STOCK TITAN

Utz Brands (UTZ) SEC Filings

UTZ NYSE

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.

Rhea-AI Summary

Utz Brands, Inc. supplemented its merger disclosures with post-closing CEO terms and updated financial analyses. The merger would make Utz an indirect wholly owned subsidiary of Intersnack Group GmbH & Co. KG after closing, with $14.25 per Class A Common Stock share as consideration. The special stockholder meeting is scheduled for November 13, 2026.

Parent and the Continuing Stockholders offered B. John Lindeman, a current Utz Board member, the Chief Executive Officer position at Company LLC after closing, subject to closing and negotiation of a written employment agreement. His contemplated start date is November 30, 2026, or later by mutual agreement. The letter calls for good-faith negotiation of an employment agreement providing for a $1,700,000 annual base salary, eligibility for a $300,000 target annual cash bonus, and a $500,000 bonus if a permanent CEO is appointed before 18 months after his start date. Under specified early-termination conditions, he would receive salary through the 18-month period and earned or prorated bonuses. Howard Friedman, Utz's Chief Executive Officer, principal operating officer and Board member, is anticipated to leave employment effective November 30, 2026, contingent on closing; his Board departure is effective at and contingent on closing. Citi's DCF analysis indicated an approximate implied per-share equity value reference range of $10.60 to $14.80 for Class A Common Stock.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.14%
Tags
current report
-
Rhea-AI Summary

Utz Brands, Inc. (UTZ) director Jason K. Giordano reported gift transfers of 475,000 Class A Common Stock shares on October 14, 2026, and 814,267 shares on October 15, 2026. The corresponding indirect acquisitions are held by Giordano Family Holdings LP; the shares transferred directly were held by Giordano with his spouse. Giordano holds voting and dispositive power over the LP, and no Rule 10b5-1 plan is reported.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.07%
Tags
insider
-
Rhea-AI Summary

Utz Brands, Inc. (UTZ) is the issuer in a Schedule 13G reporting that Glazer Capital, LLC and its Managing Member, Paul J. Glazer, each beneficially own 4,446,531 shares of common stock, or 5.0% of the class. The shares are held by certain funds and managed accounts for which Glazer Capital serves as investment manager, and the reporting persons list shared voting and dispositive power over 4,446,531 shares.

The statement says its filing should not be construed as an admission that either reporting person is a beneficial owner for purposes of Section 13.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.00%
Tags
ownership
Rhea-AI Summary

Utz Brands, Inc. (UTZ) is asking stockholders to approve a proposed merger in which Idaho Merger Sub, Inc. would merge into Utz, leaving Utz as a wholly owned subsidiary of the Acquiror, Idaho USA, Inc. If completed, each eligible Class A share would convert into the right to receive $14.25 in cash, without interest and subject to required tax withholding. Utz says the consideration is an approximately 91% premium to the July 20, 2026 closing price. Class V shares would be canceled for no consideration.

The transactions also include a $44 million payment under the tax receivable agreement and a recapitalization under which the Continuing Stockholders and surviving corporation would each own 50% of Company LLC. If consummated, Utz would become privately held and its Class A shares would be delisted from the NYSE. These outcomes are subject to stockholder approval and other merger conditions.

At the November 13, 2026 special meeting, stockholders will also vote on merger-related executive compensation on a non-binding advisory basis and possible adjournment. Approval of the merger proposal requires both a majority of outstanding Utz Common Stock and a majority of votes cast by disinterested stockholders. The Special Committee and board recommend voting for the proposals; Dylan Lissette and Timothy Brown abstained from the board recommendation.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.07%
Tags
proxy
-
Rhea-AI Summary

Utz Brands, Inc. is asking stockholders to approve a proposed merger under which Idaho Merger Sub, Inc. would merge into Utz, leaving Utz as a wholly owned subsidiary of Idaho USA, Inc. Subject to the required stockholder approvals and other closing conditions, each eligible outstanding Class A share would convert into the right to receive $14.25 per share in cash, without interest and subject to required tax withholding. Utz says this is an approximately 91% premium to the Class A closing price on July 20, 2026. Class V shares would be canceled for no consideration.

The related transactions include a $44,000,000 payment by the surviving corporation to the Continuing Stockholders under the tax receivable agreement amendment and the Continuing Stockholders’ purchase of 2,315,790 Company LLC common units for $33,000,007.50. After the planned redemption, the Continuing Stockholders and the surviving corporation would each own 50% of Company LLC. If completed, Utz would become privately held and its Class A stock would be delisted from the NYSE.

The Special Committee and the board recommend voting for the transaction, compensation and adjournment proposals. Chairman Dylan Lissette and director Timothy Brown abstained from the board recommendation. Approval requires a majority of outstanding Utz common shares and a majority of votes cast by disinterested stockholders, excluding holders who are not Unaffiliated Utz Stockholders.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.07%
Tags
proxy
-
Rhea-AI Summary

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.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
1.21%
Tags
proxy
Rhea-AI Summary

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.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.07%
Tags
quarterly report
-
Rhea-AI Summary

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.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.07%
Tags
current report
-
Rhea-AI Summary

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.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.21%
Tags
insider
Rhea-AI Summary

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.

Rhea-AI Impact
Rhea-AI Sentiment
End-of-Day
0.21%
Tags
ownership

FAQ

How many Utz Brands (UTZ) SEC filings are available on StockTitan?

StockTitan tracks 86 SEC filings for Utz Brands (UTZ), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Utz Brands (UTZ)?

The most recent SEC filing for Utz Brands (UTZ) was filed on October 30, 2026.