 | % | — | % | 24.4 | % | |||||||||||||||||||||||
| Foodservice Segment | |||||||||||||||||||||||||||||||||||
| Foodservice Net Sales | $ | 705,652 | $ | 20,415 | $ | 685,237 | $ | 671,840 | $ | 2,063 | $ | 669,777 | |||||||||||||||||||||||
MORE. . .
PAGE 8 / THE MARZETTI COMPANY REPORTS THIRD QUARTER SALES AND EARNINGS
Adjusted Operating Income is a non-GAAP financial measure that excludes certain items affecting comparability, which can impact the analysis of our underlying core business performance and trends. The following table presents a reconciliation between operating income as reported in accordance with GAAP and Adjusted Operating Income for the three and nine month periods ended March 31, 2026 and 2025. The $3.5 million adjustment for the three and nine months ended March 31, 2026 reflects incremental SG&A expenses attributed to the Bachan’s acquisition. The $0.8 million adjustment for the three months ended March 31, 2026 reflects a recovery through an insurance claim related to a previously recognized asset impairment charge. The $2.0 million adjustment for the nine months ended March 31, 2026 consists of $1.4 million in charges related to the impairment of manufacturing equipment, the $0.8 million insurance recovery, and $1.4 million attributed to the restructuring and impairment charges resulting from the closure of our sauce and dressing production facility in Milpitas, California. The prior-year adjustments of $1.7 million and $3.3 million for the three and nine months ended March 31, 2025, respectively, reflect incremental SG&A expenses attributed to the Atlanta production facility acquisition.
Three Months Ended March 31, | Nine Months Ended March 31, | ||||||||||||||||||||||||||||||||||||||||||||||
| (Unaudited, Dollars In Thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | |||||||||||||||||||||||||||||||||||||||||
| Reported Operating Income | $ | 46,577 | $ | 49,877 | $ | (3,300) | (6.6) | % | $ | 181,021 | $ | 181,402 | $ | (381) | (0.2) | % | |||||||||||||||||||||||||||||||
| SG&A Expenses - Acquisition Costs | 3,535 | 1,710 | 1,825 | 106.7 | % | 3,535 | 3,330 | 205 | 6.2 | % | |||||||||||||||||||||||||||||||||||||
| Restructuring, Impairment and Other, Net | (800) | — | (800) | N/M | 2,010 | — | 2,010 | N/M | |||||||||||||||||||||||||||||||||||||||
| Adjusted Operating Income (non-GAAP) | $ | 49,312 | $ | 51,587 | $ | (2,275) | (4.4) | % | $ | 186,566 | $ | 184,732 | $ | 1,834 | 1.0 | % | |||||||||||||||||||||||||||||||
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FAQ
How did The Marzetti Company (MZTI) perform in its fiscal Q3 2026?
The Marzetti Company reported fiscal Q3 2026 net sales of $453.4 million, down 1.0% year over year. Net income was $37.1 million, or $1.35 per diluted share, compared with $1.49 per diluted share in the prior-year quarter.
What were Marzetti’s Retail and Foodservice segment results for Q3 2026?
In Q3 2026, Marzetti’s Retail net sales declined 3.2% to $233.8 million, driven by lower volumes. Foodservice net sales increased 1.5% to $219.6 million, and Adjusted Foodservice Net Sales, excluding temporary supply agreement sales, rose 1.8% to $218.1 million.
How did gross profit and margins trend for Marzetti in Q3 2026?
Gross profit increased 1.2% to a third quarter record of $107.2 million, with reported gross margin improving to 23.6%. Adjusted Gross Margin, excluding temporary supply agreement sales, was 23.7%, reflecting benefits from ongoing cost savings initiatives.
What drove changes in Marzetti’s operating income and SG&A in Q3 2026?
Operating income declined to $46.6 million from $49.9 million as SG&A expenses increased to $61.4 million. SG&A included $3.5 million of acquisition-related costs and higher investments in personnel and IT, partially offsetting the improvement in gross profit.
How did The Marzetti Company perform year-to-date through March 31, 2026?
For the nine months ended March 31, 2026, Marzetti’s net sales rose 2.2% to $1,464.8 million. Net income increased to $143.3 million, or $5.21 per diluted share, compared with $134.8 million, or $4.89 per diluted share, in the prior-year period.
What acquisition activity did Marzetti highlight in this 8-K filing?
Marzetti noted that on May 1, 2026, it completed the acquisition of Bachan’s, Inc., a Japanese Barbecue Sauce brand. The company expects incremental sales from this acquisition, alongside new product launches, to support future Retail and Foodservice segment growth.
What non-GAAP financial measures did Marzetti present for Q3 2026?
Marzetti presented non-GAAP measures including Adjusted Consolidated Net Sales, Adjusted Foodservice Net Sales, Adjusted Gross Profit, Adjusted Gross Margin, and Adjusted Operating Income, primarily excluding temporary supply agreement sales and certain acquisition, restructuring, and impairment-related items to better reflect underlying operations.