Welcome to our dedicated page for Nomad Foods SEC filings (Ticker: NOMD), 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.
Nomad Foods Limited filings document the disclosures of a foreign private issuer with ordinary shares listed under NOMD. Form 6-K reports cover interim and annual financial results, condensed consolidated interim financial statements, quarterly cash dividends on ordinary shares, and material-event disclosures tied to financing and capital-structure matters.
The company’s SEC record also includes Form 20-F annual reporting with audited financial statements, registration statements incorporated by reference, and equity-compensation disclosures. Recent filings describe governance and compensation matters under the 2025 Equity Incentive Plan, including a co-investment and share option matching sub-plan for directors and senior leadership.
Nomad Foods Ltd (NOMD) director and Chief Executive Officer Dominic Brisby reported an open-market purchase of 50,000 Ordinary Shares on 2026-08-24 at a weighted average price of $12.38 per share, with individual trades ranging from $12.25 to $12.49. Following this transaction, he directly holds 726,794 Ordinary Shares, including 150,000 Restricted Share Units that are scheduled to vest on November 3, 2025. He also holds performance-based equity incentives: stock options covering up to 5,000,000 Ordinary Shares at an exercise price of $10.14 per share, which may vest and become exercisable between 2029 and 2031 depending on share purchase and share price performance conditions, and 300,000 Performance Based Share Units that are contingent on company performance over a three-year period and, once earned, are scheduled to vest on February 28, 2029.
Nomad Foods Ltd (NOMD) reported that Chief Financial Officer Ruben Baldew purchased 28,290 Ordinary Shares on August 19, 2026 at $11.8498 per share, bringing his direct holdings to 367,172 Ordinary Shares, including 184,991 Restricted Share Units scheduled to vest on June 17, 2027.
He also holds stock options over a maximum of 1,850,000 Ordinary Shares at an exercise price of $10.14 expiring May 7, 2031, which will vest, if at all, based on share purchases under the company’s Co-Investment and Share Option Matching Sub Plan and share price performance targets. In addition, he holds performance based share units representing up to 44,248, 44,696 and 119,904 Ordinary Shares, each tranche contingent on company performance over a three-year period and vesting on February 28, 2027, 2028 and 2029, respectively.
Brown Advisory Inc and several subsidiaries filed an amended Schedule 13G reporting their ownership in Nomad Foods Ltd common stock. They report beneficial ownership of 4,835,694 shares, representing 3.46% of the outstanding common stock as of the reporting date.
Voting and investment powers are spread across subsidiaries. Brown Advisory Inc reports sole voting power over 4,124,406 shares and shared dispositive power over 4,830,967 shares. The holdings are attributed to investment companies and other managed accounts of direct and indirect subsidiaries of Brown Advisory Inc under investment advisory contracts that confer voting and/or investment power.
Nomad Foods Limited reported softer results for the three and six months ended June 30, 2026. Second-quarter revenue declined 3.1% to €723.7 million, with organic revenue down 2.9% as volumes fell 5.9% and price-mix added 3.0%. Reported profit for the quarter fell 15% to €48.5 million, and Adjusted EBITDA decreased 4.3% to €123.7 million. Nonetheless, gross margin expanded 130 bps and Adjusted gross margin rose 110 bps to 28.9%, helped by pricing and supply-chain productivity.
For the first half, revenue declined 4.5% to €1,438.9 million, gross profit slipped to €392.8 million, and profit for the period decreased to €77.4 million. Adjusted EBITDA fell 13.3% to €216.3 million and Adjusted EPS decreased by €0.12 to €0.62. Cash generation remained resilient, with €119.7 million of operating cash flow and €273.4 million of cash at period end, despite €23.7 million of share repurchases and €40.9 million of dividends.
For full-year 2026, the company reiterates guidance for organic revenue to decline 2%–5% and Adjusted EBITDA to decline 5%–10%. Adjusted EPS guidance is lowered to €1.38–€1.53 from €1.47–€1.62, mainly due to higher interest expense, while Adjusted Free Cash Flow conversion is expected to be at least 90%.
Nomad Foods Limited completed a refinancing by having its subsidiary Nomad Foods Bondco Plc issue €800.0 million aggregate principal amount of 5.25% senior secured notes due 2033 under a new Indenture. The notes mature on July 15, 2033, pay interest semi-annually on January 15 and July 15 starting January 15, 2027, and are expected to be fully and unconditionally guaranteed on a senior basis by Nomad Foods and certain subsidiaries within 60 business days, subject to Indenture limitations. Gross proceeds were used to refinance in full the Issuer’s existing €800.0 million senior secured notes due 2028.
In connection with the refinancing, Nomad Foods’ revolving credit facility commitments increased by €105.0 million to an aggregate availability of €280.0 million. Separately, the Board declared a quarterly cash dividend of $0.17 per share on issued and outstanding ordinary shares, payable on August 27, 2026 to shareholders of record at the close of business on August 11, 2026.
Nomad Foods Limited, through its wholly owned subsidiary Nomad Foods Bondco Plc, has priced an offering of €800.0 million aggregate principal amount of 5¼% Senior Secured Notes due 2033. The company intends to use the gross proceeds to refinance in full the Issuer’s existing €800.0 million Senior Secured Notes due 2028, which would extend its next material long-term debt maturity to 2032.
The new notes will be guaranteed and secured on a senior basis by Nomad Foods and certain subsidiaries. In connection with this Refinancing, the company expects, contingent upon completion, to increase commitments under its revolving credit facility by €105.0 million to €280.0 million. The Refinancing and RCF Upsize are expected to close and become effective on July 30, 2026, subject to customary closing conditions, and the notes are being sold only to institutional and other qualified investors under Rule 144A, Regulation S and related European and UK exemptions.
Nomad Foods Limited reported preliminary second‑quarter 2026 figures and outlined a major debt refinancing. For the three months ended June 30, 2026, the company expects reported and organic revenue to decline by 2.5–3.5%, Adjusted EBITDA of approximately €120–€126 million, and a closing cash and cash equivalents balance of about €273 million. Management said these results are projected to be ahead of expectations communicated last quarter and reiterated full‑year 2026 guidance for organic revenue to decline 2–5%, Adjusted EBITDA to decline 5–10%, and Adjusted Free Cash Flow conversion of 90%+, while it evaluates full‑year EPS guidance in light of anticipated refinancing and related interest expense.
Separately, an indirect wholly owned subsidiary, Nomad Foods Bondco Plc, intends to issue €800.0 million of senior secured notes due 2033, with guarantees and security from the company and certain subsidiaries, subject to market and customary conditions. Gross proceeds are intended to refinance in full existing €800.0 million senior secured notes due 2028. In connection with and contingent upon this refinancing, the company also expects to increase commitments under its revolving credit facility by €105.0 million to €280.0 million. Management highlighted robust cash flow, a strong balance sheet, and a plan to mitigate any higher interest expense over time primarily by reducing net debt.
Nomad Foods director Amit Pilowsky reported a routine tax-withholding share disposition. On July 2, 2026, the issuer withheld 3,729 Ordinary Shares at $10.02 per share to cover his tax liability from vesting restricted stock units.
The footnote explains that 8,182 restricted stock units vested on June 22, 2026 and were settled on July 2, 2026, triggering the tax obligation. After the withholding, Pilowsky directly holds 35,464 Ordinary Shares. This was not an open‑market sale but a standard mechanism to satisfy taxes on equity compensation.
Nomad Foods director James E. Lillie reported routine equity compensation activity. On July 2, 2026, 3,580 Ordinary Shares were disposed of at $10.02 per share as shares withheld by the issuer to cover his tax liability from vesting restricted stock units, not an open-market sale.
The footnote states that 8,182 restricted stock units vested on June 22, 2026 and were settled on July 2, 2026, triggering the tax withholding. After the transaction, Lillie holds 689,386 Ordinary Shares directly and 56,250 Ordinary Shares indirectly through ZWC LLC, indicating he retains a substantial equity position.
Nomad Foods director Carey J. Dorman reported a routine tax-withholding transaction related to equity compensation. On July 2, 1,676 ordinary shares were disposed of at $10.02 per share to cover tax liabilities from vesting restricted stock units. After this withholding, Dorman directly holds 29,356 ordinary shares.
A footnote explains that 8,378 restricted stock units vested on June 22, 2026 and were settled on July 2, 2026, with the issuer withholding the reported shares to satisfy associated taxes. This event reflects compensation mechanics rather than an open-market trade.