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 received an updated Schedule 13D/A from Noam Gottesman and TOMS Capital Investments LLC, clarifying their ownership and voting arrangements. Based on 142,086,092 ordinary shares outstanding as of February 24, 2026, Gottesman beneficially owns 10,080,101 shares, or about 7.1% of the company.
His stake includes 3,371,541 shares held directly, representing roughly 2.4%, and 6,708,560 shares held indirectly through TOMS Capital Investments LLC, representing about 4.7%. An amended and restated irrevocable proxy agreement that previously allowed Gottesman to vote additional shares held by various TOMS-related holders has been terminated, so he no longer has beneficial ownership of those shares and is no longer part of a Section 13(d) group with them.
Nomad Foods reported softer results for 2025 and signaled a transition year ahead. Full-year revenue slipped 2.2% to €3.03 billion, while profit fell 39.8% to €136.7 million and reported diluted EPS declined 35% to €0.91. Adjusted EBITDA decreased 7.5% to €523 million and adjusted EPS fell 6.7% to €1.66.
In the fourth quarter, revenue declined 2.6% to €773 million and the company posted a €10.7 million loss, largely driven by €57 million of losses net of tax from debt refinancing; reported diluted EPS moved from a €0.32 profit to a €0.07 loss, while adjusted EPS rose 2.4% to €0.43.
The business continued to generate strong cash, with €330.7 million of net cash from operating activities and adjusted free cash flow of €182.2 million, a 73% conversion of adjusted profit. Nomad returned €287 million to shareholders via dividends and buybacks, reducing basic shares outstanding to 142.4 million, 9% lower than year-end 2024.
For 2026, management expects organic revenue to decline 2%–5%, adjusted EBITDA to decline 5%–10%, and adjusted EPS of €1.45–€1.60, implying a 4%–13% drop, though adjusted free cash flow conversion is targeted at 90% or more. The CEO describes 2026 as a transition year and plans an open-market share purchase to demonstrate confidence.
Nomad Foods Limited, a British Virgin Islands company listed on the NYSE, files its annual Form 20-F detailing its frozen food business and IFRS-based financial reporting. The company had 142,426,655 ordinary shares outstanding and approximately 7,752 employees as of the 2025 fiscal year end.
The report emphasizes extensive risk factors, including intense competition from branded and private label products, shifting consumer preferences, and exposure to macroeconomic pressures such as inflation and discounter growth in key European markets. Nomad highlights supply-chain vulnerabilities around fish, vegetables, energy and packaging, including potential disruption and cost increases linked to the Ukraine–Russia conflict and wider geopolitical tensions.
The filing also discusses regulatory and sustainability pressures, climate- and weather-related supply risks, reliance on large retailers, labor shortages, and complex multi-country tax regimes. Financial risks include significant goodwill and other intangibles, variable-rate indebtedness, foreign exchange exposure, and dependence on subsidiaries for cash. Nomad discloses continuing unremediated material weaknesses in internal control over financial reporting and notes numerous legal, food safety, cybersecurity, and data protection risks that could materially affect future performance.
FMR LLC filed an amended Schedule 13G reporting beneficial ownership of 2,003,006 shares of Nomad Foods Ltd common stock, representing 1.3% of the class as of the event date. FMR reports sole voting and dispositive power over these shares.
Abigail P. Johnson is also listed as a reporting person with sole dispositive power over the same 2,003,006 shares but no voting power. The filing states the position represents ownership of five percent or less of the class and confirms the shares are held in the ordinary course of business, without the purpose or effect of changing or influencing control of Nomad Foods.
Nomad Foods Limited has declared a quarterly cash dividend of $0.17 per share on its ordinary shares. The dividend will be paid on February 26, 2026 to shareholders who are on record as of the close of business on February 11, 2026.
Boston Partners has filed an amended Schedule 13G reporting beneficial ownership of 8,820,590 shares of Nomad Foods Ltd common stock, representing 5.75% of the class as of 12/31/2025. The firm reports sole voting power over 8,726,102 shares and sole dispositive power over 8,820,590 shares, with no shared voting or dispositive power.
The shares are held in discretionary accounts for certain clients of Boston Partners, and the firm may be deemed a beneficial owner under SEC rules. Boston Partners certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Nomad Foods.
Nomad Foods Limited furnished a Form 6-K announcing its financial results for the three and nine months ended September 30, 2025. The company provided a press release as Exhibit 99.1 and unaudited Condensed Consolidated Interim Financial Statements as Exhibit 99.2.
The interim financial statements are incorporated by reference into certain existing registration statements on Forms S-8 and F-3. The filing is dated November 6, 2025.
FMR LLC filed an amended Schedule 13G (Amendment No. 5) reporting beneficial ownership of 9,161,302 shares of Nomad Foods Ltd. (NOMD) common stock, representing 6.0% of the class as of the event date 09/30/2025. Abigail P. Johnson is also listed as a reporting person.
FMR reports sole voting power and sole dispositive power over 9,161,302 shares. For Ms. Johnson, the filing shows sole dispositive power over 9,161,302 shares and no voting power. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The filing notes one or more other persons may have rights to dividends or sale proceeds, with no single such interest exceeding 5%.
Nomad Foods Ltd (NOMD): Boston Partners filed Amendment No. 8 to Schedule 13G, reporting beneficial ownership of 12,244,854 common shares, representing 7.98% of the class as of 09/30/2025.
Boston Partners reports sole voting power over 10,067,595 shares and sole dispositive power over 12,244,854 shares, with no shared voting or dispositive power.
The filer is classified as an investment adviser (IA) and certifies the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Nomad Foods Limited announced the pricing of new term loans and declared a quarterly dividend. The company agreed to refinance its Existing Loans with a USD 620 million term loan at SOFR + 2.5% due 2032 and a EUR 880 million term loan at EURIBOR + 2.5% due 2032, under an amended and restated senior facilities agreement. Net proceeds will be used to repay the Existing Loans, transaction expenses, and for general corporate purposes. The term loans are expected to close on November 10, 2025, subject to customary closing conditions.
The Board declared a quarterly cash dividend of $0.17 per share, payable on November 26, 2025 to shareholders of record on November 10, 2025.