Pilgrim’s Pride requires committee backing for JBS bid
Any transaction is expected to be conditioned on an affirmative vote by a majority of votes cast by holders of PPC shares not held by JBS or its affiliates.
Sentiment and the balance of points
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Form Type
8-K
Rhea-AI Filing Summary
Pilgrim’s Pride Corporation (PPC) formed an independent, disinterested special committee to review and evaluate JBS N.V.’s unsolicited proposal, received August 18, 2026, to acquire all outstanding PPC common shares JBS does not currently own. The committee selected Ropes & Gray LLP as legal counsel and Moelis & Company LLC as financial advisor.
The PPC board will not approve the proposed transaction without the committee’s favorable recommendation. Any transaction is expected to be conditioned on the affirmative vote of a majority of the votes cast by holders of PPC shares not held by JBS or its affiliates. PPC stated there is no assurance that a definitive agreement will be entered into or that any transaction will be consummated.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Proposal received: August 18, 2026
Employees: approximately 63,000 people
States of operation: 14 states
3 metrics
Proposal received
August 18, 2026
Date of JBS N.V.’s unsolicited proposal
Employees
approximately 63,000 people
Company description
States of operation
14 states
Company description; also operates in Puerto Rico, Mexico, the U.K., the Republic of Ireland and continental Europe
Key Terms
unsolicited proposal, special committee, definitive agreement
3 terms
unsolicited proposal financial
"unsolicited proposal received on August 18, 2026"
special committee regulatory
"special committee of independent and disinterested directors"
A special committee is a group of people chosen by an organization to carefully examine a specific issue or problem, often when a decision could have significant consequences. Think of it as a task force brought together to investigate and recommend actions, ensuring that important matters are handled thoroughly and fairly. For investors, this means decisions are made with careful oversight, which can impact the organization's stability and future direction.
definitive agreement financial
"a definitive agreement relating to JBS’s proposal"
A definitive agreement is a formal, legally binding document that outlines the final terms and conditions of a deal or transaction, such as a sale or partnership. It acts like a detailed contract that confirms all parties have agreed on the key details, making the deal official. For investors, it signals that the agreement is settled and moving toward completion, providing clarity and security about the transaction.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What vote is expected for a JBS transaction involving PPC?
Any transaction is expected to be conditioned on the affirmative vote of a majority of votes cast by holders of PPC shares not held by JBS or its affiliates. The PPC board will not approve the transaction without the special committee’s favorable recommendation.
Who is advising PPC’s special committee?
Ropes & Gray LLP is the special committee’s legal counsel, and Moelis & Company LLC is its financial advisor.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
| FORM | |||||
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 9, 2026
PILGRIM'S PRIDE CORPORATION
(Exact Name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Zip Code) | ||||||||||||||
| (Address of principal executive offices) | ||||||||||||||
Registrant's telephone number, including area code: (970 ) 506-8000
Not Applicable
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of 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 8.01 Other Events.
On October 9, 2026, Pilgrim’s Pride Corporation (the “Company”) issued a press release announcing the formation of a special committee of independent and disinterested directors (the “Special Committee”) to review and evaluate the previously announced unsolicited proposal received on August 18, 2026 from JBS N.V. to acquire all of the outstanding shares of common stock of the Company that JBS does not currently own. A copy of the press release is filed as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
99.1 | Press Release issued by the Company dated October 9, 2026. | |||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |||||||
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.
| PILGRIM’S PRIDE CORPORATION | |||||||||||
| Date: | October 9, 2026 | /s/ Matthew Galvanoni | |||||||||
| Matthew Galvanoni | |||||||||||
Chief Financial Officer and Chief Accounting Officer | |||||||||||
1 Pilgrim’s Pride Forms Special Committee and Selects Advisors to Review JBS N.V. Proposal GREELEY, Colo., Oct. 9, 2026 (GLOBE NEWSWIRE) - The board of directors of Pilgrim’s Pride Corporation (NASDAQ: PPC) (“PPC”) has formed a special committee of independent and disinterested directors to review and evaluate the previously announced unsolicited proposal received on August 18, 2026, from JBS N.V. (NYSE: JBS, B3:JBSS32) (“JBS”) to acquire all of the outstanding shares of common stock of PPC that JBS does not currently own. The special committee has selected Ropes & Gray LLP as legal counsel and Moelis & Company LLC as financial advisor to assist the special committee in its review and evaluation of the JBS proposal. The PPC board of directors will not approve the transaction proposed by JBS without the favorable recommendation of the special committee, and any such transaction is expected to be conditioned on the affirmative vote of a majority of the votes cast by the holders of PPC shares not held by JBS or its affiliates. There can be no assurance that a definitive agreement relating to JBS’s proposal will be entered into by PPC, or that any transaction will be consummated. ### About Pilgrim’s Pride PPC employs approximately 63,000 people and operates protein processing plants and prepared-foods facilities in 14 states, Puerto Rico, Mexico, the U.K., the Republic of Ireland and continental Europe. PPC’s primary distribution is through retailers and foodservice distributors. For more information, please visit www.pilgrims.com. Forward-Looking Statements This press release contains, and management may make, certain “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Statements of our intentions, beliefs, expectations or predictions for the future, denoted by the words “anticipate,” “believe,” “estimate,” “expect,” “plan,” “project,” “imply,” “intend,” “should,” “foresee” and similar expressions, are forward-looking statements that reflect our current views about future events and are subject to risks and uncertainties. Such risks and uncertainties include the possibilities that a definitive agreement relating to JBS’s proposal will not be entered into by PPC or that no transaction will be consummated, as well as those risk factors described in PPC’s Annual Report on Form 10-K for the fiscal year ended December 28, 2025, filed with the Securities and Exchange Commission on February 12, 2026. Actual results could differ materially from those expressed in, or implied or projected by these forward-looking statements as a result of these risks and uncertainties, many of which are difficult to predict and beyond our control. PPC’s forward- looking statements speak only as of the date of this press release or as of the date they are made, and PPC undertakes no obligation to update its forward-looking statements.
2 Contact: Andrew Rojeski Head of Strategy, Investor Relations, & Sustainability IRPPC@pilgrims.com www.pilgrims.com