Welcome to our dedicated page for Utz Brands SEC filings (Ticker: UTZ), 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.
Utz Brands, Inc. filings document the reporting record of a branded salty-snack manufacturer with Class A common stock listed on the NYSE. The company’s Form 8-K disclosures cover quarterly and annual operating results, Regulation FD presentation materials, guidance-related updates, liquidity, leverage, cash flow, and capital-allocation actions such as dividends and share repurchases.
Proxy and annual-meeting filings describe board elections, advisory executive-compensation votes, auditor ratification, director classes, equity compensation disclosures, and voting power across the company’s Class A and Class V common stock. Other filings address accounting presentation matters, including the classification of logistics, direct-store-delivery distribution center, and outbound shipping and handling costs within the company’s statements of operations.
Utz Brands, Inc. (UTZ) is asking stockholders to approve a going‑private merger under which Idaho Merger Sub, Inc., an affiliate of Intersnack Group, will merge with Utz, leaving Utz as a wholly owned subsidiary of Idaho USA, Inc.
Each outstanding share of Class A Common Stock (other than excluded and dissenting shares) will be converted into the right to receive $14.25 in cash per share, a stated premium of about 91% to the July 20, 2026 closing price. All Class V Common Stock will be cancelled for no consideration. After closing, Utz will be privately held and its Class A shares will be delisted from the NYSE.
The transaction also includes a $44 million TRA Payment to the Continuing Stockholders and a recapitalization so that, after certain unit purchases and redemptions, the surviving corporation and the Continuing Stockholders will each own 50% of Utz Brands Holdings, LLC. Completion requires both a majority of all outstanding Utz common shares and a separate majority of votes cast by disinterested (unaffiliated) stockholders.
Utz Brands, Inc. reported modest top-line growth but a quarterly loss for the thirteen weeks ended June 28, 2026. Net sales rose 1.4% to $371.8 million, driven by 3.6% higher net pricing offset by lower volumes, while gross margin was 25.9%. Higher marketing and growth-related selling and administrative spending lifted SG&A 15.1% to $101.3 million, contributing to a loss from operations of $5.5 million and a net loss attributable to controlling interest of $10.1 million, or $(0.11) per diluted share. For the twenty-six weeks, net sales increased 2.0% to $733.1 million and gross profit improved, but the company posted a year-to-date net loss of $11.8 million.
As of June 28, 2026, Utz held $58.6 million of cash against total long-term debt of $838.8 million, including $685.1 million of variable-rate borrowings, partially hedged by interest rate swaps on $500.8 million of debt. Subsequent to quarter-end, Utz agreed to be acquired by Intersnack Group for $14.25 per share in cash, a premium of approximately 91% to the July 20, 2026 closing price and implying an enterprise value of about $2.9 billion; Class V shares will be cancelled for no consideration, the Tax Receivable Agreement will be terminated for $44.0 million, and Utz’s operating partnership will be recapitalized into a 50/50 joint ownership structure with Intersnack.
Utz Brands, Inc. reported second-quarter 2026 Net Sales of $371.8 million, up 1.4% from the prior-year quarter, with Organic Net Sales also up 1.4%. Growth reflected a 3.6% favorable net price realization and a (2.2)% decline in volume/mix; excluding prior-year Bonus Packs, price increased 3.0% and volume/mix decreased 1.6%. Branded Salty Snacks Organic Net Sales, representing 89% of total Net Sales, rose 3.3%, while Non-Branded & Non-Salty Snacks Organic Net Sales declined 12.1% due mainly to accelerated elimination of low-margin items.
Gross Profit Margin was 25.9%, down 10 bps, but Adjusted Gross Profit Margin expanded to 33.2% from 31.7% on productivity savings. SG&A was $101.3 million or 27.2% of Net Sales; Adjusted SG&A was $67.9 million or 18.3%. The company recorded a Net Loss of $16.0 million versus Net Income of $10.1 million a year earlier, when results included a $12.5 million gain from remeasurement of a warrant liability. Adjusted Net Income increased 14.8% to $27.1 million, and Adjusted EPS rose 11.8% to $0.19. EBITDA declined 55.5% to $17.4 million, while Adjusted EBITDA grew 14.4% to $55.7 million, a 15.0% margin.
As of June 28, 2026, Utz had total liquidity of $212.7 million, Net Debt of $791.0 million, and a Net Leverage Ratio of 3.5x based on trailing twelve months Adjusted EBITDA of $226.3 million. For the first half of 2026, cash flow used in operations was $(0.5) million, capital expenditures were $27.4 million, and Adjusted Free Cash Flow was $(26.6) million.
On July 20, 2026, Utz entered into a definitive agreement under which Intersnack Group subsidiaries will acquire all outstanding shares of Utz Class A Common Stock for $14.25 per share in cash. After closing, Utz is expected to become a private company owned 50% by the Rice and Lissette Family Entities and 50% by Intersnack Group. Closing is expected in the fourth quarter of 2026, subject to closing conditions. In light of the pending transaction, Utz is not providing 2026 outlook and will not host an earnings conference call.
Rice Family Foundation, identified as a member of a 10% owner group of Utz Brands, Inc., reports direct ownership of 900,000 shares of Class A Common Stock as of July 20, 2026. The disclosure reflects existing holdings rather than a reported purchase or sale.
A group of major Utz Brands shareholders, including Series U and Series R of UM Partners, the Rice Family Foundation, Dylan Lissette and Timothy Brown, reports their current holdings and support for a planned cash acquisition of Utz by Intersnack Group through Idaho USA, Inc. Each outstanding share of Class A Common Stock would be converted at closing into $14.25 in cash, while all Class V shares held by Series U and Series R would be cancelled for no consideration.
The transaction is paired with a recapitalization of Utz Brands Holdings, LLC under which Series U and Series R agreed to purchase 2,315,790 Common Units at $14.25 per unit and, together with a redemption, would leave them and the surviving corporation each owning 50% of UBH. The structure provides for automatic termination of the Tax Receivable Agreement, with Series U and Series R receiving a $44 million TRA Payment. The investors have entered a Voting Agreement committing all of their Class A and Class V shares to support the Merger, TRA Payment and Recapitalization and to oppose alternative takeover proposals. If completed, the merger will make Utz an indirect wholly owned subsidiary of Intersnack and its Class A stock will be delisted from the New York Stock Exchange.
Utz Brands, Inc. entered into a definitive Agreement and Plan of Merger with Idaho USA, Inc., Idaho Merger Sub, Inc. and Intersnack Group GmbH & Co. KG under which Merger Sub will merge into Utz and Utz will become an indirect wholly owned subsidiary of Intersnack.
At closing, each outstanding share of Class A Common Stock (with specified exceptions) will be converted into the right to receive $14.25 in cash per share, while all Class V Common Stock will be cancelled for no consideration. Outstanding stock options and director RSUs will vest and be cashed out based on the Merger Consideration, with underwater options cancelled; other RSUs convert into cash-based awards that retain service-based vesting.
The deal is subject to approval by a majority of all shares and a majority of disinterested stockholder votes, antitrust and other regulatory clearances, absence of Legal Restraints and no Company Material Adverse Effect. Concurrently, a TRA Amendment will terminate the Tax Receivable Agreement in exchange for a $44 million payment to Continuing Stockholders, and a recapitalization will occur in which Continuing Stockholders purchase 2,315,790 Common Units at $14.25 and Company LLC redeems units so that the Surviving Corporation and Continuing Stockholders each own 50% of Utz Brands Holdings, LLC.
The Merger Agreement includes customary covenants, a no‑shop with fiduciary out, an Outside Date of April 20, 2027, committed debt financing by Parent, and a $50 million termination fee payable by Utz in specified circumstances.
Utz Brands, Inc. agreed to be acquired by Intersnack Group GmbH & Co. KG, which will purchase all outstanding shares of Utz Class A Common Stock for $14.25 per share in cash. The price represents a 91% premium to the July 20, 2026 closing price and implies an enterprise value of approximately $2.9 billion.
The transaction will be financed with about $920 million of cash from Intersnack Group, a new $1.1 billion term loan facility, a new $250 million ABL facility, rollover equity by the Rice and Lissette Family, and a reinvestment of part of the proceeds from a $44 million tax receivable agreement settlement. After closing, Utz is expected to be privately owned 50% by the Rice and Lissette Family and 50% by Intersnack Group, and Utz common stock will cease trading on the NYSE.
A special committee of independent directors evaluated the deal and unanimously recommended it; the full board then unanimously approved it. The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and approval by both a majority of outstanding common stock and a majority of votes cast by disinterested stockholders. The Rice and Lissette Family, Dylan Lissette and certain affiliates have committed to vote shares representing about 42% of Utz’s common stock in favor. Given the pending transaction, Utz will not host its usual second-quarter 2026 earnings call or provide related materials.
Utz Brands, Inc. announced that Mitchell Arends, its EVP, Chief Integrated Supply Chain Officer and principal operating officer, intends to resign effective June 19, 2026 to take a role at another public company. The company states his departure is not due to any disagreement over operations, policies, or practices.
Following his resignation, CEO Howard Friedman will also serve as principal operating officer, and the Executive Leadership Team will oversee Integrated Supply Chain functions. Utz Brands also reaffirmed its previously issued fiscal 2026 financial outlook that was communicated with its first-quarter 2026 results.
Ameriprise Financial, Inc. files Amendment No. 3 to a Schedule 13G/A reporting ownership of Utz Brands, Inc. Class A Common Stock. The cover-page data shows shared voting power of 1,903,211 shares and shared dispositive power of 1,905,537 shares, representing 2.2% of the class. The filing states AFI disclaims beneficial ownership and incorporates cover-page rows by reference. The filing is signed by Michael G. Clarke on 05/15/2026.
Utz Brands, Inc. reported an amended Schedule 13G showing that JPMorgan Chase & beneficially owned 4,098,626 shares of Class A Common Stock, representing 4.6% of the class as of 03/31/2026. The filing lists 3,923,241 shares subject to sole voting power and 4,087,321 shares subject to sole dispositive power.
The filing identifies J.P. Morgan Trust Company of Delaware, JPMorgan Chase Bank, N.A., and J.P. Morgan Investment Management Inc. as related entities. The schedule is captioned as an amendment (Amendment No. 7) and is signed by a JPMorgan Vice President on 05/13/2026.