Post Holdings, Inc. filings document operating results, material events, governance actions and capital-structure changes for a consumer packaged goods holding company. Form 8-K reports include quarterly results releases, Regulation FD disclosures, officer and director changes, board appointments, and amendments to the company’s articles of incorporation that lowered certain supermajority voting thresholds after shareholder approval.
The filing record also details senior unsecured note issuances, including notes due 2034 and 2036, related indentures, subsidiary guarantees, interest terms, maturity dates and the ranking of the obligations. Shareholder meeting and proxy-related disclosures cover voting matters, governance provisions, director compensation arrangements and security-holder rights.
A security holder of Post Holdings, Inc. filed a notice of proposed sale of 6,983 common shares through Charles Schwab & Co., Inc., with an aggregate market value of $798,221.00. The approximate sale date listed is February 9, 2026, on the NYSE.
The shares were acquired from Post Holdings, Inc. as equity compensation, including stock appreciation rights and restricted stock that lapsed in January 2025. The table notes that 47,956,718 shares of the issuer’s common stock were outstanding at the time referenced.
Post Holdings director receives equity award
Director David P. Skarie was granted 1,600 shares of Post Holdings, Inc. common stock on February 3, 2026 at a price of $0 per share. The award represents restricted stock units granted under the Post Holdings, Inc. Amended and Restated 2021 Long-Term Incentive Plan and will vest in full on the first anniversary of the grant date, subject to the terms of the award agreement.
Following this grant, Skarie beneficially owns 56,991 shares of Post Holdings common stock directly and 432 shares indirectly through children's trusts.
Post Holdings, Inc. director Jennifer Kuperman Johnson received an equity award on February 3, 2026. She acquired 1,600 restricted stock units, each representing a right to receive one share of Post Holdings common stock, at a price of $0 per unit.
The restricted stock units were granted under the company’s Amended and Restated 2021 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and will vest in full on the first anniversary of the grant date, subject to the award terms. Following this grant, she beneficially owns 8,675 shares of common stock directly.
Post Holdings director David W. Kemper reported an equity award in the form of restricted stock units. On February 3, 2026, he received 1,600 shares of Post Holdings common stock as an acquisition coded "A" at a price of $0 per share, reflecting a stock-based grant rather than an open-market purchase.
Following this award, he beneficially owns 33,122 shares of common stock, held directly. The footnote explains that each restricted stock unit equals one share of common stock and was granted under the Post Holdings, Inc. Amended and Restated 2021 Long-Term Incentive Plan. These units vest in full on the first anniversary of the grant date, subject to the award agreement terms and the plan’s conditions.
Post Holdings director Thomas C. Erb received an equity award of 1,600 restricted stock units of common stock on February 3, 2026. The units were granted at $0 per share under the Post Holdings, Inc. Amended and Restated 2021 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3.
Each restricted stock unit represents a contingent right to receive one share of Post Holdings common stock and vests in full on the first anniversary of the grant date, subject to the award agreement. Following this grant, Erb beneficially owns 38,675 shares of Post Holdings common stock directly.
Post Holdings director Gregory L. Curl received an equity grant linked to company stock. On 02/03/2026, he acquired 1,600 shares of Post Holdings common stock at a stated price of $0, increasing his directly held stake to 28,276 shares.
The award represents restricted stock units granted under the Post Holdings, Inc. Amended and Restated 2021 Long-Term Incentive Plan. Each unit converts into one share of common stock and vests in full on the first anniversary of the grant date, as long as the award terms are satisfied.
Post Holdings, Inc. director Dorothy M. Burwell reported an equity award of 1,600 shares of common stock acquired on February 3, 2026 at a price of $0 per share. These shares reflect restricted stock units granted under the company’s Amended and Restated 2021 Long-Term Incentive Plan.
Each restricted stock unit represents a contingent right to receive one share of Post Holdings common stock and will vest in full on the first anniversary of the grant date, subject to the award agreement. Following this grant, Burwell beneficially owns 8,665 shares of Post Holdings common stock directly.
Post Holdings reported higher sales but lower profit for the quarter ended December 31, 2025. Net sales rose to $2.17 billion from $1.97 billion, helped by the 8th Avenue and PPI acquisitions, while net earnings fell to $96.8 million from $113.3 million as interest and debt-extinguishment costs increased.
Post Consumer Brands sales grew 15% to $1.10 billion, largely from adding 8th Avenue, though pet food sales declined. Foodservice sales rose 9% and segment profit jumped 36%, aided by lower raw material costs. Refrigerated Retail sales were flat but profit improved 26%, and Weetabix delivered 8% sales growth and 36% higher profit.
Operating cash flow was $235.7 million, down from $310.4 million, while investing activities benefited from $378.5 million of proceeds from selling the Pasta Business. The company issued $1.3 billion of 6.50% senior notes due 2036, redeemed $1.235 billion of 5.50% notes, and repurchased 3.7 million shares for $382.2 million, ending with $7.51 billion of total debt and $3.47 billion of shareholders’ equity.
Post Holdings, Inc. reported a strong first fiscal quarter ended December 31, 2025, with net sales of $2,174.6 million, up 10.1% from the prior year, driven largely by contributions from recent acquisitions and growth in Foodservice and Weetabix. Operating profit rose to $238.4 million, while Adjusted EBITDA grew 13.1% to $418.2 million, although net earnings declined to $96.8 million as higher interest expense and a larger loss on extinguishment of debt weighed on results.
Adjusted net earnings increased to $123.7 million, and Adjusted diluted earnings per share rose to $2.13 from $1.73, reflecting underlying earnings strength. By segment, Foodservice and Weetabix delivered notable profit and Adjusted EBITDA growth, while Refrigerated Retail improved profitability on flat sales and Post Consumer Brands absorbed pet food and cereal volume declines.
Management raised its fiscal 2026 Adjusted EBITDA outlook to $1,550–$1,580 million and expects capital expenditures of $350–$390 million, including egg facility expansions. The company was highly active in share repurchases, buying 3.7 million shares for $378.9 million in the quarter and an additional 1.8 million shares for $175.4 million afterward, and the Board approved a new $500 million repurchase authorization effective February 7, 2026. The Board also appointed Michelle M. Atkinson (independent) and former executive Jeff A. Zadoks as directors effective March 15, 2026, expanding the Board to nine members.
Post Holdings, Inc. is implementing a leadership change at its Post Consumer Brands segment. Effective April 1, 2026, Greg Pearson will become President and Chief Executive Officer of Post Consumer Brands. Nicolas Catoggio, who currently holds that role, will stop leading the segment but will remain the Company’s Executive Vice President and Chief Operating Officer.
The Company states that Mr. Catoggio’s fiscal year 2026 compensation will not change as a result of this transition. Post Holdings also issued a press release on February 5, 2026 describing these leadership changes, which is included as Exhibit 99.1 to this report.