Form 8-K

8-K — TYSON FOODS, INC.

Accession: 0000100493-26-000019

Filed: 2026-05-04

Period: 2026-05-04

CIK: 0000100493

SIC: 2015 (POULTRY SLAUGHTERING AND PROCESSING)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tsn-20260504.htm (Primary)

EX-99 — EX-99.1 (tsn2026q2exh-991.htm)

GRAPHIC (tflogo_fullcolorxrgb.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: tsn-20260504.htm · Sequence: 1

tsn-20260504

0000100493falseiso4217:USDxbrli:shares00001004932026-05-042026-05-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 4, 2026

TYSON FOODS, INC.

(Exact name of Registrant as specified in its charter)

Delaware

001-14704

71-0225165

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

2200 West Don Tyson Parkway,

Springdale,

Arkansas

72762-6999

(Address of Principal Executive Offices)

(Zip Code)

(479) 290-4000

(Registrant's telephone number, including area code)

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 (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of Each Exchange on Which Registered

Class A Common Stock Par Value $0.10 TSN New York Stock Exchange

Class B stock is not publicly listed for trade on any exchange or market system. However, Class B stock is convertible into Class A stock on a share-for-share basis.

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 2.02. Results of Operations and Financial Condition

On May 4, 2026, Tyson Foods, Inc. issued a press release announcing results of operations for its second quarter ended March 28, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in the preceding paragraph, as well as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference into another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d)Exhibits

Exhibit

Number

Description

99.1

Press release, dated May 4, 2026, announcing the results of operations of Tyson Foods, Inc. for its second quarter ended March 28, 2026.

104 Cover Page Interactive Data File formatted in iXBRL.

SIGNATURE

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.

TYSON FOODS, INC.

Date: May 4, 2026 By: /s/ Curt T. Calaway

Name: Curt T. Calaway

Title: Chief Financial Officer

EX-99 — EX-99.1

EX-99

Filename: tsn2026q2exh-991.htm · Sequence: 2

Document

TYSON FOODS REPORTS SECOND QUARTER 2026 RESULTS

Chicken and Prepared Foods Momentum Drives Market Share Gains and Top Line Growth

Springdale, Arkansas – May 4, 2026 – Tyson Foods, Inc. (NYSE: TSN), one of the world’s largest food companies and a recognized leader in protein with leading brands including Tyson, Jimmy Dean, Hillshire Farm, Ball Park, Wright, Aidells, ibp and State Fair, reported the following results:

(in millions, except per share data) Second Quarter Six Months Ended

2026 2025 2026 2025

Sales $ 13,653 $ 13,074 $ 27,966 $ 26,697

Operating Income $ 435 $ 100 $ 737 $ 680

Adjusted1 Operating Income (non-GAAP)

$ 497 $ 515 $ 1,069 $ 1,174

Net Income Per Share Attributable to Tyson $ 0.73 $ 0.02 $ 0.97 $ 1.03

Adjusted1 Net Income Per Share Attributable to Tyson (non-GAAP)

$ 0.87 $ 0.92 $ 1.84 $ 2.06

1 The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). As used in this table and throughout this earnings release, adjusted operating income (loss), adjusted net income per share attributable to Tyson (Adjusted EPS), segment operating income (loss), as adjusted, corporate expenses, as adjusted and amortization, as adjusted, are non-GAAP financial measures. Refer to the end of this release for an explanation and reconciliation of these and other non-GAAP financial measures used in this release to comparable GAAP measures.

First Six Months Highlights

•Sales of $27,966 million, up 4.8% from prior year; Sales up 4.0% excluding the impact of legal contingency accruals of $150 million and $343 million recognized as reduction to Sales in the current year and prior year, respectively

•GAAP operating income of $737 million, up 8% from prior year

•Adjusted operating income of $1,069 million, down 9% from prior year

•GAAP EPS of $0.97, down 6% from prior year

•Adjusted EPS of $1.84, down 11% from prior year

•Total Company GAAP operating margin of 2.6%

•Total Company adjusted operating margin (non-GAAP) of 3.8%

•Liquidity of $3.7 billion as of March 28, 2026

•Cash provided by operating activities of $829 million, down $17 million from prior year

•Free cash flow (non-GAAP) of $432 million, up $50 million from prior year

•Reduced total debt $747 million

Second Quarter Highlights

•Sales of $13,653 million, up 4.4% from prior year; Sales up 1.8% excluding the impact of legal contingency accruals of $343 million recognized as reduction to Sales in the prior year

•GAAP operating income of $435 million, up $335 million from prior year

•Adjusted operating income of $497 million, down 3% from prior year

•GAAP EPS of $0.73, up $0.71 from prior year

•Adjusted EPS of $0.87, down 5% from prior year

•Total Company GAAP operating margin of 3.2%

•Total Company adjusted operating margin (non-GAAP) of 3.6%

"We delivered strong results in the second quarter, with our Chicken and Prepared Foods segments driving meaningful momentum. Our disciplined balance sheet management, execution and diversified, multi-protein portfolio position us to capitalize on significant growth opportunities ahead," said Donnie King, President & CEO of Tyson Foods. "We remain focused on continuous improvement, leveraging our scale and operating capabilities to better serve our customers and consumers. With sustained market demand for protein and our proven ability to innovate and execute, we're well-positioned for long-term value creation. It has enabled us to return $445 million of cash to our shareholders year to date, through a combination of dividends and share repurchases."

SEGMENT RESULTS (in millions)2

Sales

(for the second quarter and six months ended March 28, 2026, and March 29, 2025)

Second Quarter Six Months Ended

Volume Avg. Price Volume Avg. Price

2026 2025 Change

Change3

2026 2025 Change

Change3

Beef $ 5,205 $ 5,196 (13.1) % 11.5 % $ 10,976 $ 10,531 (10.1) % 14.3 %

Pork 1,579 1,244 4.4 % 1.3 % 3,188 2,861 3.0 % 1.4 %

Chicken 4,286 4,141 1.7 % 1.8 % 8,498 8,206 2.7 % 0.9 %

Prepared Foods 2,511 2,396 0.4 % 4.4 % 5,184 4,869 0.3 % 6.2 %

International 577 566 (1.0) % 2.9 % 1,159 1,150 (0.9) % 1.7 %

Intersegment Sales (505) (469) n/a n/a (1,039) (920) n/a n/a

Total $ 13,653 $ 13,074 (2.3) % 4.1 % $ 27,966 $ 26,697 (1.3) % 5.3 %

Segment Operating Income (Loss), As Reported

(for the second quarter and six months ended March 28, 2026, and March 29, 2025)

Second Quarter Six Months Ended

Operating Margin Operating Margin

2026 2025 2026 2025 2026 2025 2026 2025

Beef $ (240) $ (222) (4.6) % (4.3) % $ (559) $ (248) (5.1) % (2.4) %

Pork 41 (181) 2.6 % (14.5) % 91 (108) 2.9 % (3.8) %

Chicken 505 367 11.8 % 8.9 % 955 827 11.2 % 10.1 %

Prepared Foods 348 329 13.9 % 13.7 % 670 626 12.9 % 12.9 %

International 38 48 6.6 % 8.5 % 79 89 6.8 % 7.7 %

Total Segment Operating Income, As Reported $ 692 $ 341 5.1 % 2.6 % $ 1,236 $ 1,186 4.4 % 4.4 %

Corporate Expenses $ (203) $ (176) n/a n/a $ (391) $ (377) n/a n/a

Amortization (54) (65) n/a n/a (108) (129) n/a n/a

Operating Income $ 435 $ 100 3.2 % 0.8 % $ 737 $ 680 2.6 % 2.5 %

ADJUSTED SEGMENT RESULTS (in millions)2

Segment Operating Income (Loss), As Adjusted (Non-GAAP)1

(for the second quarter and six months ended March 28, 2026, and March 29, 2025)

Second Quarter Six Months Ended

Adjusted Operating Margin (Non-GAAP) Adjusted Operating Margin (Non-GAAP)

2026 2025 2026

20253

2026 2025

20263

20253

Beef $ (202) $ (113) (3.9) % (2.1) % $ (345) $ (107) (3.1) % (1.0) %

Pork 41 69 2.6 % 4.6 % 152 142 4.7 % 4.6 %

Chicken 523 411 12.2 % 9.9 % 982 882 11.6 % 10.7 %

Prepared Foods 352 329 14.0 % 13.7 % 690 651 13.3 % 13.4 %

International 37 54 6.4 % 9.5 % 83 100 7.2 % 8.7 %

Total Segment Operating Income, As Adjusted $ 751 $ 750 5.5 % 5.6 % $ 1,562 $ 1,668 5.6 % 6.2 %

Corporate Expenses, As Adjusted (Non-GAAP)1

$ (200) $ (176) n/a n/a $ (385) $ (377) n/a n/a

Amortization, As Adjusted (Non-GAAP)1

(54) (59) n/a n/a (108) (117) n/a n/a

Adjusted Operating Income (Non-GAAP)1

$ 497 $ 515 3.6 % 3.8 % $ 1,069 $ 1,174 3.8 % 4.3 %

2 Commencing in the first quarter of fiscal 2026, the Company no longer allocates corporate expenses and amortization to segments as these items are no longer used in assessing the performance of, or in allocating resources to, the segments. Accordingly, the Company changed its segment reporting to separately disclose corporate expenses and amortization from its reportable segments and identified International as a reportable segment. All prior period amounts have been recast to reflect the new presentation of segment operating income (loss).

3Average Price Change and Adjusted Operating Margin (Non-GAAP) for the Beef and Pork segments and Total Company for the six months ended March 28, 2026 exclude the impact of $90 million, $60 million and $150 million, respectively, of legal contingency accruals recognized as reductions to Sales. Average Price Change and Adjusted Operating Margin (Non-GAAP) for the Beef and Pork segments and Total Company for the three and six months ended March 29, 2025 exclude the impact of $93 million, $250 million and $343 million, respectively, of legal contingency accruals recognized as reductions to Sales.

OUTLOOK

For fiscal 2026, the United States Department of Agriculture (USDA) indicates domestic protein production (beef, pork, chicken and turkey) will increase approximately 1% compared to fiscal 2025 levels. The following is a summary of the updated outlook for each of our segments, as well as an outlook for corporate expenses and amortization, revenue, capital expenditures, net interest expense, liquidity, free cash flow and tax rate for fiscal 2026. As our accounting cycle results in a 53-week year in fiscal 2026 as compared to a 52-week year in fiscal 2025, the fiscal 2026 outlook is based on a comparable 52-week year. Certain of the outlook numbers include adjusted operating income (loss) and segment operating income (loss), as adjusted which are non-GAAP metrics. The Company is not able to reconcile its full-year fiscal 2026 projected adjusted results to its fiscal 2026 projected GAAP results because certain information necessary to calculate such measures on a GAAP basis is unavailable or dependent on the timing of future events outside of our control. Therefore, because of the uncertainty and variability of the nature of and the amount of any potential applicable future adjustments, which could be significant, the Company is unable to provide a reconciliation for these forward-looking non-GAAP measures without unreasonable effort. Adjusted operating income (loss) and segment operating income (loss), as adjusted should not be considered substitutes for operating income (loss) or any other measures of financial performance reported in accordance with GAAP. Investors should rely primarily on the Company’s GAAP results and use non-GAAP financial measures only supplementally in making investment decisions.

Beef

USDA projects domestic production will decrease approximately 2% in fiscal 2026 as compared to fiscal 2025. We anticipate segment operating loss, as adjusted, of $(500) million to $(350) million in fiscal 2026.

Pork

USDA projects domestic production will increase approximately 2% in fiscal 2026 as compared to fiscal 2025. We anticipate segment operating income, as adjusted, of $250 million to $300 million in fiscal 2026.

Chicken

USDA projects chicken production will increase approximately 2% in fiscal 2026 as compared to fiscal 2025. We anticipate segment operating income, as adjusted, of $1.9 billion to $2.05 billion in fiscal 2026.

Prepared Foods

We anticipate segment operating income, as adjusted, of $1.25 billion to $1.35 billion in fiscal 2026.

International

We anticipate segment operating income, as adjusted, of $150 million to $200 million in fiscal 2026.

Corporate Expenses and Amortization

We anticipate corporate expenses and amortization, as adjusted, of $950 million to $975 million in fiscal 2026.

Total Company

We anticipate total company adjusted operating income of $2.2 billion to $2.4 billion for fiscal 2026.

Revenue

We expect sales to be up 2% to 4% in fiscal 2026 as compared to fiscal 2025.

Capital Expenditures

We expect capital expenditures of $0.7 billion to $1.0 billion in fiscal 2026. Capital expenditures include investments in profit improvement projects as well as projects for maintenance and repair.

Net Interest Expense

We expect net interest expense to approximate $365 million in fiscal 2026.

Liquidity

We expect total liquidity, which was $3.7 billion as of March 28, 2026, to remain above our minimum liquidity target of $1.0 billion.

Free Cash Flow

We expect free cash flow to be between $1.2 billion and $1.8 billion for fiscal 2026.

Tax Rate

We currently expect our adjusted effective tax rate to approximate 25% in fiscal 2026.

TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(In millions, except per share data)

(Unaudited)

Three Months Ended Six Months Ended

March 28, 2026 March 29, 2025 March 28, 2026 March 29, 2025

Sales $ 13,653 $ 13,074 $ 27,966 $ 26,697

Cost of Sales 12,691 12,474 26,196 25,002

Gross Profit 962 600 1,770 1,695

Selling, General and Administrative 527 500 1,033 1,015

Operating Income 435 100 737 680

Other (Income) Expense:

Interest income (8) (17) (21) (42)

Interest expense 97 110 201 230

Other, net (13) (23) 71 (16)

Total Other (Income) Expense 76 70 251 172

Income before Income Taxes 359 30 486 508

Income Tax Expense 95 16 132 128

Net Income 264 14 354 380

Less: Net Income Attributable to Noncontrolling Interests 4 7 9 14

Net Income Attributable to Tyson $ 260 $ 7 $ 345 $ 366

Net Income Per Share Attributable to Tyson:

Class A Basic $ 0.75 $ 0.02 $ 1.00 $ 1.05

Class B Basic $ 0.68 $ 0.01 $ 0.90 $ 0.94

Diluted $ 0.73 $ 0.02 $ 0.97 $ 1.03

Dividends Declared Per Share:

Class A $ 0.510 $ 0.500 $ 1.030 $ 1.010

Class B $ 0.459 $ 0.450 $ 0.927 $ 0.909

Sales Growth 4.4 % 4.8 %

Margins: (Percent of Sales)

Gross Profit 7.0 % 4.6 % 6.3 % 6.3 %

Operating Income 3.2 % 0.8 % 2.6 % 2.5 %

Net Income Attributable to Tyson 1.9 % 0.1 % 1.2 % 1.4 %

Effective Tax Rate 26.2 % 51.0 % 27.1 % 25.1 %

TYSON FOODS, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS

(In millions)

(Unaudited)

March 28, 2026 September 27, 2025

Assets

Current Assets:

Cash and cash equivalents $ 500 $ 1,229

Accounts receivable, net 2,399 2,524

Inventories 5,478 5,681

Other current assets 497 482

Total Current Assets 8,874 9,916

Net Property, Plant and Equipment 8,917 9,204

Goodwill 9,472 9,469

Intangible Assets, net 5,526 5,624

Other Assets 2,376 2,445

Total Assets $ 35,165 $ 36,658

Liabilities and Shareholders’ Equity

Current Liabilities:

Current debt $ 141 $ 909

Accounts payable 2,467 2,601

Other current liabilities 2,240 2,879

Total Current Liabilities 4,848 6,389

Long-Term Debt 7,942 7,921

Deferred Income Taxes 2,216 2,195

Other Liabilities 1,958 1,926

Total Tyson Shareholders’ Equity 18,098 18,085

Noncontrolling Interests 103 142

Total Shareholders’ Equity 18,201 18,227

Total Liabilities and Shareholders’ Equity $ 35,165 $ 36,658

TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

Six Months Ended

March 28, 2026 March 29, 2025

Cash Flows From Operating Activities:

Net income $ 354 $ 380

Depreciation and amortization 726 700

Deferred income taxes 12 (41)

Other, net 193 146

Net changes in operating assets and liabilities (456) (339)

Cash Provided by Operating Activities 829 846

Cash Flows From Investing Activities:

Additions to property, plant and equipment (397) (464)

Purchases of marketable securities (36) (33)

Proceeds from sale of marketable securities 35 30

Proceeds from sale of storage facilities 44 —

Acquisition of equity investments — (2)

Other, net 55 55

Cash Used for Investing Activities (299) (414)

Cash Flows From Financing Activities:

Proceeds from issuance of debt 534 31

Payments on debt (1,346) (816)

Proceeds from issuance of commercial paper 945 —

Repayments of commercial paper (915) —

Purchases of Tyson Class A common stock (92) (16)

Dividends (353) (349)

Stock options exercised 15 19

Other, net (55) (1)

Cash Used for Financing Activities (1,267) (1,132)

Effect of Exchange Rate Changes on Cash 8 (25)

Increase (Decrease) in Cash and Cash Equivalents and Restricted Cash (729) (725)

Cash and Cash Equivalents and Restricted Cash at Beginning of Year 1,229 1,717

Cash and Cash Equivalents and Restricted Cash at End of Period 500 992

Less: Restricted Cash at End of Period — —

Cash and Cash Equivalents at End of Period $ 500 $ 992

Non-GAAP Financial Measures

Adjusted Operating Income (Loss), Adjusted Income before Income Taxes, Adjusted Income Tax Expense, Adjusted Net Income Attributable to Tyson and Adjusted EPS, EBITDA, Adjusted EBITDA, net debt to EBITDA, net debt to Adjusted EBITDA, Segment Operating Income (Loss), As Adjusted, Corporate Expenses, As Adjusted, Amortization, As Adjusted, and Free Cash Flow are presented as supplemental financial measures in the evaluation of our business that are not required by, or presented in accordance with GAAP. The non-GAAP financial measures are tools intended to assist our management and investors in comparing our performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect our core operations on an ongoing basis. These non-GAAP measures should not be a substitute for their comparable GAAP financial measures. Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions. We believe the presentation of these non-GAAP financial measures helps management and investors to assess our operating performance from period to period, including our ability to generate earnings sufficient to service our debt, enhances understanding of our financial performance and highlights operational trends. These measures are widely used by investors and rating agencies in the valuation, comparison, rating and investment recommendations of companies. Our calculation of non-GAAP measures may not be comparable to similarly titled measures reported by other companies and other companies may not define these non-GAAP financial measures in the same way, which may limit their usefulness of comparative measures.

Definitions

EBITDA is defined as net income before interest, income taxes, depreciation and amortization. Net debt to EBITDA (Adjusted EBITDA) represents the ratio of our debt, net of cash, cash equivalents and short-term investments, to EBITDA (and to Adjusted EBITDA). EBITDA, Adjusted EBITDA, net debt to EBITDA and net debt to Adjusted EBITDA are presented as supplemental financial measurements in the evaluation of our business.

Adjusted EBITDA, Adjusted Operating Income (Loss), Adjusted Income before Income Taxes, Adjusted Income Tax Expense, Adjusted Net Income Attributable to Tyson and Adjusted EPS are defined as EBITDA, Operating Income (Loss), Income before Income Taxes, Income Tax Expense, Net Income Attributable to Tyson and diluted earnings per share, respectively, excluding the impacts of any items that management believes do not directly reflect our core operations on an ongoing basis.

Segment Operating Income (Loss) is defined as Operating Income (Loss) less corporate expenses and amortization. Corporate expenses are unallocated general and administrative costs, including the costs of corporate functions, that are shared across multiple segments. Amortization includes amortization generated from intangible assets including brands and trademarks, customer relationships, supply arrangements, patents and intellectual property, land use rights and software.

Segment Operating Income (Loss), As Adjusted is defined as Segment Operating Income (Loss) less the impact of items affecting comparability, which in management's judgment, affect the year-to-year assessment of operating results. Items affecting comparability include restructuring and related charges (including network optimization), plant closure and disposal charges (net of gains), goodwill and intangible impairments, brand and product line discontinuations, facility fire related costs (net of insurance proceeds), and certain non-ordinary course legal, regulatory and other matters.

Corporate Expenses, As Adjusted is defined as Corporate Expenses less the impact of items affecting comparability, which in management's judgment, affect the year-to-year assessment of operating results. Items affecting comparability include restructuring and related charges (including network optimization), corporate asset disposal charges (net of gains) and certain non-ordinary course legal, regulatory and other matters.

Amortization, As Adjusted is defined as Amortization less the impact of items affecting comparability, which in management's judgment, affect the year-to-year assessment of operating results. Items affecting comparability include accelerated amortization related to the discontinuance of intangible assets.

Free Cash Flow is defined as Cash Provided by Operating Activities minus payments for Property, Plant and Equipment.

TYSON FOODS, INC.

GAAP Results to Non-GAAP Results Reconciliations

(In millions, except per share data)

(Unaudited)

Results for the second quarter ended March 28, 2026

Sales Cost of Sales Selling, General and Administrative Operating

Income Other (Income) Expense Income before Income Taxes Income Tax Expense Net Income Attributable to Tyson EPS Impact

GAAP Results $ 435 $ 359 $ 95 $ 260 $ 0.73

Restructuring and related charges8

— 42 4 46 — 46 12 34 0.10

Legal contingency accruals — 16 — 16 — 16 3 13 0.04

Adjusted Non-GAAP Results $ 497 $ 421 $ 110 $ 307 $ 0.87

Results for the second quarter ended March 29, 2025

Sales Cost of Sales Selling, General and Administrative Operating

Income Other (Income) Expense Income before Income Taxes Income Tax Expense Net Income Attributable to Tyson EPS Impact

GAAP Results $ 100 $ 30 $ 16 $ 7 $ 0.02

Brand and product line discontinuations — — 6 6 — 6 1 5 0.02

Restructuring and related charges8

— 43 — 43 — 43 5 38 0.10

Legal contingency accruals 343 — — 343 — 343 81 262 0.73

Plant closure and disposal charges — 23 — 23 — 23 6 17 0.05

Adjusted Non-GAAP Results $ 515 $ 445 $ 109 $ 329 $ 0.92

Results for the six months ended March 28, 2026

Sales Cost of Sales Selling, General and Administrative Operating

Income Other (Income) Expense Income before Income Taxes Income Tax Expense Net Income Attributable to Tyson EPS Impact

GAAP Results $ 737 $ 486 $ 132 $ 345 $ 0.97

Restructuring and related charges8

— 147 14 161 2 163 41 122 0.35

Legal contingency accruals9

150 21 — 171 — 171 40 131 0.37

Impairment of equity investments — — — — 73 73 19 54 0.15

Adjusted Non-GAAP Results $ 1,069 $ 893 $ 232 $ 652 $ 1.84

Results for the six months ended March 29, 2025

Sales Cost of Sales Selling, General and Administrative Operating

Income Other (Income) Expense Income before Income Taxes Income Tax Expense Net Income Attributable to Tyson EPS Impact

GAAP Results $ 680 $ 508 $ 128 $ 366 $ 1.03

Facility fire related costs (insurance proceeds)7

— — — — (7) (7) 7 (14) (0.04)

Brand and product line discontinuations — — 12 12 — 12 3 9 0.03

Restructuring and related charges8

— 114 2 116 — 116 22 94 0.26

Legal contingency accruals 343 — — 343 — 343 81 262 0.73

Plant closure and disposal charges — 23 — 23 — 23 6 17 0.05

Adjusted Non-GAAP Results $ 1,174 $ 995 $ 247 $ 734 $ 2.06

TYSON FOODS, INC.

Segment Operating Income (Loss), As Adjusted and Adjusted Operating Income (Loss) Non-GAAP Reconciliations

(In millions)

(Unaudited)

Results for the second quarter ended March 28, 2026

(Unaudited)

Segment Operating Income (Loss) Operating Income (Loss)

Beef Pork Chicken Prepared Foods Inter-national Total Corporate Expenses Amortiza-tion Total

As Reported $ (240) $ 41 $ 505 $ 348 $ 38 $ 692 $ (203) $ (54) $ 435

Add/(Less): Restructuring and related charges8

38 — 2 4 (1) 43 3 — 46

Add: Legal contingency accruals — — 16 — — 16 — — 16

As Adjusted $ (202) $ 41 $ 523 $ 352 $ 37 $ 751 $ (200) $ (54) $ 497

Results for the second quarter ended March 29, 2025

(Unaudited)

Segment Operating Income (Loss) Operating Income (Loss)

Beef Pork Chicken Prepared Foods Inter-national Total Corporate Expenses Amortiza-tion Total

As Reported $ (222) $ (181) $ 367 $ 329 $ 48 $ 341 $ (176) $ (65) $ 100

Add: Brand and product line discontinuations — — — — — — — 6 6

Add: Restructuring and related charges8

16 — 21 — 6 43 — — 43

Add: Legal contingency accruals 93 250 — — — 343 — — 343

Add: Plant closure and disposal charges — — 23 — — 23 — — 23

As Adjusted $ (113) $ 69 $ 411 $ 329 $ 54 $ 750 $ (176) $ (59) $ 515

Results for the six months ended March 28, 2026

(Unaudited)

Segment Operating Income (Loss) Operating Income (Loss)

Beef Pork Chicken Prepared Foods Inter-national Total Corporate Expenses Amortiza-tion Total

As Reported $ (559) $ 91 $ 955 $ 670 $ 79 $ 1,236 $ (391) $ (108) $ 737

Add/(Less): Restructuring and related charges8

124 1 11 20 (1) 155 6 — 161

Add: Legal contingency accruals9

90 60 16 — 5 171 — — 171

As Adjusted $ (345) $ 152 $ 982 $ 690 $ 83 $ 1,562 $ (385) $ (108) $ 1,069

Results for the six months ended March 29, 2025

(Unaudited)

Segment Operating Income (Loss) Operating Income (Loss)

Beef Pork Chicken Prepared Foods Inter-national Total Corporate Expenses Amortiza-tion Total

As Reported $ (248) $ (108) $ 827 $ 626 $ 89 $ 1,186 $ (377) $ (129) $ 680

Add: Brand and product line discontinuations — — — — — — — 12 12

Add: Restructuring and related charges8

48 — 32 25 11 116 — — 116

Add: Legal contingency accruals 93 250 — — — 343 — — 343

Add: Plant closure and disposal charges — — 23 — — 23 — — 23

As Adjusted $ (107) $ 142 $ 882 $ 651 $ 100 $ 1,668 $ (377) $ (117) $ 1,174

TYSON FOODS, INC.

EBITDA and Adjusted EBITDA Non-GAAP Reconciliations

(In millions)

(Unaudited)

Six Months Ended Fiscal Year Ended Twelve Months Ended

March 28, 2026 March 29, 2025 September 27, 2025 March 28, 2026

Net income $ 354 $ 380 $ 507 $ 481

Less: Interest income (21) (42) (73) (52)

Add: Interest expense 201 230 449 420

Add: Income tax expense 132 128 262 266

Add: Depreciation 612 566 1,093 1,139

Add: Amortization6

108 129 257 236

EBITDA $ 1,386 $ 1,391 $ 2,495 $ 2,490

Adjustments to EBITDA:

Less: Facility fire related costs (insurance proceeds)7

$ — $ (7) $ (36) $ (29)

Add: Brand and product line discontinuations — 12 23 11

Add: Restructuring and related charges8

163 116 45 92

Add: Legal contingency accruals9

171 343 738 566

Add/(Less): Plant closure and disposal charges — 23 17 (6)

Add: Goodwill and intangible impairments — — 343 343

Add: Product recall — — 41 41

Add: Impairment of equity investments 73 — 28 101

Less: Depreciation and amortization included in EBITDA adjustments10

(90) (51) (62) (101)

Total Adjusted EBITDA $ 1,703 $ 1,827 $ 3,632 $ 3,508

Total gross debt $ 8,830 $ 8,083

Less: Cash and cash equivalents (1,229) (500)

Less: Short-term investments — —

Total net debt $ 7,601 $ 7,583

Ratio Calculations:

Gross debt/EBITDA 3.5x 3.2x

Net debt/EBITDA 3.0x 3.0x

Gross debt/Adjusted EBITDA 2.4x 2.3x

Net debt/Adjusted EBITDA 2.1x 2.2x

6 Excludes the amortization of debt issuance and debt discount expense of $6 million for the six months ended March 28, 2026, $5 million for the six months ended March 29, 2025, $11 million for the fiscal year ended September 27, 2025 and $12 million for the twelve months ended March 28, 2026 as it is included in interest expense.

7 Relates to a fire at a Chicken production facility in the fourth quarter of fiscal 2021 and a fire at our production facility in the Netherlands in the first quarter of fiscal 2024 that we subsequently decided to sell.

8 Includes the Network Optimization Plan that commenced in fiscal 2025.

9 Includes charges of $5 million, $40 million and $45 million related to the 2015 sale of our Mexico operation for the six months ended March 28, 2026, the fiscal year ended September 27, 2025 and the twelve months ended March 28, 2026, respectively.

10 Removal of accelerated depreciation of $90 million, $39 million, $39 million and $90 million related to restructuring and related charges for the six months ended March 28, 2026, the six months ended March 29, 2025, the fiscal year ended September 27, 2025 and the twelve months ended March 28, 2026, respectively, as they are already included in depreciation expense. Removal of accelerated amortization of $12 million, $23 million and $11 million related to brand discontinuation for the six months ended March 29, 2025, the fiscal year ended September 27, 2025 and the twelve months ended March 28, 2026, respectively, as they are already included in amortization expense.

TYSON FOODS, INC.

Free Cash Flow Non-GAAP Reconciliation

(In millions)

(Unaudited)

Six Months Ended

March 28, 2026 March 29, 2025

Cash Provided by Operating Activities $ 829 $ 846

Additions to property, plant and equipment (397) (464)

Free cash flow $ 432 $ 382

About Tyson Foods, Inc.

Tyson Foods, Inc. (NYSE: TSN) is a world-class food company and recognized leader in protein. Founded in 1935 by John W. Tyson, it has grown under four generations of family leadership. The Company is unified by this purpose: Tyson Foods. We Feed the World Like Family™ and has a broad portfolio of iconic products and brands including Tyson®, Jimmy Dean®, Hillshire Farm®, Ball Park®, Wright®, State Fair®, Aidells® and ibp®. Tyson Foods is dedicated to bringing high-quality food to every table in the world, safely and affordably, now and for future generations. Headquartered in Springdale, Arkansas, the Company is a member of the S&P 500 and Russell 1000 large capitalization indices. It had approximately 133,000 team members on September 27, 2025. Visit www.tysonfoods.com.

Conference Call Information and Other Selected Data

A conference call to discuss the Company's financial results will be held at 9 a.m. Eastern Monday, May 4, 2026. A link for the webcast of the conference call is available on the Tyson Investor Relations website at https://ir.tyson.com. For those who cannot participate at the scheduled time, a replay of the live webcast and the accompanying slides will be available at https://ir.tyson.com. A telephone replay will also be available until June 1, 2026, toll free at 1-855-669-9658, international toll 1-412-317-0088 or Canada toll free 1-855-669-9658. The replay access code is 7264762. Financial information, such as this news release, as well as other supplemental data, can be accessed from the Company's web site at https://ir.tyson.com.

Forward-Looking Statements

Certain information in this release constitutes forward-looking statements as contemplated by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, current views and estimates of our outlook for fiscal 2026, other future economic circumstances, industry conditions in domestic and international markets, our performance and financial results (e.g., debt levels, return on invested capital, value-added product growth, capital expenditures, tax rates, access to foreign markets and dividend policy). These forward-looking statements are subject to a number of factors and uncertainties that could cause our actual results and experiences to differ materially from anticipated results and expectations expressed in such forward-looking statements. We wish to caution readers not to place undue reliance on any forward-looking statements, which are expressly qualified in their entirety by this cautionary statement and speak only as of the date made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the factors that may cause actual results and experiences to differ from anticipated results and expectations expressed in such forward-looking statements are the following: (i) the effectiveness of financial excellence programs or operational optimization plans; (ii) access to, and inputs from, foreign markets together with foreign economic conditions, including currency fluctuations, import/export restrictions and foreign politics; (iii) global pandemics have had, and may in the future have, an adverse impact on our business and operations; (iv) cyber attacks, other cyber incidents, security breaches or other disruptions of our information technology systems; (v) risks associated with our failure to consummate favorable acquisition transactions or integrate certain acquisitions’ operations; (vi) the Tyson Limited Partnership’s ability to exercise significant control over the Company; (vii) fluctuations in the cost and availability of inputs and raw materials, such as live cattle, live swine, feed grains (including corn and soybean meal) and energy; (viii) market conditions for finished products, including competition from other global and domestic food processors, supply and pricing of competing products and alternative proteins and demand for alternative proteins; (ix) outbreak of a livestock disease (such as African swine fever (ASF), avian influenza (AI), New World screwworm or bovine spongiform encephalopathy (BSE)), which could have an adverse effect on livestock we own, the availability of livestock we purchase, consumer perception of certain protein products or our ability to conduct our operations; (x) changes in consumer preference and diets and our ability to identify and react to consumer trends; (xi) effectiveness of advertising and marketing programs; (xii) significant marketing plan changes by large customers or loss of one or more large customers; (xiii) our ability to leverage brand value propositions; (xiv) changes in availability and relative costs of labor and contract farmers and our ability to maintain good relationships with team members, labor unions, contract farmers and independent producers providing us livestock; (xv) issues related to food safety, including costs resulting from product recalls, regulatory compliance and any related claims or litigation; (xvi) compliance with and changes to regulations and laws (both domestic and foreign), including changes in accounting standards, tax laws, environmental laws, agricultural laws and occupational, health and safety laws; (xvii) the effect of climate change and any legal or regulatory response thereto; (xviii) adverse results from litigation; (xix) risks associated with leverage, including cost increases due to rising interest rates or changes in debt ratings or outlook; (xx) impairment in the carrying value of our goodwill or indefinite life intangible assets; (xxi) our participation in a multiemployer pension plan; (xxii) volatility in capital markets or interest rates; (xxiii) risks associated with our commodity purchasing activities; (xxiv) the effect of, or changes in, general economic conditions; (xxv) impacts on our operations caused by factors and forces beyond our control, such as natural disasters, fire, bioterrorism, pandemics, armed conflicts or extreme weather; (xxvi) failure to maximize or assert our intellectual property rights; (xxvii) effects related to changes in tax rates, valuation of deferred tax assets and liabilities, or tax laws and their interpretation; and (xxviii) the other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission, including those included under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our most recent Annual Report on Form 10-K and Quarterly reports on Form 10-Q.

Media Contact: Laura Burns, 479-713-9890

Investor Contact: Jon Kathol, 479-290-4235 Source: Tyson Foods, Inc.

Category: IR, Newsroom

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