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Mccormick & Co Inc
(MKC US)
$48.12
-0.59
1.21%
Ext:
$46.01
-2.11
4.38%
(Market Closed · 00:00:02 UTC)
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MKC US
SEC Filings
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Financials
(155)
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10-Q
Q3
ended 31 Aug 2026
1 Oct
10-Q
Q2
ended 31 May 2026
25 Jun
10-Q
Q1
ended 28 Feb 2026
31 Mar
10-K
FY 2025
ended 30 Nov 2025
22 Jan
10-Q
Q3
ended 31 Aug 2025
7 Oct 2025
10-Q
Q2
ended 31 May 2025
26 Jun 2025
10-Q
Q1
ended 28 Feb 2025
25 Mar 2025
10-K
FY 2024
ended 30 Nov 2024
23 Jan 2025
10-Q
Q3
ended 31 Aug 2024
1 Oct 2024
10-Q
Q2
ended 31 May 2024
27 Jun 2024
10-Q
Q1
ended 29 Feb 2024
26 Mar 2024
10-K
FY 2023
ended 30 Nov 2023
25 Jan 2024
10-Q
Q3
ended 31 Aug 2023
3 Oct 2023
10-Q
Q2
ended 31 May 2023
29 Jun 2023
10-Q
Q1
ended 28 Feb 2023
28 Mar 2023
Events
(247)
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8-K
FOR IMMEDIATE RELEASE McCORMICK REPORTS SOLID THIRD QUARTER PERFORMANCE AND REAFFIRMS 2026 OUTLOOK HUNT VALLEY, Md., Oct. 1, 2026 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today reported financial results for the third quarter ended August 31, 2026 and reaffirmed its outlook for fiscal 2026. • Net Sales increased 17.4% in the third quarter and included a 0.9% favorable impact from currency. Organic sales growth was 1.9%. • Gross profit margin in the third quarter expanded by 190 basis points versus prior year. Adjusted gross profit margin expanded by 180 basis points versus prior year. • Operating income was $217 million in the third quarter compared to $289 million in the year-ago period. Adjusted operating income was $359 million compared to $294 million in the year-ago period. • Earnings per share was $0.36 in the third quarter as compared to $0.84 in the year-ago period. Adjusted earnings per share was $0.86 as compared to $0.85 in the year-ago period. • For fiscal year 2026, McCormick reaffirmed its net sales growth, adjusted operating income and adjusted earnings per share outlook. • McCormick remains on track with integration planning for the proposed Unilever Foods combination and remains confident in delivering the expected strategic and financial benefits, including significant earnings per share accretion post-close. Chairman, President, and CEO's Remarks Brendan M. Foley, Chairman, President, and CEO, stated, “Third quarter results demonstrate the resilience and differentiated performance of our flavor-focused business model in a dynamic operating environment. We delivered strong sales growth, including organic growth across our global flavor portfolio, while expanding our profit margins. Disciplined productivity initiatives helped offset rising input and freight costs, supporting margin expansion and enabling continued investment in our brands to drive long-term profitable growth. Overall, performance reflected solid base businesscontribution and accretion from the McCormick de Mexico acquisition, where we have substantially completed its integration.” “Looking ahead, our enhanced margin profile and operational discipline position us to continue investing in our brands, capabilities, and innovation to support organic sales growth and drive long- term shareholder value creation. Our advantaged categories combined with our strong year-to-date performance, including solid organic growth, margin expansion, and robust cash flow, give us confidence in our ability to deliver on our 2026 outlook.” “We remain confident in the strategic benefits of the proposed combination with Unilever Foods and have made substantial progress on integration planning. We have established the future leadership team and operating model, mobilized cross-functional resources, and developed detailed plans to support business continuity and planned synergy delivery post-close.” “Finally, I want to recognize the engagement of our employees. Their focus, collaboration, and commitment to serving consumers and customers continue to support our differentiated performance. I also want to acknowledge the teams executing our standalone priorities, as well as those serving on the Integration Team, who are advancing the planning needed to prepare for the proposed Unilever Foods combination. I am grateful for their contributions, which continue to strengthen and sustain our Power of People culture.” Third Quarter 2026 Results Sales Metrics Third Quarter 2026 As Reported Organic(1) Acquisition Constant Currency % Change Volume/ Mix Price % Change % Change % Change Total Net Sales 17.4 % (0.3) % 2.2 % 1.9 % 14.6 % 16.5 % Total Consumer 24.9 % (1.1) % 2.2 % 1.1 % 23.2 % 24.3 % Americas 31.7 % (2.5) % 2.2 % (0.3) % 32.1 % 31.8 % EMEA 5.2 % 2.0 % 3.0 % 5.0 % — % 5.0 % APAC 10.7 % 4.1 % 0.3 % 4.4 % — % 4.4 % Total Flavor Solutions 7.7 % 0.8 % 2.2 % 3.0 % 3.4 % 6.4 % Americas 8.4 % (0.1) % 2.8 % 2.7 % 4.9 % 7.6 % EMEA 1.6 % (1.0) % 2.2 % 1.2 % — % 1.2 % APAC 14.2 % 10.0 % (1.7) % 8.3 % — % 8.3 % (1) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency.Profitability Metrics Third Quarter 2026 (in millions except per share data) As Reported Adjusted Q3 2026 vs. 2025 Q3 2026 vs. 2025 Gross profit $ 794.9 23.2 % $ 794.9 23.0 % Gross profit margin 39.3 % 190 bps 39.3 % 180 bps Operating income $ 217.0 (24.8) % $ 358.5 22.1 % Operating income margin 10.7 % (600) bps 17.7 % 70 bps Net income attributable to McCormick $ 97.6 (56.7) % $ 231.7 1.1 % Earnings per share - diluted $ 0.36 (57.1) % $ 0.86 1.2 % Third Quarter 2026 Results Net sales increased 17% in the third quarter compared to the year-ago period and included a 1% favorable impact from currency. Sales from McCormick de Mexico contributed 14% to the sales increase. Organic sales increased 2%, driven by price. • Consumer segment net sales increased 25% from the third quarter of 2025 to $1,215 million including a 23% contribution from McCormick de Mexico and a 1% favorable impact from currency. Organic sales increased 1%, driven by a 2% increase from price partially offset by a 1% decline in volume and product mix. • Flavor Solutions segment net sales increased 8% from the third quarter of 2025 to $809 million and included a 1% favorable impact from currency and 4% contribution from McCormick de Mexico. Organic sales increased 3%, driven by a 2% increase in price and a 1% increase in volume and product mix. Gross profit for the third quarter increased by $150 million from the comparable period in 2025. Gross profit margin expanded 190 basis points versus the third quarter of last year. Excluding special charges in the prior year period, gross profit margin expanded by 180 basis points versus the third quarter last year. The expansion was driven by contribution from the acquisition of McCormick de Mexico, higher sales, and cost savings led by the Company's Comprehensive Continuous Improvement (CCI) program, partially offset by higher commodity and freight costs. Operating income was $217 million in the third quarter of 2026 compared to $289 million in the third quarter of 2025. Excluding special charges, adjusted operating income was $359 million compared to $294 million in the year-ago period. Adjusted operating income increased 22% from the year-ago period, including a 1% favorable impact from currency. In constant currency, adjusted operating income increased 21% driven by higher gross profit, cost savings led by the CCI program, including selling, general and administrative (SG&A) streamlining initiatives, partially offset by higher SG&A expenses primarily due to acquisition related increases, as well as increased brand marketing investments and technology investments. • Consumer segment operating income, excluding special charges, increased 24% in the third quarter of 2026 compared to the year-ago period to $241 million, or 24% in constant currency.The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in brand marketing and technology. • Flavor Solutions segment operating income, excluding special charges, increased 18% in the third quarter of 2026 compared to the year-ago period to $117 million, or 16% in constant currency. The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in technology. Earnings per share was $0.36 in the third quarter of 2026 compared to $0.84 in the third quarter of 2025. Special charges, including transaction and integration costs and a non-cash impairment charge related to non-core long-lived assets1, lowered diluted earnings per share by $0.50. Excluding special charges, adjusted earnings per share was $0.86 in the third quarter of 2026 compared to $0.85 in the third quarter of 2025. The increase was primarily attributable to higher adjusted operating income, partially offset by a higher tax rate and higher interest expense. Fiscal Year 2026 Financial Outlook McCormick's fiscal 2026 outlook continues to reflect the Company's prioritized investments in key categories to sustain its volume trends and drive long-term profitable growth while appreciating the uncertainty of the consumer and macro environment, including global trade policies and the conflict in the Middle East. The Company's CCI program is continuing to fuel growth investments while also driving operating margin expansion. Lastly, the outlook reflects meaningful contributions from the acquisition of a controlling interest in McCormick de Mexico, which closed on January 2, 2026. Current Guide(1) October 2026 Reported Constant Currency Net sales growth 13% to 17% 12% to 16% Contribution from acquisition of McCormick de Mexico 11% to 13% 11% to 13% Organic sales growth(2) --- 1% to 3% Adjusted operating income 16% to 20% 15% to 19% Adjusted Earnings per share (EPS) $3.05 to $3.13 2% to 5% 1% to 4% (1) Amounts are rounded with percentages calculated from the underlying amounts (2) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. 1 Reflect a noncash impairment charge of approximately $43.1 million and exit costs of $1.8 million, related to a decision to cease operations of a development-stage pepper sourcing project in Malaysia.Current Guide - Expectations Net Sales: • Total volumes expected to be stable with increased pricing benefits relative to the prior year. Adjusted Operating Income: • Adjusted gross margin is expected to expand by 100 to 120 basis points from 2025. Favorable impacts from organic sales growth, McCormick de Mexico accretion, and the Company's CCI program. • The benefit of the IEEPA tariff refund, recognized primarily in the second quarter of 2026, will be offset with increased inflationary costs, including costs related to the Middle East conflict, as well as continued investments in business growth. • The increase in SG&A reflects continued investment in brand marketing, technology, and other growth initiatives, as well as the build back of incentive compensation. In addition, SG&A is expected to benefit from the Company's CCI program, inclusive of streamlining initiatives. Adjusted Earnings per Share: • Adjusted operating income growth partially offset by: ◦ Tax rate of approximately 24.0% vs. 21.5% in 2025. ◦ Higher net interest expense, primarily associated with the McCormick de Mexico transaction. ◦ Income from unconsolidated operations no longer reflects ownership interest in McCormick de Mexico subsequent to the January 2026 acquisition. ◦ The acquisition of the additional ownership interest resulted in the consolidation of McCormick de Mexico's financial results in the Company's financial statements from the date of acquisition. Income attributable to noncontrolling interest reflects elimination of the 25% minority interest in McCormick de Mexico Net Income attributable to Grupo Herdez. The Company expects foreign currency rates to favorably impact net sales by 1%, adjusted operating income by 1%, and adjusted earnings per share by 1%. For fiscal 2026, the Company expects strong cash flow driven by profit and working capital initiatives and anticipates returning a significant portion of cash flow to shareholders through dividends. The Company's outlook for 2026 adjusted operating income and adjusted earnings per share are non- GAAP financial measures that exclude or otherwise adjust for items impacting comparability of financial results. The Company does not provide guidance on a GAAP basis as it cannot predict certain items included in GAAP results such as special charges, including transaction and integration expenses.McCormick's Proposed Combination with Unilever Foods In March 2026, the Company announced the agreement to combine McCormick with Unilever’s Foods business, excluding India and other excluded businesses1 to create a preeminent global flavor- focused company operating in attractive, high-growth categories, with approximately $20 billion in fiscal year 2025 revenue2 and a 21% operating margin and strong cash flow generation. The transaction is expected to be accretive to McCormick’s net sales growth rate, operating margin, and adjusted EPS with mid- to high-single-digit adjusted EPS accretion anticipated within the first twelve months post-close and mid-to high-teens accretion expected in Year 3. The combined company is expected to realize approximately $600 million of annual run-rate cost synergies, net of growth reinvestments and potential dis-synergies, with approximately two-thirds expected to be achieved by Year 2 post-close. The Company also expects to identify approximately $100 million of incremental cost and revenue synergies that will be reinvested to further support growth. Cost synergies are expected to be driven primarily by SG&A, procurement, and manufacturing and logistics efficiencies. Integration planning remains on track. McCormick has announced the planned future operating model and leadership team, established a dedicated Integration Management Office, and mobilized 20 cross- functional teams comprising more than 200 employees from McCormick and Unilever Foods. Detailed bottom-up Day 1 planning has identified a clear pipeline of quantified initiatives, supported by defined actions, ownership, timing, and resources. The companies have also established global transition service agreements designed to support business continuity from Day 1 and facilitate a phased exit over approximately two years following close. Lastly, McCormick continues to advance the regulatory approval process, with filings submitted on schedule across jurisdictions. The transaction is expected to close by mid-2027, subject to customary closing conditions and regulatory approvals. 1 Transaction excludes Unilever's food business in India, Nepal and Portugal; its Lifestyle & Nutrition business; its Buavita business; its Lipton Ready-to-Drink business; and certain other excluded businesses. 2 Combined sales figure represents McCormick's net sales for the fiscal year ended November 30, 2025, including McCormick de Mexico, and Unilever Foods' net sales for the fiscal year ended December 31, 2025. Unilever Foods' financials based on 2025 reported financials, prepared under IFRS adjusted for the separated Foods business and translated from EUR to USD at the Unilever 2025 average rate of 1.124. Non-GAAP Financial Measures The following tables include financial measures of organic net sales, adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted income tax expense, adjusted income tax rate, adjusted net income, and adjusted diluted earnings per share. These represent non-GAAP financial measures which are prepared as a complement to our financial results prepared in accordance with United States generally accepted accounting principles. These financial measures exclude the impact, as applicable, of the following:• Special charges - Special charges consist of expenses and income associated with certain actions undertaken by us to reduce fixed costs, simplify or improve processes, and improve our competitiveness and are of such significance in terms of both up-front costs and organizational/structural impact to require advance approval by our Management Committee. Expenses associated with the approved actions are classified as special charges upon recognition and monitored on an ongoing basis through completion. Included in special charges are transaction and integration costs incurred in conjunction with acquisitions and impairments of long-lived assets. • Gain on remeasurement of previously held equity interest - On January 2, 2026, we completed the acquisition of an additional 25% ownership interest in McCormick de Mexico which increased our ownership to a 75% controlling interest. Prior to the acquisition of the additional ownership interest, we accounted for our 50% ownership interest as an equity method investment. The acquisition of the additional ownership interest resulted in the consolidation of McCormick de Mexico's financial results. As a result of the consolidation, the carrying value of our previously held 50% ownership interest was remeasured to fair value resulting in a gain. We believe that these non-GAAP financial measures are important. The exclusion of the items noted above provides additional information that enables enhanced comparisons to prior periods and, accordingly, facilitates the development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of our ongoing operations and analyze our business performance and trends. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP; however, they should not be viewed as a substitute for, or superior to, GAAP results. Furthermore, these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, as they may calculate them differently than we do. We intend to continue providing these non-GAAP financial measures as part of our future earnings discussions, ensuring consistency in our financial reporting. A reconciliation of these non-GAAP financial measures to the related GAAP financial measures follows:(in millions except per share data) Three Months Ended Nine Months Ended 8/31/2026 8/31/2025 8/31/2026 8/31/2025 Gross profit $ 794.9 $ 645.1 $ 2,282.0 $ 1,871.9 Impact of Special charges included in cost of goods sold — 1.0 15.0 1.0 Adjusted gross profit $ 794.9 $ 646.1 $ 2,297.0 $ 1,872.9 Gross profit margin(1) 39.3 % 37.4 % 39.1 % 37.5 % Impact of Special charges(1) — % 0.1 % 0.3 % — % Adjusted gross profit margin(1) 39.3 % 37.5 % 39.4 % 37.5 % Operating income $ 217.0 $ 288.7 $ 720.9 $ 759.7 Impact of Special charges 141.5 4.9 241.6 17.7 Adjusted operating income 358.5 293.6 962.5 777.4 Operating income margin(2) 10.7 % 16.7 % 12.4 % 15.2 % Impact of Special charges(2) 7.0 % 0.3 % 4.1 % 0.4 % Adjusted operating income margin(2) 17.7 % 17.0 % 16.5 % 15.6 % Income tax expense $ 49.9 $ 39.3 $ 162.1 $ 130.2 Impact of Special charges 19.8 1.3 30.7 4.3 Adjusted income tax expense $ 69.7 $ 40.6 $ 192.8 $ 134.5 Income tax rate(3) 32.3 % 15.9 % 29.0 % 20.4 % Impact of Special charges (9.7) % 0.2 % (5.5) % 0.1 % Adjusted income tax rate(3) 22.6 % 16.1 % 23.5 % 20.5 % Net income attributable to McCormick & Company $ 97.6 $ 225.5 $ 1,263.9 $ 562.8 Impact of Special charges, net of non- controlling interest(4)(5) 134.1 3.6 227.4 13.4 Gain on remeasurement of previously held equity interest — — (866.8) — Adjusted net income $ 231.7 $ 229.1 $ 624.5 $ 576.2 Earnings per share – diluted $ 0.36 $ 0.84 $ 4.69 $ 2.09 Impact of Special charges 0.50 0.01 0.85 0.05 Gain on remeasurement of previously held equity interest — — (3.22) — Adjusted earnings per share – diluted $ 0.86 $ 0.85 $ 2.32 $ 2.14(1) Gross profit margin, impact of special charges, and adjusted gross profit margin are calculated as gross profit, impact of special charges, and adjusted gross profit as a percentage of net sales for each period presented. The impact of special charges included in cost of goods sold represents the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. (2) Operating income margin, impact of special charges, and adjusted operating income margin are calculated as operating income, impact of special charges, and adjusted operating income as a percentage of net sales for each period presented. (3) Income tax rate is calculated as income tax expense as a percentage of income from consolidated operations before income taxes. Adjusted income tax rate is calculated as adjusted income tax expense as a percentage of income from consolidated operations before income taxes excluding special charges of $308.4 million and $252.8 million for the three months ended August 31, 2026 and 2025, respectively, and $820.5 million and $656.7 million for the nine months ended August 31, 2026 and 2025, respectively. (4) The impact of special charges, net of noncontrolling interests, for the nine months ended August 31, 2026 includes a $2.6 million non-controlling interest effect associated with the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. (5) The impact of special charges, net of noncontrolling interests, for the three and nine months ended August 31, 2026 includes a net income impact of $12.4 million and $19.2 million, respectively, related to transaction expenses included in interest expense. Because we are a multi-national company, we are subject to variability of our reported U.S. dollar results due to changes in foreign currency exchange rates. Those changes can be volatile. The exclusion of the effects of foreign currency exchange, or what we refer to as amounts expressed “on a constant currency basis,” is a non-GAAP measure. We believe that this non-GAAP measure provides additional information that enables enhanced comparison to prior periods excluding the translation effects of changes in rates of foreign currency exchange and provides additional insight into the underlying performance of our operations located outside of the U.S. It should be noted that our presentation herein of amounts and percentage changes on a constant currency basis does not exclude the impact of foreign currency transaction gains and losses (that is, the impact of transactions denominated in other than the local currency of any of our subsidiaries in their local currency reported results). We provide organic net sales growth rates for our consolidated net sales and segment net sales. We believe that organic net sales growth rates provide useful information to investors because they provide transparency to underlying performance in our net sales by excluding the effect that foreign currency exchange rate fluctuations, acquisitions, and divestitures, as applicable, have on year-to-year comparability. A reconciliation of these measures from reported net sales growth rates, the relevant GAAP measures, are included in the tables set forth below. Percentage changes in sales and adjusted operating income expressed on a constant currency basis are presented excluding the impact of foreign currency exchange. To present this information for historical periods, current period results for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the corresponding period of the comparative year, rather than at the actual average exchange rates in effect during the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in the average foreign currency exchange rate between the current fiscal period and the corresponding period of the comparative year. Rates of constant currency and organic growth (decline) follow:Three Months Ended August 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Impact of acquisition Percentage change on an organic basis Total Net Sales 17.4 % 0.9 % 16.5 % 14.6 % 1.9 % Total Consumer 24.9 % 0.6 % 24.3 % 23.2 % 1.1 % Americas 31.7 % (0.1) % 31.8 % 32.1 % (0.3) % EMEA 5.2 % 0.2 % 5.0 % — % 5.0 % APAC 10.7 % 6.3 % 4.4 % — % 4.4 % Total Flavor Solutions 7.7 % 1.3 % 6.4 % 3.4 % 3.0 % Americas 8.4 % 0.8 % 7.6 % 4.9 % 2.7 % EMEA 1.6 % 0.4 % 1.2 % — % 1.2 % APAC 14.2 % 5.9 % 8.3 % — % 8.3 % Nine Months Ended August 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Impact of acquisition Percentage change on an organic basis Total Net Sales 16.9 % 2.2 % 14.7 % 13.1 % 1.6 % Total Consumer 24.1 % 2.0 % 22.1 % 20.9 % 1.2 % Americas 30.0 % 0.1 % 29.9 % 29.7 % 0.2 % EMEA 10.5 % 6.5 % 4.0 % — % 4.0 % APAC 8.9 % 5.8 % 3.1 % — % 3.1 % Total Flavor Solutions 7.6 % 2.5 % 5.1 % 3.0 % 2.1 % Americas 8.2 % 1.6 % 6.6 % 4.2 % 2.4 % EMEA 4.6 % 4.2 % 0.4 % — % 0.4 % APAC 9.1 % 5.9 % 3.2 % — % 3.2 %Three Months Ended August 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Adjusted operating income: Consumer segment 24.4 % 0.6 % 23.8 % Flavor Solutions segment 17.6 % 2.2 % 15.4 % Total adjusted operating income 22.1 % 1.2 % 20.9 % Nine Months Ended August 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Adjusted operating income: Consumer segment 26.5 % 1.4 % 25.1 % Flavor Solutions segment 18.9 % 3.7 % 15.2 % Total adjusted operating income 23.8 % 2.2 % 21.6 % To present the percentage change in projected 2026 net sales, adjusted operating income, and adjusted earnings per share (diluted) on a constant currency basis, the projected 2026 results for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the actual exchange rates in effect for each month during 2025. These 2026 figures are then compared to our actual results for 2025. This determines what 2026 results would be if currency exchange rates had not changed from 2025. Projections for the Year Ending November 30, 2026 Percentage change in net sales 13% to 17% Impact of favorable foreign currency exchange 1% Percentage change in net sales in constant currency 12% to 16% Impact of acquisition 11% to 13% Percentage change in organic net sales 1% to 3% Percentage change in adjusted operating income 16% to 20% Impact of favorable foreign currency exchange 1% Percentage change in adjusted operating income in constant currency 15% to 19% Percentage change in adjusted earnings per share - diluted 2% to 5% Impact of favorable foreign currency exchange 1% Percentage change in adjusted earnings per share in constant currency - diluted 1% to 4%Live Webcast As previously announced, McCormick will hold a conference call with analysts today at 8:00 a.m. ET. A live audio webcast of the call along with the accompanying presentation materials will be available on the McCormick website, ir.mccormick.com. Forward-Looking Information Certain information contained in this release, including statements concerning expected performance such as those relating to net sales, gross margin, earnings, cost savings, special charges, including transaction and integration expenses, mergers, acquisitions, divestitures, brand marketing support, volume and product mix, income tax expense, tariff-related matters, and the impact of foreign currency rates are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “believe,” “plan,” and similar expressions. These statements may relate to: the anticipated benefits and timing of, and our plans, strategies and objectives relating to, the pending transaction with Unilever Foods, including: the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the pending transaction, including changes in relevant tax and other applicable laws; the possibility of failure to obtain necessary regulatory approvals, anticipated tax treatment or any required financing, or to satisfy any of the other conditions to the pending transaction; the possibility that unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, and business and management strategies could impact the value or expected benefit of, timing or pursuit of the pending transaction; the risks and costs of the pursuit and/or implementation of the anticipated separation of Unilever Foods' business prior to closing, including the anticipated timing required to complete the separation, any adjustment to the terms of the separation and any changes to the configuration of the businesses included in the separation if implemented; the financing of the pending transaction, including with respect to the Bridge Facility, the Term Loan Facility, and any other subsequent financing; the effectiveness of a registration statement on Form S-4 and our receipt of shareholder approval for the pending transaction and certain related matters; the anticipated ownership percentages of McCormick shareholders, Unilever shareholders and Unilever following the closing of the pending transaction; the effect of the announcement or pendency of the pending transaction on Unilever Foods’ or our business relationships, competition, business, financial condition and operating results; our ability to successfully integrate Unilever Foods’ operations and the implementation of and compliance with plans, agreements, forecasts and other expectations with respect to Unilever Foods’ business or the combined business after the closing of the pending transaction; our ability to manage additional debt and successfully de-lever following the transaction; general economic and industry conditions, including consumer spending rates, recessions, interest rates, and availability of capital; expectations regarding sales growth potential in various geographies and markets, including the impact of brand marketing support, product innovation, and customer, channel, category, heat platform, and e-commerce expansion; the expected results of operations of businesses acquired, including the additional 25% ownership interest in McCormick de Mexico; expected trends in net sales, earnings performance, and other financial measures; the expected impact of pricing actions on our results of operations, including our sales volume and mix as well as gross margins; the expected impact of the inflationary cost environment on our business; the anticipatedeffects of factors affecting our supply chain, including the availability and prices of commodities and other supply chain resources such as raw materials, packaging, labor, and transportation; the potential impact of trade policies, including tariffs; the potential impact of legal challenges to U.S. tariffs, tariff refunds, and the timing and anticipated benefits thereof; the expected impact of productivity improvements, including those associated with our CCI program and the Global Business Services operating model initiative; the ability to identify, attract, hire, retain, and develop qualified personnel and the next generation of leaders; the impact of ongoing or future geopolitical conflicts, including those between Russia and Ukraine and the war/conflict in the Middle East, including the potential for broader economic disruption, in particular related to fuel and freight prices; expected working capital improvements; the anticipated timing and costs of implementing our business transformation initiative, which includes the implementation of a global enterprise resource planning (ERP) system; the expected impact of accounting pronouncements; expectations regarding pension and postretirement plan contributions and anticipated charges associated with those plans; the holding period and market risks associated with financial instruments; the impact of foreign exchange fluctuations; the adequacy of internally generated funds and existing sources of liquidity, such as the availability of bank financing; the anticipated sufficiency of future cash flows to enable payments of interest, repayment of short- and long-term debt, working capital needs, planned capital expenditures, quarterly dividends, and our ability to obtain additional short- and long-term financing or issue additional debt securities; and expectations regarding purchasing shares of our common stock under the existing repurchase authorization. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Actual results may be materially affected by factors that are beyond McCormick's and Unilever's control such as: the Company's ability to drive revenue growth; the Company's ability to increase pricing to offset, or partially offset, inflationary pressures on the cost of our products; damage to the Company's reputation or brand name; loss of brand relevance; increased private label use; the Company's ability to offset cost pressures or business impacts related to trade policies such as tariffs, including relating to tariff refunds; the Company's ability to drive productivity improvements, including those related to our CCI program and other streamlining actions; product quality, labeling, or safety concerns; negative publicity about our products; actions by, and the financial condition of, competitors and customers; the longevity of mutually beneficial relationships with our large customers; the ability to identify, interpret and react to changes in consumer preference and demand; business interruptions due to natural disasters, unexpected events or public health crises; issues affecting the Company's supply chain and procurement of raw materials, including fluctuations in the cost and availability of raw and packaging materials; labor shortage, turnover and labor cost increases; the impact of changing political and geopolitical conditions, including the ongoing conflicts between Russia and Ukraine and the war/conflict in the Middle East, and the potential for broader economic disruption; government regulation, and changes in legal and regulatory requirements and enforcement practices; the lack of successful acquisition and integration of new businesses; global economic and financial conditions generally, availability of financing, interest and inflation rates, and the imposition of tariffs, quotas, trade barriers and other similar restrictions; foreign currency fluctuations; the effects of the amount of our outstanding indebtedness and related level of debt service as well as the effects that such debt service may have on the Company's ability to borrow or the cost of any such additional borrowing, our credit rating, and our ability to react to certain economic and industry conditions;impairments of indefinite-lived intangible assets; assumptions we have made regarding the investment return on retirement plan assets, and the costs associated with pension obligations; the stability of credit and capital markets; risks associated with the Company's information technology systems, including the threat of data breaches and cyber-attacks; the Company's inability to successfully implement our business transformation initiative; fundamental changes in tax laws, including interpretations and assumptions we have made, and guidance that may be issued, and volatility in our effective tax rate; climate change; sustainability matters; infringement of intellectual property rights, and those of customers; litigation, legal and administrative proceedings; the Company's inability to achieve expected and/or needed cost savings or margin improvements; negative employee relations; risks related to the pending transaction with Unilever Foods, including: direct transaction costs and substantial transition and integration-related costs associated with the pending transaction; the parties' ability to meet expectations regarding the timing, completion and accounting and tax treatments of the proposed transaction, and the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement; the failure to obtain necessary regulatory approvals or any required financing, or to satisfy any of the other conditions to the proposed transaction; the possibility that unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies could adversely impact the value or expected benefit of, timing or pursuit of the proposed transaction; the risks and costs of the pursuit and/or implementation of the anticipated separation of Unilever Foods' business prior to closing; uncertainties as to access to available financing to consummate the proposed transaction upon acceptable terms and on a timely basis or at all; the failure to obtain the effectiveness of a registration statement on Form S-4 or our receipt of shareholder approval for the transaction; the effect of the announcement or pendency of the transaction on our or Unilever Foods' business relationships, competition, business, financial condition and operating results, including risks that the transaction disrupts current plans and operations of us or Unilever Foods; our or Unilever Foods' ability to retain and hire key personnel, risks related to diverting either management team's attention from ongoing business operations, and risks associated with third-party contracts containing consent and/or other provisions that may be triggered by the proposed transaction; our ability to successfully integrate Unilever Foods' operations and the implementation of and compliance with plans, agreements, forecasts and other expectations with respect to Unilever Foods' business or the combined business after the closing of the proposed transaction; our ability to manage additional debt and successfully de-lever following the proposed transaction; the outcome of any legal proceedings that may be instituted against us or Unilever Foods related to the proposed transaction; and other risks as described herein under Part II, Item 1A “Risk Factors—Risks Related to the Proposed Transaction”; and other risks described in the Company's filings with the Securities and Exchange Commission. Actual results could differ materially from those projected in the forward-looking statements. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.About McCormick McCormick & Company, Incorporated is a global leader in flavor. With approximately $7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French's, Frank's RedHot, Stubb's, OLD BAY, Lawry's, Zatarain's, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is committed to its Purpose – To Make Life More Flavorful – and driven by its Vision - To be the World's Most Trusted Source of Flavor. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Investor Relations: Faten Freiha -
[email protected]
Global Communications: Jill Marvin -
[email protected]
(Financial tables follow)Third Quarter Report McCormick & Company, Incorporated Consolidated Income Statement (Unaudited) (in millions except per share data) Three months ended Nine months ended August 31, 2026 August 31, 2025 August 31, 2026 August 31, 2025 Net sales $ 2,024.8 $ 1,724.9 $ 5,835.3 $ 4,989.9 Cost of goods sold 1,229.9 1,079.8 3,553.3 3,118.0 Gross profit 794.9 645.1 2,282.0 1,871.9 Selling, general and administrative expense 436.4 352.5 1,334.5 1,095.5 Special charges 141.5 3.9 226.6 16.7 Operating income 217.0 288.7 720.9 759.7 Interest expense 68.4 50.2 178.4 149.7 Other income, net 5.9 9.4 17.2 29.0 Income from consolidated operations before income taxes 154.5 247.9 559.7 639.0 Income tax expense 49.9 39.3 162.1 130.2 Net income from consolidated operations 104.6 208.6 397.6 508.8 Income from unconsolidated operations 3.0 19.1 892.5 58.3 Net income 107.6 227.7 1,290.1 567.1 Net income attributable to noncontrolling interests 10.0 2.2 26.2 4.3 Net income attributable to McCormick & Company $ 97.6 $ 225.5 $ 1,263.9 $ 562.8 Earnings per share – basic $ 0.36 $ 0.84 $ 4.70 $ 2.10 Earnings per share – diluted $ 0.36 $ 0.84 $ 4.69 $ 2.09 Average shares outstanding – basic 269.3 268.6 269.1 268.5 Average shares outstanding – diluted 269.4 269.3 269.3 269.4 Cash dividends paid per share – voting and non-voting $ 0.48 $ 0.45 $ 1.44 $ 1.35Third Quarter Report McCormick & Company, Incorporated Consolidated Balance Sheet (Unaudited) (in millions) August 31, 2026 November 30, 2025 ASSETS Cash and cash equivalents $ 331.1 $ 95.9 Trade accounts receivable, net of allowances 831.5 628.9 Inventories, net 1,446.1 1,272.0 Prepaid expenses and other current assets 296.1 141.3 Total current assets 2,904.8 2,138.1 Property, plant and equipment, net 1,537.7 1,448.8 Goodwill 6,303.9 5,301.3 Intangible assets, net 4,958.9 3,293.1 Other long-term assets 945.3 1,019.1 Total assets $ 16,650.6 $ 13,200.4 LIABILITIES AND SHAREHOLDERS’ EQUITY Short-term borrowings and current portion of long-term debt $ 2,112.1 $ 890.5 Trade accounts payable 1,481.3 1,259.4 Other accrued liabilities 826.6 912.3 Total current liabilities 4,420.0 3,062.2 Long-term debt 2,906.1 3,105.8 Deferred taxes 1,323.0 835.8 Other long-term liabilities 414.4 428.5 Total liabilities 9,063.5 7,432.3 Shareholders’ equity Common stock 580.3 582.4 Common stock non-voting 1,749.5 1,700.8 Retained earnings 4,811.5 3,816.4 Accumulated other comprehensive loss (138.0) (363.1) Total McCormick & Company shareholders’ equity 7,003.3 5,736.5 Non-controlling interests 583.8 31.6 Total shareholders’ equity 7,587.1 5,768.1 Total liabilities and shareholders’ equity $ 16,650.6 $ 13,200.4Third Quarter Report McCormick & Company, Incorporated Consolidated Cash Flow Statement (Unaudited) (in millions) Nine months ended August 31, 2026 August 31, 2025 Operating activities Net income $ 1,290.1 $ 567.1 Adjustments to reconcile net income to net cash flow provided by operating activities: Depreciation and amortization 213.1 172.1 Stock-based compensation 34.5 37.3 Amortization of inventory fair value adjustments associated with acquisition 15.0 — Asset impairments included in special charges 43.1 — Deferred income tax benefit (21.8) (15.8) Income from unconsolidated operations (25.7) (58.3) Gain on remeasurement of previously held equity interest (866.8) — Changes in operating assets and liabilities (net of effect of businesses acquired) Trade accounts receivable 10.2 (51.9) Inventories (44.6) (26.0) Trade accounts payable (9.8) (62.5) Other assets and liabilities (55.3) (181.2) Dividends from unconsolidated affiliates 16.8 39.4 Net cash flow provided by operating activities 598.8 420.2 Investing activities Acquisition of business, net of cash acquired (729.9) (34.1) Capital expenditures (including software) (131.2) (138.1) Net cash flow used in investing activities (861.1) (172.2) Financing activities Short-term borrowings, net 958.8 13.2 Long-term debt borrowings (net of debt issuance costs of $1.1) 498.3 2.4 Debt financing fees paid (75.0) — Long-term debt repayments (506.7) (15.7) Proceeds from exercised stock options 23.9 15.1 Taxes withheld and paid on employee stock awards (11.9) (13.2) Common stock acquired by purchase (10.9) (29.2) Dividends paid (387.0) (362.2) Dividends paid to joint venture partners (20.8) — Other financing activities 21.6 11.3 Net cash flow provided by (used in) financing activities 490.3 (378.3) Effect of exchange rate changes on cash and cash equivalents 7.2 39.1 Increase (decrease) in cash and cash equivalents 235.2 (91.2) Cash and cash equivalents at beginning of period 95.9 186.1 Cash and cash equivalents at end of period $ 331.1 $ 94.9
1 Oct
8-K
Changes in Registrant's Certifying Accountant
28 Sep
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
28 Aug
8-K
FOR IMMEDIATE RELEASE McCORMICK REPORTS STRONG SECOND QUARTER PERFORMANCE AND REAFFIRMS 2026 OUTLOOK HUNT VALLEY, Md., June 25, 2026 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today reported financial results for the second quarter ended May 31, 2026 and reaffirmed its outlook for fiscal 2026. • Net Sales increased 16.7% in the second quarter and included a 2.7% favorable impact from currency. Organic sales growth was 1.7%. • Operating income was $276 million in the second quarter compared to $246 million in the year-ago period. Adjusted operating income was $336 million compared to $259 million in the year-ago period. • Earnings per share was $0.56 in the second quarter as compared to $0.65 in the year-ago period. Adjusted earnings per share was $0.80 as compared to $0.69 in the year-ago period. • For fiscal year 2026, McCormick reaffirmed its sales growth, adjusted operating income and adjusted earnings per share outlook. • McCormick is making strong progress on integration planning for the proposed Unilever Foods combination and remains confident in delivering the expected strategic and financial benefits, including significant earnings per share accretion. Chairman, President, and CEO's Remarks Brendan M. Foley, Chairman, President, and CEO, stated, "Second quarter results demonstrate the continued strength and resilience of our business in a dynamic operating environment. Total organic growth was driven by accelerated momentum in Flavor Solutions, with gains across Flavors and Branded Foodservice customers, highlighting the benefits of our diversified flavor focused portfolio. We also effectively managed elevated inflation and incremental costs related to the Middle East conflict through productivity initiatives and cost savings programs, resulting in underlying margin improvement for the quarter. In addition, our performance was supported by accretion from the McCormick de Mexico acquisition."We are also advancing integration planning for the proposed combination with Unilever Foods. This transformative combination accelerates our growth strategy and reinforces our continued focus on flavor. It creates a diversified flavor leader with a robust growth profile that remains differentiated by its focus on flavoring calories while others compete for them. Our teams are working with focus and discipline to ensure we are well positioned to realize the anticipated strategic and financial benefits after the close. "Looking ahead to the rest of the year, we expect to sustain the momentum in Flavor Solutions and increase reinvestment to improve Consumer volume trends and organic sales. Our enhanced margin profile and operational rigor position us well to deliver a virtuous cycle of growth through continued investment in our brands, capabilities, and innovation that drive long-term value creation. Our fundamentals remain strong, supported by our advantaged categories and disciplined execution, giving us confidence in our ability to deliver on our 2026 outlook." "Finally, I want to recognize the dedication of our employees. Their continued commitment to serving consumers, customers, and one another reflects the strength of our Power of People culture and supports our sustained performance. I appreciate our teams' focus and collaboration across the business as they advance our priorities, including the ongoing integration planning for the proposed combination with Unilever Foods. Our strong culture will remain our foundation, as we build a future-ready organization to drive our long-term growth." Second Quarter 2026 Results Sales Metrics Second Quarter 2026 As Reported Organic(1) Acquisition Constant Currency % Change Volume/ Mix Price % Change % Change % Change Total Net Sales 16.7 % (0.5) % 2.2 % 1.7 % 12.3 % 14.0 % Total Consumer 22.8 % (1.9) % 2.7 % 0.8 % 19.6 % 20.4 % Americas 28.0 % (3.6) % 3.4 % (0.2) % 27.9 % 27.7 % EMEA 10.7 % 1.9 % 1.4 % 3.3 % — % 3.3 % APAC 10.0 % 2.4 % 0.5 % 2.9 % — % 2.9 % Total Flavor Solutions 8.9 % 1.4 % 1.5 % 2.9 % 3.0 % 5.9 % Americas 10.0 % 2.1 % 1.8 % 3.9 % 4.2 % 8.1 % EMEA 5.4 % (1.2) % 1.6 % 0.4 % — % 0.4 % APAC 7.5 % 0.8 % (0.6) % 0.2 % — % 0.2 % (1) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency.Profitability Metrics Second Quarter 2026 (in millions except per share data) As Reported Adjusted Q2 2026 vs. 2025 Q2 2026 vs. 2025 Gross profit $ 778.2 25.0 % $ 778.2 25.0 % Gross profit margin 40.2 % 270 bps 40.2 % 270 bps Operating income $ 276.4 12.4 % $ 336.4 30.1 % Operating income margin 14.3 % (50) bps 17.4 % 180 bps Net income attributable to McCormick $ 150.1 (14.2) % $ 215.9 16.8 % Earnings per share - diluted $ 0.56 (13.8) % $ 0.80 15.9 % Second Quarter 2026 Results Net sales increased 17% in the second quarter compared to the year-ago period and included a 3% favorable impact from currency. Sales from McCormick de Mexico contributed 12% to the sales increase. Organic sales increased 2%, driven by price. • Consumer segment net sales increased 23% from the second quarter of 2025 to $1,143 million including a 20% contribution from McCormick de Mexico and a 2% favorable impact from currency. Organic sales increased 1%, driven by a 3% increase from price partially offset by a 2% decline in volume and product mix. • Flavor Solutions segment net sales increased 9% from the second quarter of 2025 to $794 million and included a 3% favorable impact from currency and 3% contribution from McCormick de Mexico. Organic sales increased 3%, driven nearly equally by both price and volume and product mix. Gross profit for the second quarter increased by $155 million from the comparable period in 2025. Gross profit margin expanded 270 basis points versus the second quarter of last year. The expansion was driven by contribution from the acquisition of McCormick de Mexico, the impact of the IEEPA tariff refund, pricing, and cost savings led by the Company's Comprehensive Continuous Improvement (CCI) program, partially offset by higher commodity costs and costs related to the Middle East conflict. The IEEPA tariff refund reduced costs of goods sold by $28 million, reversing IEEPA tariff costs the business absorbed in prior periods. For the second quarter of 2026, the refund contributed approximately 140 basis points to gross profit margin expansion for the second quarter. Underlying gross profit margin expansion was 130 basis points for the quarter. Operating income was $276 million in the second quarter of 2026 compared to $246 million in the second quarter of 2025. Excluding special charges, adjusted operating income was $336 million compared to $259 million in the year-ago period. Adjusted operating income increased 30% from the year-ago period, including a 3% favorable impact from currency. In constant currency, adjusted operating income increased 27% driven by higher gross profit, cost savings led by the CCI program, including selling, general and administrative (SG&A) streamlining initiatives, partially offset byhigher SG&A expenses primarily due to acquisition related increase, as well as increased brand marketing investments and technology investments. • Consumer segment operating income, excluding special charges, increased 33% in the second quarter of 2026 compared to the year-ago period to $217 million, or 31% in constant currency. The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in brand marketing and technology. • Flavor Solutions segment operating income, excluding special charges, increased 26% in the second quarter of 2026 compared to the year-ago period to $120 million, or 22% in constant currency. The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in technology. Earnings per share was $0.56 in the second quarter of 2026 compared to $0.65 in the second quarter of 2025. Special charges, including transaction and integration costs, lowered diluted earnings per share by $0.24. Excluding special charges adjusted earnings per share was $0.80 in the second quarter of 2026 compared to $0.69 in the second quarter of 2025. The increase was primarily attributable to higher adjusted operating income and a lower adjusted effective tax rate, partially offset by lower unconsolidated income and higher interest expense. Fiscal Year 2026 Financial Outlook McCormick's fiscal 2026 outlook continues to reflect the Company's prioritized investments in key categories to sustain its volume trends and drive long-term profitable growth while appreciating the uncertainty of the consumer and macro environment, including global trade policies and the conflict in the Middle East. The Company's CCI program is continuing to fuel growth investments while also driving operating margin expansion. Lastly, the outlook reflects meaningful contributions from the acquisition of a controlling interest in McCormick de Mexico, which closed on January 2, 2026. Current Guide(1) June 2026 Reported Constant Currency Net sales growth 13% to 17% 12% to 16% Contribution from acquisition of McCormick de Mexico 11% to 13% 11%to 13% Organic sales growth(2) --- 1% to 3% Adjusted operating income 16% to 20% 15% to 19% Adjusted Earnings per share (EPS) $3.05 to $3.13 2% to 5% 1% to 4% (1) Amounts are rounded with percentages calculated from the underlying amounts (2) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. Current Guide - ExpectationsNet Sales: • Sustained total volume growth and increased pricing benefits relative to the prior year. Adjusted Operating Income: • Adjusted gross margin is now expected to expand by 100 to 120 basis points from 2025. Favorable impacts from organic sales growth, McCormick de Mexico accretion, and the Company's CCI program. • The benefit of the IEEPA tariff refund will be offset with increased inflationary costs, including costs related to the Middle East conflict, as well as continued investments in business growth. • SG&A expenses impacted by cost headwinds including digital transformation and build back of incentive compensation, as well as growth investments. In addition, SG&A is expected to benefit from the Company's CCI program, inclusive of streamlining initiatives. Adjusted Earnings per Share: • Adjusted operating income growth partially offset by: ◦ Tax rate of approximately 24.0% vs. 21.5% in 2025. ◦ Higher net interest expense, primarily associated with the McCormick de Mexico transaction. ◦ Income from unconsolidated operations no longer reflects ownership interest in McCormick de Mexico subsequent to the January 2026 acquisition. ◦ The acquisition of the additional ownership interest resulted in the consolidation of McCormick de Mexico's financial results in the Company's financial statements from the date of acquisition. Income attributable to noncontrolling interest reflects elimination of the 25% minority interest in McCormick de Mexico Net Income attributable to Grupo Herdez. The Company expects foreign currency rates to favorably impact net sales by 1%, adjusted operating income by 1%, and adjusted earnings per share by 1%. For fiscal 2026, the Company expects strong cash flow driven by profit and working capital initiatives and anticipates returning a significant portion of cash flow to shareholders through dividends. The Company's outlook for 2026 adjusted operating income and adjusted earnings per share are non- GAAP financial measures that exclude or otherwise adjust for items impacting comparability of financial results. The Company does not provide guidance on a GAAP basis as it cannot predict certain items included in GAAP results such as special charges, including transaction and integration expenses. McCormick Combination with Unilever Foods In March 2026, the Company announced the agreement to combine McCormick with Unilever’s Foods business, excluding India and other excluded businesses1 to create a preeminent global flavor-focused company operating in attractive, high-growth categories, with approximately $20 billion in fiscal year 2025 revenue2 and a 21% operating margin and strong cash flow generation. The transaction is expected to be accretive to McCormick’s net sales growth rate, operating margin, and adjusted EPS with mid- to high-single-digit adjusted EPS accretion anticipated within the first twelve months post-close and mid-to high-teens accretion expected in Year 3. The combined company is expected to realize approximately $600 million of annual run rate cost synergies net of growth reinvestments, and incremental cost and revenue synergies of $100 million that will be reinvested to further drive growth. Integration planning, led by experienced McCormick and Unilever Foods personnel, is currently underway to deliver these synergies. The Company expects to reach several key transaction milestones in the coming months. It expects to announce the location of a secondary listing on a European exchange by the end of July 2026. By the end of September 2026, the Company expects to share further detail on the operating model, cost and growth synergies, and the scope of the Transition Services Agreement (TSA). Lastly, the Company will provide an update on the two parallel workstreams to support separation of financial reports and regulatory filings. 1 Transaction excludes Unilever's food business in India, Nepal and Portugal; its Lifestyle & Nutrition business; its Buavita business; and its Lipton Ready-to-Drink business (together, the "Excluded Businesses"). 2 Combined sales figure represents McCormick's net sales for the fiscal year ended November 30, 2025, and Unilever Foods' net sales for the fiscal year ended December 31, 2025. Unilever Foods' financials based on 2025 reported financials, prepared under IFRS adjusted for the separated Foods business and translated from EUR to USD at the Unilever 2025 average rate of 1.124. Non-GAAP Financial Measures The following tables include financial measures of organic net sales, adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted income tax expense, adjusted income tax rate, adjusted net income, and adjusted diluted earnings per share. These represent non-GAAP financial measures which are prepared as a complement to our financial results prepared in accordance with United States generally accepted accounting principles. These financial measures exclude the impact, as applicable, of the following: • Special charges - Special charges consist of expenses and income associated with certain actions undertaken by us to reduce fixed costs, simplify or improve processes, and improve our competitiveness and are of such significance in terms of both up-front costs and organizational/structural impact to require advance approval by our Management Committee. Expenses associated with the approved actions are classified as special charges upon recognition and monitored on an ongoing basis through completion. Included in special charges are transaction and integration costs incurred in conjunction with acquisitions. • Gain on remeasurement of previously held equity interest - On January 2, 2026, we completed the acquisition of an additional 25% ownership interest in McCormick de Mexico which increased our ownership to a 75% controlling interest. Prior to the acquisition of the additional ownership interest, we accounted for our 50% ownership interest as an equity method investment. The acquisition of the additional ownership interest resulted in the consolidation of McCormick de Mexico's financial results. As a result of the consolidation, the carryingvalue of our previously held 50% ownership interest was remeasured to fair value resulting in a gain. We believe that these non-GAAP financial measures are important. The exclusion of the items noted above provides additional information that enables enhanced comparisons to prior periods and, accordingly, facilitates the development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of our ongoing operations and analyze our business performance and trends. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP; however, they should not be viewed as a substitute for, or superior to, GAAP results. Furthermore, these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, as they may calculate them differently than we do. We intend to continue providing these non-GAAP financial measures as part of our future earnings discussions, ensuring consistency in our financial reporting. A reconciliation of these non-GAAP financial measures to the related GAAP financial measures follows:(in millions except per share data) Three Months Ended Six Months Ended 5/31/2026 5/31/2025 5/31/2026 5/31/2025 Gross profit $ 778.2 $ 622.8 $ 1,487.1 $ 1,226.8 Impact of Special charges included in cost of goods sold — — 15.0 — Adjusted gross profit $ 778.2 $ 622.8 $ 1,502.1 $ 1,226.8 Gross profit margin(1) 40.2 % 37.5 % 39.0 % 37.6 % Impact of Special charges(1) — % — % 0.4 % — % Adjusted gross profit margin(1) 40.2 % 37.5 % 39.4 % 37.6 % Operating income $ 276.4 $ 245.8 $ 503.9 $ 471.0 Impact of Special charges 60.0 12.8 100.1 12.8 Adjusted operating income 336.4 258.6 604.0 483.8 Operating income margin(2) 14.3 % 14.8 % 13.2 % 14.4 % Impact of Special charges(2) 3.1 % 0.8 % 2.7 % 0.4 % Adjusted operating income margin(2) 17.4 % 15.6 % 15.9 % 14.8 % Income tax expense $ 63.5 $ 49.3 $ 112.2 $ 90.9 Impact of Special charges 1.0 3.0 10.9 3.0 Adjusted income tax expense $ 64.5 $ 52.3 $ 123.1 $ 93.9 Income tax rate(3) 28.8 % 24.1 % 27.7 % 23.2 % Impact of Special charges (6.3) % — % (3.7) % — % Adjusted income tax rate(3) 22.5 % 24.1 % 24.0 % 23.2 % Net income attributable to McCormick & Company $ 150.1 $ 175.0 $ 1,166.3 $ 337.3 Impact of Special charges, net of non- controlling interest(4)(5) 65.8 9.8 93.3 9.8 Gain on remeasurement of previously held equity interest — — (866.8) — Adjusted net income $ 215.9 $ 184.8 $ 392.8 $ 347.1 Earnings per share – diluted $ 0.56 $ 0.65 $ 4.33 $ 1.25 Impact of Special charges 0.24 0.04 0.35 0.04 Gain on remeasurement of previously held equity interest — — (3.22) — Adjusted earnings per share – diluted $ 0.80 $ 0.69 $ 1.46 $ 1.29(1) Gross profit margin, impact of special charges, and adjusted gross profit margin are calculated as gross profit, impact of special charges, and adjusted gross profit as a percentage of net sales for each period presented. The impact of special charges included in cost of goods sold represents the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. (2) Operating income margin, impact of special charges, and adjusted operating income margin are calculated as operating income, impact of special charges, and adjusted operating income as a percentage of net sales for each period presented. (3) Income tax rate is calculated as income tax expense as a percentage of income from consolidated operations before income taxes. Adjusted income tax rate is calculated as adjusted income tax expense as a percentage of income from consolidated operations before income taxes excluding special charges of $287.0 million and $217.4 million for the three months ended May 31, 2026 and 2025, respectively, and $512.1 million and $403.9 million for the six months ended May 31, 2026 and 2025, respectively. (4) The impact of special charges, net of noncontrolling interests, for six months ended May 31, 2026 includes a $2.6 million non-controlling interest effect associated with the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. (5) The impact of special charges, net of noncontrolling interests, for three and six months ended May 31, 2026 includes a net income impact of $5.2 million related to transaction expenses included in interest expense. Because we are a multi-national company, we are subject to variability of our reported U.S. dollar results due to changes in foreign currency exchange rates. Those changes can be volatile. The exclusion of the effects of foreign currency exchange, or what we refer to as amounts expressed “on a constant currency basis,” is a non-GAAP measure. We believe that this non-GAAP measure provides additional information that enables enhanced comparison to prior periods excluding the translation effects of changes in rates of foreign currency exchange and provides additional insight into the underlying performance of our operations located outside of the U.S. It should be noted that our presentation herein of amounts and percentage changes on a constant currency basis does not exclude the impact of foreign currency transaction gains and losses (that is, the impact of transactions denominated in other than the local currency of any of our subsidiaries in their local currency reported results). We provide organic net sales growth rates for our consolidated net sales and segment net sales. We believe that organic net sales growth rates provide useful information to investors because they provide transparency to underlying performance in our net sales by excluding the effect that foreign currency exchange rate fluctuations, acquisitions, and divestitures, as applicable, have on year-to-year comparability. A reconciliation of these measures from reported net sales growth rates, the relevant GAAP measures, are included in the tables set forth below. Percentage changes in sales and adjusted operating income expressed on a constant currency basis are presented excluding the impact of foreign currency exchange. To present this information for historical periods, current period results for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the corresponding period of the comparative year, rather than at the actual average exchange rates in effect during the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in the average foreign currency exchange rate between the current fiscal period and the corresponding period of the comparative year. Rates of constant currency and organic growth (decline) follow:Three Months Ended May 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Impact of acquisition Percentage change on an organic basis Total Net Sales 16.7 % 2.7 % 14.0 % 12.3 % 1.7 % Total Consumer 22.8 % 2.4 % 20.4 % 19.6 % 0.8 % Americas 28.0 % 0.3 % 27.7 % 27.9 % (0.2) % EMEA 10.7 % 7.4 % 3.3 % — % 3.3 % APAC 10.0 % 7.1 % 2.9 % — % 2.9 % Total Flavor Solutions 8.9 % 3.0 % 5.9 % 3.0 % 2.9 % Americas 10.0 % 1.9 % 8.1 % 4.2 % 3.9 % EMEA 5.4 % 5.0 % 0.4 % — % 0.4 % APAC 7.5 % 7.3 % 0.2 % — % 0.2 % Six Months Ended May 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Impact of acquisition Percentage change on an organic basis Total Net Sales 16.7 % 2.9 % 13.8 % 12.4 % 1.4 % Total Consumer 23.7 % 2.7 % 21.0 % 19.7 % 1.3 % Americas 29.1 % 0.3 % 28.8 % 28.4 % 0.4 % EMEA 13.1 % 9.6 % 3.5 % — % 3.5 % APAC 8.0 % 5.5 % 2.5 % — % 2.5 % Total Flavor Solutions 7.6 % 3.2 % 4.4 % 2.7 % 1.7 % Americas 8.1 % 1.9 % 6.2 % 3.8 % 2.4 % EMEA 6.3 % 6.4 % (0.1) % — % (0.1) % APAC 6.3 % 6.0 % 0.3 % — % 0.3 %Three Months Ended May 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Adjusted operating income: Consumer segment 32.6 % 1.9 % 30.7 % Flavor Solutions segment 25.8 % 4.4 % 21.4 % Total adjusted operating income 30.1 % 2.8 % 27.3 % Six Months Ended May 31, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Adjusted operating income: Consumer segment 27.8 % 1.9 % 25.9 % Flavor Solutions segment 19.6 % 4.5 % 15.1 % Total adjusted operating income 24.8 % 2.8 % 22.0 % To present the percentage change in projected 2026 net sales, adjusted operating income, and adjusted earnings per share (diluted) on a constant currency basis, the projected local currency net sales, adjusted operating income, and adjusted net income for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at forecasted exchange rates. These figures are then compared to the 2025 local currency projected results, which are translated into U.S. dollars at the average actual exchange rates in effect during the corresponding months of fiscal year 2025. This comparison determines what the 2025 consolidated U.S. dollar net sales, adjusted operating income, and adjusted earnings per share (diluted) would have been if the relevant currency exchange rates had not changed from those of the comparable 2025 periods.Projections for the Year Ending November 30, 2026 Percentage change in net sales 13% to 17% Impact of favorable foreign currency exchange 1% Percentage change in net sales in constant currency 12% to 16% Impact of acquisition 11% to 13% Percentage change in organic net sales 1% to 3% Percentage change in adjusted operating income 16% to 20% Impact of favorable foreign currency exchange 1% Percentage change in adjusted operating income in constant currency 15% to 19% Percentage change in adjusted earnings per share - diluted 2% to 5% Impact of favorable foreign currency exchange 1% Percentage change in adjusted earnings per share in constant currency - diluted 1% to 4% Live Webcast As previously announced, McCormick will hold a conference call with analysts today at 8:00 a.m. ET. A live audio webcast of the call along with the accompanying presentation materials will be available on the McCormick website, ir.mccormick.com. Forward-Looking Information Certain information contained in this release, including statements concerning expected performance such as those relating to net sales, gross margin, earnings, cost savings, special charges, including transaction and integration expenses, mergers, acquisitions, brand marketing support, volume and product mix, income tax expense, tariff-related matters, and the impact of foreign currency rates are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “believe,” “plan,” and similar expressions. These statements may relate to: the anticipated benefits and timing of, and our plans, strategies and objectives relating to, the pending transaction with Unilever Foods, including: due to the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the pending transaction, including changes in relevant tax and other applicable laws; the failure to obtain necessary regulatory approvals, approval of our shareholders, anticipated tax treatment or any required financing, or to satisfy any of the other conditions to the pending transaction; the possibility that unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies could impact the value or expected benefit of, timing or pursuit of the pending transaction; the risks and costs of the pursuit and/or implementation of the anticipated separation ofUnilever Foods business prior to closing, including the anticipated timing required to complete the separation, any adjustment to the terms of the separation and any changes to the configuration of the businesses included in the separation if implemented; the financing of the pending transaction, including with respect to the Bridge Facility, the Term Loan Facility, and any other subsequent financing; the effectiveness of a registration statement on Form S-4 and our receipt of shareholder approval for the pending transaction and certain related matters; the anticipated ownership percentages of McCormick shareholders, Unilever shareholders and Unilever following the closing of the pending transaction; the effect of the announcement or pendency of the pending transaction on Unilever Foods’ or McCormick’s business relationships, competition, business, financial condition and operating results; the ability of McCormick to successfully integrate Unilever Foods’ operations and implement its plans, forecasts and other expectations with respect to Unilever Foods’ business or the combined business after the closing of the pending transaction; the ability of McCormick to manage additional debt and successfully de-lever following the transaction; general economic and industry conditions, including consumer spending rates, recessions, interest rates, and availability of capital; expectations regarding sales growth potential in various geographies and markets, including the impact of brand marketing support, product innovation, and customer, channel, category, heat platform, and e-commerce expansion; the expected results of operations of businesses acquired, including the additional 25% ownership interest in McCormick de Mexico; expected trends in net sales, earnings performance, and other financial measures; the expected impact of pricing actions on the Company's results of operations, including our sales volume and mix as well as gross margins; the expected impact of the inflationary cost environment on our business; the anticipated effects of factors affecting our supply chain, including the availability and prices of commodities and other supply chain resources such as raw materials, packaging, labor, and transportation; the potential impact of trade policies, including tariffs; the potential impact of legal challenges to U.S. tariffs, tariff refunds, and the timing and anticipated benefits thereof; the expected impact of productivity improvements, including those associated with our CCI program and the Global Business Services operating model initiative; the ability to identify, attract, hire, retain, and develop qualified personnel and the next generation of leaders; the impact of ongoing or future geopolitical conflicts, including those between Russia and Ukraine and the war/conflict in the Middle East, including the potential for broader economic disruption, in particular related to fuel and freight prices; expected working capital improvements; the anticipated timing and costs of implementing our business transformation initiative, which includes the implementation of a global enterprise resource planning (ERP) system; the expected impact of accounting pronouncements; expectations regarding pension and postretirement plan contributions and anticipated charges associated with those plans; the holding period and market risks associated with financial instruments; the impact of foreign exchange fluctuations; the adequacy of internally generated funds and existing sources of liquidity, such as the availability of bank financing; the anticipated sufficiency of future cash flows to enable payments of interest, repayment of short- and long-term debt, working capital needs, planned capital expenditures, quarterly dividends, and our ability to obtain additional short- and long-term financing or issue additional debt securities; and expectations regarding purchasing shares of McCormick's common stock under the existing repurchase authorization. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Results may be materially affected by factors such as: the Company's ability to drive revenue growth;the Company's ability to increase pricing to offset, or partially offset, inflationary pressures on the cost of our products; damage to the Company's reputation or brand name; loss of brand relevance; increased private label use; the Company's ability to offset cost pressures or business impacts related to trade policies such as tariffs, including relating to tariff refunds; the Company's ability to drive productivity improvements, including those related to our CCI program and other streamlining actions; product quality, labeling, or safety concerns; negative publicity about our products; actions by, and the financial condition of, competitors and customers; the longevity of mutually beneficial relationships with our large customers; the ability to identify, interpret and react to changes in consumer preference and demand; business interruptions due to natural disasters, unexpected events or public health crises; issues affecting the Company's supply chain and procurement of raw materials, including fluctuations in the cost and availability of raw and packaging materials; labor shortage, turnover and labor cost increases; the impact of changing political and geopolitical conditions, including the ongoing conflicts between Russia and Ukraine and the war/conflict in the Middle East, including the potential for broader economic disruption; government regulation, and changes in legal and regulatory requirements and enforcement practices; the lack of successful acquisition and integration of new businesses; global economic and financial conditions generally, availability of financing, interest and inflation rates, and the imposition of tariffs, quotas, trade barriers and other similar restrictions; foreign currency fluctuations; the effects of our amount of outstanding indebtedness and related level of debt service as well as the effects that such debt service may have on the Company's ability to borrow or the cost of any such additional borrowing, our credit rating, and our ability to react to certain economic and industry conditions; impairments of indefinite- lived intangible assets; assumptions we have made regarding the investment return on retirement plan assets, and the costs associated with pension obligations; the stability of credit and capital markets; risks associated with the Company's information technology systems, including the threat of data breaches and cyber-attacks; the Company's inability to successfully implement our business transformation initiative; fundamental changes in tax laws; including interpretations and assumptions we have made, and guidance that may be issued, and volatility in our effective tax rate; climate change; Environmental, Social and Governance (ESG) matters; infringement of intellectual property rights, and those of customers; litigation, legal and administrative proceedings; the Company's inability to achieve expected and/or needed cost savings or margin improvements; negative employee relations; risks related to the pending transaction with Unilever Foods, including: direct transaction costs and substantial transition and integration-related costs associated with the pending transaction; the parties' ability to meet expectations regarding the timing, completion and accounting and tax treatments of the transaction, and the occurrence of any event, change or other circumstance that could give rise to the termination of the transaction agreement; the failure to obtain necessary regulatory approvals, anticipated tax treatment or any required financing, or to satisfy any of the other conditions to the transaction; the possibility that unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies could adversely impact the value or expected benefit of, timing or pursuit of the transaction; the risks and costs of the pursuit and/or implementation of the anticipated separation of Unilever Foods' business prior to closing; uncertainties as to access to available financing to consummate the transaction upon acceptable terms and on a timely basis or at all; the failure to obtain the effectiveness of a registration statement on Form S-4 or our receipt of shareholder approval for the transaction; the effect of the announcement or pendency of the transaction on Unilever Foods' or McCormick's business relationships, competition, business, financial condition and operating results, including risks that the transaction disrupts currentplans and operations of Unilever Foods or McCormick; the ability of Unilever Foods or McCormick to retain and hire key personnel, risks related to diverting either management team's attention from ongoing business operations, and risks associated with third-party contracts containing consent and/or other provisions that may be triggered by the transaction; the ability of McCormick to successfully integrate Unilever Foods' operations and implement its plans, forecasts and other expectations with respect to Unilever Foods' business or the combined business after the closing of the transaction; the ability of McCormick to manage additional debt and successfully de-lever following the transaction; the outcome of any legal proceedings that may be instituted against Unilever Foods or McCormick related to the transaction; and other risks as described herein under Part II, Item 1A “Risk Factors— Risks Relating to the Proposed Transaction”; and other risks described in the Company's filings with the Securities and Exchange Commission. Actual results could differ materially from those projected in the forward-looking statements. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. About McCormick McCormick & Company, Incorporated is a global leader in flavor. With approximately $7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French's, Frank's RedHot, Stubb's, OLD BAY, Lawry's, Zatarain's, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is committed to its Purpose – To Make Life More Flavorful – and driven by its Vision - To be the World's Most Trusted Source of Flavor. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Investor Relations: Faten Freiha -
[email protected]
Global Communications: Jill Marvin –
[email protected]
(Financial tables follow)Second Quarter Report McCormick & Company, Incorporated Consolidated Income Statement (Unaudited) (in millions except per share data) Three months ended Six months ended May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025 Net sales $ 1,936.6 $ 1,659.5 $ 3,810.5 $ 3,265.0 Cost of goods sold 1,158.4 1,036.7 2,323.4 2,038.2 Gross profit 778.2 622.8 1,487.1 1,226.8 Selling, general and administrative expense 441.8 364.2 898.1 743.0 Special charges 60.0 12.8 85.1 12.8 Operating income 276.4 245.8 503.9 471.0 Interest expense 62.7 51.0 110.0 99.5 Other income, net 6.5 9.8 11.3 19.6 Income from consolidated operations before income taxes 220.2 204.6 405.2 391.1 Income tax expense 63.5 49.3 112.2 90.9 Net income from consolidated operations 156.7 155.3 293.0 300.2 Income from unconsolidated operations 3.5 20.7 889.5 39.2 Net income 160.2 176.0 1,182.5 339.4 Net income attributable to noncontrolling interests 10.1 1.0 16.2 2.1 Net income attributable to McCormick & Company $ 150.1 $ 175.0 $ 1,166.3 $ 337.3 Earnings per share – basic $ 0.56 $ 0.65 $ 4.34 $ 1.26 Earnings per share – diluted $ 0.56 $ 0.65 $ 4.33 $ 1.25 Average shares outstanding – basic 269.2 268.6 269.0 268.5 Average shares outstanding – diluted 269.2 269.4 269.3 269.5 Cash dividends paid per share – voting and non-voting $ 0.48 $ 0.45 $ 0.96 $ 0.90Second Quarter Report McCormick & Company, Incorporated Consolidated Balance Sheet (Unaudited) (in millions) May 31, 2026 November 30, 2025 ASSETS Cash and cash equivalents $ 331.2 $ 95.9 Trade accounts receivable, net of allowances 709.4 628.9 Inventories, net 1,408.6 1,272.0 Prepaid expenses and other current assets 339.6 141.3 Total current assets 2,788.8 2,138.1 Property, plant and equipment, net 1,504.2 1,448.8 Goodwill 6,291.9 5,301.3 Intangible assets, net 4,937.5 3,293.1 Other long-term assets 954.7 1,019.1 Total assets $ 16,477.1 $ 13,200.4 LIABILITIES AND SHAREHOLDERS’ EQUITY Short-term borrowings and current portion of long-term debt $ 1,336.1 $ 890.5 Trade accounts payable 1,515.1 1,259.4 Other accrued liabilities 720.6 912.3 Total current liabilities 3,571.8 3,062.2 Long-term debt 3,597.4 3,105.8 Deferred taxes 1,327.0 835.8 Other long-term liabilities 407.6 428.5 Total liabilities 8,903.8 7,432.3 Shareholders’ equity Common stock 585.1 582.4 Common stock non-voting 1,729.0 1,700.8 Retained earnings 4,842.9 3,816.4 Accumulated other comprehensive loss (161.4) (363.1) Total McCormick & Company shareholders’ equity 6,995.6 5,736.5 Non-controlling interests 577.7 31.6 Total shareholders’ equity 7,573.3 5,768.1 Total liabilities and shareholders’ equity $ 16,477.1 $ 13,200.4Second Quarter Report McCormick & Company, Incorporated Consolidated Cash Flow Statement (Unaudited) (in millions) Six months ended May 31, 2026 May 31, 2025 Operating activities Net income $ 1,182.5 $ 339.4 Adjustments to reconcile net income to net cash flow provided by operating activities: Depreciation and amortization 136.5 110.9 Stock-based compensation 29.3 29.6 Amortization of inventory fair value adjustments associated with acquisition 15.0 — Deferred income tax benefit (11.3) (12.1) Income from unconsolidated operations (22.7) (39.2) Gain on remeasurement of previously held equity interest (866.8) — Changes in operating assets and liabilities (net of effect of businesses acquired) Trade accounts receivable 129.4 23.2 Inventories (6.3) (19.1) Trade accounts payable 30.2 (74.5) Other assets and liabilities (199.6) (219.4) Dividends from unconsolidated affiliates 14.5 22.6 Net cash flow provided by operating activities 430.7 161.4 Investing activities Acquisition of business, net of cash acquired (729.9) (19.8) Capital expenditures (including software) (75.2) (85.4) Other investing activities — — Net cash flow used in investing activities (805.1) (105.2) Financing activities Short-term borrowings, net 945.2 116.0 Long-term debt borrowings (net of debt issuance costs of $1.1) 497.7 0.9 Debt financing fees paid (51.0) — Long-term debt repayments (504.4) (13.6) Proceeds from exercised stock options 13.6 13.3 Taxes withheld and paid on employee stock awards (11.9) (12.6) Common stock acquired by purchase (10.9) (26.5) Dividends paid (257.9) (241.5) Dividends paid to joint venture partner (8.4) — Other financing activities (9.3) 21.1Net cash flow provided by (used in) financing activities 602.7 602.7 Effect of exchange rate changes on cash and cash equivalents 7.0 24.7 Increase (decrease) in cash and cash equivalents 235.3 (62.0) Cash and cash equivalents at beginning of period 95.9 186.1 Cash and cash equivalents at end of period $ 331.2 $ 124.1
25 Jun
8-K
FOR IMMEDIATE RELEASE McCormick Appoints Cindy Hoots to Board of Directors HUNT VALLEY, Md., May 26, 2026 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today announced that Cindy Hoots, former Chief Digital Officer & CIO, AstraZeneca PLC, has been appointed to the Board of Directors of McCormick effective June 1, 2026. Ms. Hoots is a seasoned technology and business leader with deep expertise in digital transformation, technology strategy, and enterprise modernization across global, multibillion- dollar organizations. She brings significant experience advising on and overseeing strategies related to business growth, risk management, organizational effectiveness, cybersecurity, AI, and other emerging technologies. Additionally, Ms. Hoots has broad experience across the consumer packaged goods (CPG) sector, with a focus on driving consumer-led innovation. Prior to her role at AstraZeneca, Ms. Hoots was Global Vice President, Technology at Unilever, and has held several IT and business leadership roles at BAT p.l.c., SABMiller, ITT Inc. and Mars Incorporated. Ms. Hoots is a member of the Board of Directors of Zoom Communications, Inc., advises startups, and serves on the Digital Advisory Council at BP. She holds a Bachelor of Science degree from DeVry Institute of Technology. “We are pleased to welcome Cindy to McCormick’s Board of Directors,” said Brendan M. Foley, Chairman, President and CEO of McCormick. “Cindy’s experience delivering technology strategies that drive growth and seamlessly connect employees, customers, and partners while supporting data-driven consumer innovation will bring important perspective to our Board as we continue to leverage technology to advance our business.” This appointment reflects McCormick's ongoing board refreshment process, which ensures the Company maintains a balanced mix of skills, experiences, and perspectives aligned with its strategic priorities and governance practices. With this appointment, the Board of Directors of McCormick will be comprised of 12 directors, 11 of which are independent. About McCormick McCormick & Company, Incorporated is a global leader in flavor. With approximately $7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French’s, Frank’s RedHot, Stubb’s, OLD BAY,Lawry’s, Zatarain’s, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is committed to its Purpose – To Make Life More Flavorful – and driven by its Vision - To be the World's Most Trusted Source of Flavor. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Global Communications: Jill Marvin -
[email protected]
26 May
8-K
Entry into a Material Definitive Agreement
1 May
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
17 Apr
8-K/A
Entry into a Material Definitive Agreement
6 Apr
8-K
Submission of Matters to a Vote of Security Holders
3 Apr
8-K
PRESS RELEASE, DATED MARCH 31, 2026
31 Mar
8-K
FOR IMMEDIATE RELEASE McCORMICK REPORTS STRONG FIRST QUARTER PERFORMANCE AND REAFFIRMS 2026 OUTLOOK HUNT VALLEY, Md., March 31, 2026 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today reported financial results for the first quarter ended February 28, 2026 and reaffirmed its outlook for fiscal 2026. • Net Sales increased 16.7% in the first quarter and included a 3.1% favorable impact from currency. Organic sales growth was 1.2%. • Operating income was $228 million in the first quarter compared to $225 million in the year-ago period. Adjusted operating income was $268 million compared to $225 million in the year-ago period. • Earnings per share was $3.77 in the first quarter as compared to $0.60 in the year-ago period. Earnings per share included a non-cash gain related to the McCormick de Mexico acquisition. Adjusted earnings per share was $0.66 as compared to $0.60 in the year-ago period. • For fiscal year 2026, McCormick reaffirmed its sales growth, adjusted operating income and adjusted earnings per share outlook. Chairman, President, and CEO's Remarks Brendan M. Foley, Chairman, President, and CEO, stated, "We are pleased to begin the year with first quarter results that demonstrate the strength and resilience of our business. We delivered strong growth in sales, adjusted operating income, and adjusted earnings per share, supported by the McCormick de Mexico acquisition and organic growth across both Consumer and Flavor Solutions. Strong sales, acquisition accretion, and disciplined cost management enabled margin expansion as we continued to invest for future growth." "First quarter total volumes were in line with our expectations, and we anticipate sequential improvement with growth building throughout the year, as we benefit from brand investments, increased innovation in both segments, and distribution gains. Our fundamentals remain strong, supported by our advantaged portfolio, disciplined execution, and continued investment, positioning us to drive sustained, profitable growth. We remain on track to achieve our 2026 outlook and remain committed to our vision of being a global flavor leader, while continuing to drive shareholder value.”"Finally, I want to thank our McCormick employees around the world. They are the foundation of our success, and I am continually inspired by their dedication and contributions. We remain committed to strengthening our Power of People culture and building a future-ready organization that will support our growth for years to come." First Quarter 2026 Results Sales Metrics First Quarter 2026 As Reported Organic(1) Acquisition Constant Currency % Change Volume/ Mix Price % Change % Change % Change Total Net Sales 16.7 % (0.7) % 1.9 % 1.2 % 12.4 % 13.6 % Total Consumer 24.5 % (0.4) % 2.2 % 1.8 % 19.8 % 21.6 % Americas 30.4 % (1.6) % 2.8 % 1.2 % 28.9 % 30.1 % EMEA 15.5 % 2.4 % 1.3 % 3.7 % — % 3.7 % APAC 6.2 % 2.1 % 0.1 % 2.2 % — % 2.2 % Total Flavor Solutions 6.2 % (1.0) % 1.5 % 0.5 % 2.4 % 2.9 % Americas 6.1 % (1.7) % 2.5 % 0.8 % 3.4 % 4.2 % EMEA 7.3 % (0.5) % — % (0.5) % — % (0.5) % APAC 5.1 % 2.6 % (2.1) % 0.5 % — % 0.5 % 1 Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. Profitability Metrics ($ in millions except per share data) First Quarter 2026 As Reported Adjusted Q1 2026 vs. 2025 Q1 2026 vs. 2025 Gross profit $ 708.9 17.4 % $ 723.9 19.9 % Gross profit margin 37.8 % 20 bps 38.6 % 100 bps Operating income $ 227.5 1.0 % $ 267.6 18.8 % Operating income margin 12.1 % (190) bps 14.3 % 30 bps Net income attributable to McCormick $ 1,016.2 526.1 % $ 176.9 9.0 % Earnings per share - diluted $ 3.77 528.3 % $ 0.66 10.0 %First Quarter 2026 Results Net sales increased 17% in the first quarter compared to the year-ago period and included a 3% favorable impact from currency. Sales from our January 2026 acquisition of McCormick de Mexico contributed 13% to the sales increase. Organic sales increased 1%, driven primarily by price. • Consumer segment net sales increased 25% from the first quarter of 2025 to $1,145 million including a 20% contribution from McCormick de Mexico and a 3% favorable impact from currency. Organic sales increased 2%, driven by price. • Flavor Solutions segment net sales increased 6% from the first quarter of 2025 to $729 million and included a 3% favorable impact from currency and 2% contribution from McCormick de Mexico. Organic sales increased 1%, driven by price. Gross profit for the first quarter increased by $105 million from the comparable period in 2025. Gross profit margin expanded 20 basis points versus the first quarter of last year. Excluding transaction expense related to the acquisition-date fair value adjustment of inventories, adjusted gross profit expanded 100 basis points versus the year-ago period. The expansion was driven by contribution from the acquisition of McCormick de Mexico, pricing, and cost savings led by the Company's Comprehensive Continuous Improvement (CCI) program partially offset by higher commodity costs. Operating income was $228 million in the first quarter of 2026 compared to $225 million in the first quarter of 2025. Excluding special charges, adjusted operating income was $268 million compared to $225 million in the year-ago period. Adjusted operating income increased 19% from the year-ago period, including a 3% favorable impact from currency. In constant currency, adjusted operating income increased 16%, driven by higher gross profit, cost savings led by the CCI program, including SG&A streamlining initiatives, partially offset by higher selling, general and administrative (SG&A) expenses primarily due to acquisition related increase, sustained brand marketing investments, and increased technology investments. • Consumer segment operating income, excluding special charges, increased 22% in the first quarter of 2026 compared to the year-ago period to $180 million, or 20% in constant currency. The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in brand marketing and technology. • Flavor Solutions segment operating income, excluding special charges, increased 12% in the first quarter of 2026 compared to the year-ago period to $88 million, or 7% in constant currency. The increase was driven by higher gross profit, partially offset by increased SG&A expenses including investments in technology. Earnings per share was $3.77 in the first quarter of 2026 compared to $0.60 in the first quarter of 2025. The non-cash gain on remeasurement of our previously held equity interest in McCormick de Mexico increased diluted earnings per share by $3.22 and special charges, including transaction and integration costs, lowered diluted earnings per share by $0.11. Excluding special charges and the non- cash gain, adjusted earnings per share was $0.66 in the first quarter of 2026 compared to $0.60 in the first quarter of 2025. The increase was primarily attributable to higher adjusted operating income.Fiscal Year 2026 Financial Outlook McCormick's fiscal 2026 outlook continues to reflect the Company's prioritized investments in key categories to sustain its volume trends and drive long-term profitable growth while appreciating the uncertainty of the consumer and macro environment, including global trade policies and the conflict in the Middle East. The Company's CCI program is continuing to fuel growth investments while also driving operating margin expansion. Lastly, the outlook reflects meaningful contributions from the acquisition of a controlling interest in McCormick de Mexico, which closed on January 2, 2026. Current Guide(1) March 2026 Reported Constant Currency Net sales growth 13% to 17% 12% to 16% Contribution from acquisition of McCormick de Mexico 11% to 13% 11% to 13% Organic sales growth (2) --- 1% to 3% Adjusted operating income 16% to 20% 15% to 19% Adjusted Earnings per share (EPS) $3.05 to $3.13 2% to 5% 1% to 4% (1) Amounts are rounded with percentages calculated from the underlying amounts (2) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. Current Guide - Expectations: Net Sales: • Sustained volume growth and increased pricing benefits relative to the prior year. Adjusted Operating Income: • Adjusted gross margin expansion to reflect recovery from 2025. Favorable impacts from organic sales growth, McCormick de Mexico accretion, and the Company's CCI program, partially offset by increased commodity costs. • SG&A expenses impacted by cost headwinds including digital transformation and build back of incentive compensation, as well as growth investments. In addition, SG&A is expected to benefit from the Company's CCI program, inclusive of streamlining initiatives. Adjusted Earnings per Share: • Adjusted operating income growth partially offset by: ◦ Tax rate of approximately 24% vs. 21.5% in 2025. ◦ Higher net interest expense, primarily associated with the McCormick de Mexico transaction. ◦ Income from unconsolidated operations no longer reflects ownership interest in McCormick de Mexico subsequent to the January 2026 acquisition.◦ The acquisition of the additional ownership interest resulted in the consolidation of McCormick de Mexico's financial results in the Company's financial statements from the date of acquisition. Income attributable to noncontrolling interest reflects elimination of the 25% minority interest in McCormick de Mexico Net Income attributable to Grupo Herdez. The Company expects foreign currency rates to favorably impact net sales by 1%, adjusted operating income by 1%, and adjusted earnings per share by 1%. For fiscal 2026, the Company expects strong cash flow driven by profit and working capital initiatives and anticipates returning a significant portion of cash flow to shareholders through dividends. The Company's outlook for 2026 adjusted operating income and adjusted earnings per share are non- GAAP financial measures that exclude or otherwise adjust for items impacting comparability of financial results. The Company is unable to reconcile its projected adjusted operating income to its projected reported operating income for 2026 because it cannot reasonably predict the amount of any additional special charges, including transaction and integration expenses that may be recognized during this time period. Similarly, the Company is unable to reconcile its projected adjusted earnings per share to projected reported earnings per share for 2026 due to the same factors affecting reported operating income. Non-GAAP Financial Measures The following tables include financial measures of organic net sales, adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted income tax expense, adjusted income tax rate, adjusted net income, and adjusted diluted earnings per share. These represent non-GAAP financial measures which are prepared as a complement to our financial results prepared in accordance with United States generally accepted accounting principles. These financial measures exclude the impact, as applicable, of the following: • Special charges - Special charges consist of expenses and income associated with certain actions undertaken by us to reduce fixed costs, simplify or improve processes, and improve our competitiveness and are of such significance in terms of both up-front costs and organizational/structural impact to require advance approval by our Management Committee. Expenses associated with the approved actions are classified as special charges upon recognition and monitored on an ongoing basis through completion. Included in special charges are transaction and integration costs incurred in conjunction with acquisitions. • Gain on remeasurement of previously held equity interest - On January 2, 2026, we completed the acquisition of an additional 25% ownership interest in McCormick de Mexico which increased our ownership to a 75% controlling interest. Prior to the acquisition of the additional ownership interest, we accounted for our 50% ownership interest as an equity method investment. The acquisition of the additional ownership interest resulted in the consolidationof McCormick de Mexico's financial results. As a result of the consolidation, the carrying value of our previously held 50% ownership interest was remeasured to fair value resulting in a gain. We believe that these non-GAAP financial measures are important. The exclusion of the items noted above provides additional information that enables enhanced comparisons to prior periods and, accordingly, facilitates the development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of our ongoing operations and analyze our business performance and trends. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP; however, they should not be viewed as a substitute for, or superior to, GAAP results. Furthermore, these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, as they may calculate them differently than we do. We intend to continue providing these non-GAAP financial measures as part of our future earnings discussions, ensuring consistency in our financial reporting. A reconciliation of these non-GAAP financial measures to the related GAAP financial measures follows:(in millions except per share data) Three Months Ended 2/28/2026 2/28/2025 Gross profit $ 708.9 $ 604.0 Impact of special charges included in cost of goods sold 15.0 — Adjusted gross profit $ 723.9 $ 604.0 Gross profit margin (1) 37.8 % 37.6 % Impact of special charges (1) 0.8 % — % Adjusted gross profit margin (1) 38.6 % 37.6 % Operating income $ 227.5 $ 225.2 Impact of special charges 40.1 — Adjusted operating income 267.6 225.2 Operating income margin (2) 12.1 % 14.0 % Impact of special charges (2) 2.2 % — % Adjusted operating income margin (2) 14.3 % 14.0 % Income tax expense $ 48.7 $ 41.6 Impact of special charges 9.9 — Adjusted income tax expense $ 58.6 $ 41.6 Income tax rate (3) 26.3 % 22.3 % Impact of special charges (0.3) % — % Adjusted income tax rate (3) 26.0 % 22.3 % Net income attributable to McCormick & Company $ 1,016.2 $ 162.3 Impact of special charges, net of non-controlling interest (4) 27.5 — Gain on remeasurement of previously held equity interest (866.8) — Adjusted net income $ 176.9 $ 162.3 Earnings per share – diluted $ 3.77 $ 0.60 Impact of special charges 0.11 — Gain on remeasurement of previously held equity interest (3.22) — Adjusted earnings per share – diluted $ 0.66 $ 0.60(1) Gross profit margin, impact of special charges, and adjusted gross profit margin are calculated as gross profit, impact of special charges, and adjusted gross profit as a percentage of net sales for each period presented. The impact of special charges included in cost of goods sold represents the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. (2) Operating income margin, impact of special charges, and adjusted operating income margin are calculated as operating income, impact of special charges, and adjusted operating income as a percentage of net sales for each period presented. (3) Income tax rate is calculated as income tax expense as a percentage of income from consolidated operations before income taxes. Adjusted income tax rate is calculated as adjusted income tax expense as a percentage of income from consolidated operations before income taxes excluding special charges of $225.1 million and $186.5 million for the three months ended February 28, 2026 and 2025, respectively. (4) The impact of special charges, net of noncontrolling interests, for the three months ended February 28, 2026 represents a $2.6 million non-controlling interest effect associated with the step-up of acquired inventory recognized in cost of goods sold as the related inventory was sold. Because we are a multi-national company, we are subject to variability of our reported U.S. dollar results due to changes in foreign currency exchange rates. Those changes can be volatile. The exclusion of the effects of foreign currency exchange, or what we refer to as amounts expressed “on a constant currency basis,” is a non-GAAP measure. We believe that this non-GAAP measure provides additional information that enables enhanced comparison to prior periods excluding the translation effects of changes in rates of foreign currency exchange and provides additional insight into the underlying performance of our operations located outside of the U.S. It should be noted that our presentation herein of amounts and percentage changes on a constant currency basis does not exclude the impact of foreign currency transaction gains and losses (that is, the impact of transactions denominated in other than the local currency of any of our subsidiaries in their local currency reported results). We provide organic net sales growth rates for our consolidated net sales and segment net sales. We believe that organic net sales growth rates provide useful information to investors because they provide transparency to underlying performance in our net sales by excluding the effect that foreign currency exchange rate fluctuations, acquisitions, and divestitures, as applicable, have on year-to-year comparability. A reconciliation of these measures from reported net sales growth rates, the relevant GAAP measures, are included in the tables set forth below. Percentage changes in sales and adjusted operating income expressed on a constant currency basis are presented excluding the impact of foreign currency exchange. To present this information for historical periods, current period results for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the corresponding period of the comparative year, rather than at the actual average exchange rates in effect during the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in the average foreign currency exchange rate between the current fiscal period and the corresponding period of the comparative year. Rates of constant currency and organic growth (decline) follow:Three Months Ended February 28, 2026 Percentage change as reported Impact of foreign currency exchange Percentage change on constant currency basis Impact of acquisition Percentage change on an organic basis Total Net Sales 16.7 % 3.1 % 13.6 % 12.4 % 1.2 % Total Consumer 24.5 % 2.9 % 21.6 % 19.8 % 1.8 % Americas 30.4 % 0.3 % 30.1 % 28.9 % 1.2 % EMEA 15.5 % 11.8 % 3.7 % — % 3.7 % APAC 6.2 % 4.0 % 2.2 % — % 2.2 % Total Flavor Solutions 6.2 % 3.3 % 2.9 % 2.4 % 0.5 % Americas 6.1 % 1.9 % 4.2 % 3.4 % 0.8 % EMEA 7.3 % 7.8 % (0.5) % — % (0.5) % APAC 5.1 % 4.6 % 0.5 % — % 0.5 % Three Months Ended February 28, 2026 Percentage Change as Reported Impact of Foreign Currency Exchange Percentage Change on Constant Currency Basis Adjusted operating income Consumer segment 22.4 % 1.9 % 20.5 % Flavor Solutions segment 12.1 % 4.6 % 7.5 % Total adjusted operating income 18.8 % 2.8 % 16.0 % To present the percentage change in projected 2026 net sales, adjusted operating income, and adjusted earnings per share (diluted) on a constant currency basis, the projected local currency net sales, adjusted operating income, and adjusted net income for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at forecasted exchange rates. These figures are then compared to the 2025 local currency projected results, which are translated into U.S. dollars at the average actual exchange rates in effect during the corresponding months of fiscal year 2025. This comparison determines what the 2025 consolidated U.S. dollar net sales, adjusted operating income, and adjusted earnings per share (diluted) would have been if the relevant currency exchange rates had not changed from those of the comparable 2025 periods.Projections for the Year Ending November 30, 2026 Percentage change in net sales 13% to 17% Impact of favorable foreign currency exchange 1 % Percentage change in net sales in constant currency 12% to 16% Impact of acquisition 11% to 13% Percentage change in organic net sales 1% to 3% Percentage change in adjusted operating income 16% to 20% Impact of favorable foreign currency exchange 1 % Percentage change in adjusted operating income in constant currency 15% to 19% Percentage change in adjusted earnings per share - diluted 2% to 5% Impact of favorable foreign currency exchange 1 % Percentage change in adjusted earnings per share in constant currency- diluted 1% to 4% Live Webcast As previously announced, McCormick will hold a conference call with analysts today at 8:00 a.m. ET. A live audio webcast of the call along with the accompanying presentation materials will be available on the McCormick website, ir.mccormick.com. Forward-Looking Information Certain information contained in this release, including statements concerning expected performance such as those relating to net sales, gross margin, earnings, cost savings, special charges, including transaction and integration expenses, acquisitions, brand marketing support, volume and product mix, income tax expense, and the impact of foreign currency rates are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “believe,” “plan,” and similar expressions. These statements may relate to: general economic and industry conditions, including consumer spending rates, recessions, interest rates, and availability of capital; expectations regarding sales growth potential in various geographies and markets, including the impact of brand marketing support, product innovation, and customer, channel, category, heat platform, and e-commerce expansion; the expected results of operations of businesses acquired, including the additional 25% ownership interest in McCormick de Mexico; expected trends in net sales, earnings performance, and other financial measures; the expected impact of pricing actions on the Company's results of operations, including our sales volume and mix as well as gross margins; the expected impact of the inflationary cost environment on our business; the anticipated effects of factors affecting our supply chain, including the availability and prices of commodities and other supply chain resources such as raw materials, packaging, labor, and transportation; the potential impact of trade policies, including tariffs; the impact of legal challenges to U.S. tariffs; the expected impact of productivity improvements, including those associated with our CCI program and the Global Business Services operating model initiative; the ability to identify, attract, hire, retain, anddevelop qualified personnel and the next generation of leaders; the impact of ongoing conflicts or future geopolitical, including those between Russia and Ukraine and the war/conflict in the Middle East, including the potential for broader economic disruption, in particular related to fuel prices; expected working capital improvements; the anticipated timing and costs of implementing our business transformation initiative, which includes the implementation of a global enterprise resource planning (ERP) system; the expected impact of accounting pronouncements; expectations regarding pension and postretirement plan contributions and anticipated charges associated with those plans; the holding period and market risks associated with financial instruments; the impact of foreign exchange fluctuations; the adequacy of internally generated funds and existing sources of liquidity, such as the availability of bank financing; the anticipated sufficiency of future cash flows to enable payments of interest, repayment of short- and long-term debt, working capital needs, planned capital expenditures, quarterly dividends, and our ability to obtain additional short- and long-term financing or issue additional debt securities; and expectations regarding purchasing shares of McCormick's common stock under the existing repurchase authorization. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Results may be materially affected by factors such as: the Company's ability to drive revenue growth; the Company's ability to increase pricing to offset, or partially offset, inflationary pressures on the cost of our products; damage to the Company's reputation or brand name; loss of brand relevance; increased private label use; the Company's ability to offset cost pressures or business impacts related to trade policies, including tariffs; the Company's ability to drive productivity improvements, including those related to our CCI program and other streamlining actions; product quality, labeling, or safety concerns; negative publicity about our products; actions by, and the financial condition of, competitors and customers; the longevity of mutually beneficial relationships with our large customers; the ability to identify, interpret and react to changes in consumer preference and demand; business interruptions due to natural disasters, unexpected events or public health crises; issues affecting the Company's supply chain and procurement of raw materials, including fluctuations in the cost and availability of raw and packaging materials; labor shortage, turnover and labor cost increases; the impact of changing political and geopolitical conditions including the ongoing conflicts between Russia and Ukraine and the war in the Middle East, as well as the potential for broader economic disruption; government regulation, and changes in legal and regulatory requirements and enforcement practices; the lack of successful acquisition and integration of new businesses; global economic and financial conditions generally, availability of financing, interest and inflation rates, and the imposition of tariffs, quotas, trade barriers and other similar restrictions; foreign currency fluctuations; the effects of our amount of outstanding indebtedness and related level of debt service as well as the effects that such debt service may have on the Company's ability to borrow or the cost of any such additional borrowing, our credit rating, and our ability to react to certain economic and industry conditions; impairments of indefinite-lived intangible assets; assumptions we have made regarding the investment return on retirement plan assets, and the costs associated with pension obligations; the stability of credit and capital markets; risks associated with the Company's information technology systems, including the threat of data breaches and cyber-attacks; the Company's inability to successfully implement our business transformation initiative; fundamental changes in tax laws; including interpretations and assumptions we have made, and guidance that may be issued, and volatility in our effective tax rate; climate change; Environmental, Social andGovernance (ESG) matters; infringement of intellectual property rights, and those of customers; litigation, legal and administrative proceedings; the Company's inability to achieve expected and/or needed cost savings or margin improvements; negative employee relations; and other risks described in the Company's filings with the Securities and Exchange Commission. Actual results could differ materially from those projected in the forward-looking statements. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. About McCormick McCormick & Company, Incorporated is a global leader in flavor. With approximately $7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French's, Frank's RedHot, Stubb's, OLD BAY, Lawry's, Zatarain's, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is committed to its Purpose – To Make Life More Flavorful – and driven by its Vision - To be the World's Most Trusted Source of Flavor. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Investor Relations: Faten Freiha -
[email protected]
Global Communications:
[email protected]
(Financial tables follow)First Quarter Report McCormick & Company, Incorporated Consolidated Income Statement (Unaudited) (In millions except per-share data) Three months ended February 28, 2026 February 28, 2025 Net sales $ 1,873.9 $ 1,605.5 Cost of goods sold 1,165.0 1,001.5 Gross profit 708.9 604.0 Selling, general and administrative expense 456.3 378.8 Special charges 25.1 — Operating income 227.5 225.2 Interest expense 47.3 48.5 Other income, net 4.8 9.8 Income from consolidated operations before income taxes 185.0 186.5 Income tax expense 48.7 41.6 Net income from consolidated operations 136.3 144.9 Income from unconsolidated operations 886.0 18.5 Net income 1,022.3 163.4 Net income attributable to noncontrolling interests (6.1) (1.1) Net income attributable to McCormick & Company $ 1,016.2 $ 162.3 Earnings per share – basic $ 3.78 $ 0.60 Earnings per share – diluted $ 3.77 $ 0.60 Average shares outstanding – basic 268.8 268.3 Average shares outstanding – diluted 269.4 269.5 Cash dividends paid per share – voting and non-voting $ 0.48 $ 0.45First Quarter Report McCormick & Company, Incorporated Consolidated Balance Sheet (Unaudited) (In millions) February 28, 2026 November 30, 2025 ASSETS Cash and cash equivalents $ 177.7 $ 95.9 Trade accounts receivable, net of allowances 829.2 628.9 Inventories, net 1,366.5 1,272.0 Prepaid expenses and other current assets 235.9 141.3 Total current assets 2,609.3 2,138.1 Property, plant and equipment, net 1,510.3 1,448.8 Goodwill 6,316.5 5,301.3 Intangible assets, net 4,961.6 3,293.1 Other long-term assets 948.6 1,019.1 Total assets $ 16,346.3 $ 13,200.4 LIABILITIES AND SHAREHOLDERS’ EQUITY Short-term borrowings and current portion of long-term debt $ 1,319.3 $ 890.5 Trade accounts payable 1,391.6 1,259.4 Other accrued liabilities 731.2 912.3 Total current liabilities 3,442.1 3,062.2 Long-term debt 3,604.1 3,105.8 Deferred taxes 1,323.9 835.8 Other long-term liabilities 420.1 428.5 Total liabilities 8,790.2 7,432.3 Shareholders’ equity Common stock 583.4 582.4 Common stock non-voting 1,722.7 1,700.8 Retained earnings 4,823.1 3,816.4 Accumulated other comprehensive loss (148.9) (363.1) Total McCormick & Company shareholders’ equity 6,980.3 5,736.5 Non-controlling interests 575.8 31.6 Total shareholders’ equity 7,556.1 5,768.1 Total liabilities and shareholders’ equity $ 16,346.3 $ 13,200.4First Quarter Report McCormick & Company, Incorporated Consolidated Cash Flow Statement (Unaudited) (In millions) Three Months Ended February 28, 2026 February 28, 2025 Operating activities Net income $ 1,022.3 $ 163.4 Adjustments to reconcile net income to net cash flow provided by operating activities: Depreciation and amortization 63.0 53.8 Stock-based compensation 20.7 20.0 Amortization of inventory fair value adjustments associated with acquisition 15.0 — Deferred income tax benefit (7.5) (9.2) Income from unconsolidated operations (19.2) (18.5) Gain on remeasurement of previously held equity interest (866.8) — Changes in operating assets and liabilities (net of effect of business acquired) Trade accounts receivable 18.7 65.2 Inventories 35.1 (11.7) Trade accounts payable (98.7) (70.9) Other assets and liabilities (145.6) (84.9) Dividends from unconsolidated affiliates 13.9 8.3 Net cash flow provided by operating activities 50.9 115.5 Investing activities Acquisition of business, net of cash acquired (729.9) — Capital expenditures (including software) (32.5) (37.1) Net cash flow used in investing activities (762.4) (37.1) Financing activities Short-term borrowings (repayments), net 928.5 (25.9) Long-term debt borrowings (net of debt issuance costs of 497.4 — Long-term debt repayments (502.2) (11.5) Proceeds from exercised stock options 12.6 6.7 Taxes withheld and paid on employee stock awards (9.2) (6.7) Common stock acquired by purchase (10.9) (17.2) Dividends paid (128.9) (120.7) Other financing activities (5.6) 20.1 Net cash flow provided by (used in) financing activities 781.7 (155.2) Effect of exchange rate changes on cash and cash equivalents 11.6 (6.5) Increase (decrease) in cash and cash equivalents 81.8 (83.3) Cash and cash equivalents at beginning of period 95.9 186.1Cash and cash equivalents at end of period $ 177.7 $ 102.8
31 Mar
8-K
Other Events
26 Mar
8-K
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
18 Mar
8-K
Other Events
5 Feb
8-K
McCORMICK REPORTS STRONG 2025 FINANCIAL RESULTS AND PROVIDES 2026 OUTLOOK HUNT VALLEY, Md., Jan. 22, 2026 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today reported financial results for the fourth quarter and fiscal year ended November 30, 2025 and provided its financial outlook for fiscal year 2026. • Net sales increased 3% in the fourth quarter from the year-ago period and included a 1% favorable impact from currency. Organic sales grew 2% compared to the year-ago period. Earnings per share was $0.84 in the fourth quarter compared to $0.80 in the year-ago period. Adjusted earnings per share was $0.86 compared to $0.80 in the year- ago period. • Operating income was $311 million in the fourth quarter compared to $306 million in the year-ago period. Adjusted operating income was $317 million compared to $308 million in the year-ago period. • For fiscal year 2025, sales increased 2% from the prior year. As there was minimal impact from currency, organic sales were the same as reported sales. The sales increase was driven by volume and pricing. Earnings per share of $2.93 compared to $2.92 in 2024. Adjusted earnings per share was $3.00 in 2025 compared to $2.95 in 2024. • Operating income was $1,071 million in 2025 compared to $1,060 million in 2024. Adjusted operating income was $1,094 million compared to $1,070 million in the year- ago period. • Cash flow from operations was $962 million for fiscal year 2025 compared to $922 million in 2024. In November, the Board authorized a 7% increase to the quarterly dividend, marking the 40th consecutive year of dividend increases. • The Company's 2026 outlook reflects continued investment in core categories to sustain its differentiated net sales and volume trends, expand operating margins, and drive shareholder value.Chairman, President, and CEO's Remarks Brendan M. Foley, Chairman, President, and CEO, stated, "McCormick's performance in 2025 demonstrated the strength and resilience of our business. We achieved differentiated, volume-led organic growth and share gains powered by continued investment in our brands, expanded distribution, and innovation across our portfolio. Despite inflationary pressures and rising costs from a shifting global trade environment, we achieved operating profit growth and operating margin expansion while continuing to invest for future growth. Additionally, we generated strong cash flow, strengthened our balance sheet, and advanced our flavor leadership through the McCormick de Mexico transaction." "As we move into 2026, McCormick is operating from a position of strength, a solid foundation, and a clear focus on sustainable, profitable growth. Our outlook reflects continued top-line momentum, gross margin recovery, and strong operating profit performance, supported by executing on our strategic priorities, efficiency gains, and the strategic acquisition of a controlling interest in McCormick de Mexico. While global trade dynamics continue to create headwinds and we are facing elevated costs for the year, we are leveraging our competitive advantages, productivity initiatives, and cost management discipline to help mitigate these pressures, sustain volume growth, and fund investments that drive long-term value creation." "Lastly, I am proud of and grateful to McCormick employees worldwide. Their dedication, agility, and commitment to excellence continue to propel our success. Together, we are executing with discipline, advancing our leadership in flavor, and delivering differentiated results for consumers, customers, and shareholders." Fourth Quarter and Fiscal Year 2025 Results Sales Metrics Fourth Quarter 2025 As Reported Organic1 % Change Volume/ Mix Price % Change Total Net Sales 2.9 % 0.2 % 1.9 % 2.1 % Total Consumer 3.9 % 1.0 % 2.1 % 3.1 % Americas 3.1 % 1.0 % 2.2 % 3.2 % EMEA 8.5 % 0.8 % 2.3 % 3.1 % APAC 0.7 % 1.8 % — % 1.8 % Total Flavor Solutions 1.4 % (0.9) % 1.6 % 0.7 % Americas 2.1 % (1.6) % 3.1 % 1.5 % EMEA (1.1) % (1.3) % (1.8) % (3.1) % APAC 1.7 % 4.5 % (2.0) % 2.5 %Fiscal Year 2025 As Reported Organic1 % Change Volume/ Mix Price % Change Total Net Sales 1.7 % 1.2 % 0.7 % 1.9 % Total Consumer 2.6 % 2.1 % 0.3 % 2.4 % Americas 2.0 % 2.4 % (0.1) % 2.3 % EMEA 6.0 % 1.4 % 2.1 % 3.5 % APAC 1.0 % 1.7 % 0.2 % 1.9 % Total Flavor Solutions 0.5 % (0.2) % 1.3 % 1.1 % Americas 0.5 % (0.7) % 2.6 % 1.9 % EMEA (2.2) % (2.2) % (2.1) % (4.3) % APAC 6.2 % 8.6 % (1.9) % 6.7 % 1 Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. For the fourth quarter and fiscal year 2025, organic sales are equal to constant currency sales Profitability Metrics ($ in millions except per share data) Fourth Quarter 2025 As Reported Adjusted Q4 2025 vs. 2024 Q4 2025 vs. 2024 Gross profit $ 720.3 (0.3) % $ 721.4 (0.1) % Gross profit margin 38.9 % (130) bps 39.0 % (120) bps Operating income $ 311.1 1.6 % $ 316.6 2.9 % Operating income margin 16.8 % (20) bps 17.1 % 0 bps Net income $ 226.6 5.3 % $ 230.9 6.7 % Earnings per share - diluted $ 0.84 5.0 % $ 0.86 7.5 % Fiscal Year 2025 As Reported Adjusted FY 2025 vs. 2024 FY 2025 vs. 2024 Gross profit $ 2,592.2 — % $ 2,594.3 0.1 % Gross profit margin 37.9 % (60) bps 37.9 % (60) bps Operating income $ 1,070.8 1.0 % $ 1,094.0 2.3 % Operating income margin 15.7 % (10) bps 16.0 % 10 bps Net income $ 789.4 0.1 % $ 807.1 1.4 % Earnings per share - diluted $ 2.93 0.3 % $ 3.00 1.7 % Fourth Quarter 2025 Results Net sales in the fourth quarter increased 3% from the year-ago period and included a 1% favorable impact from currency. Organic sales increased 2%, driven by growth in both segments.• Consumer segment net sales increased 4% from the fourth quarter of 2024 to $1,127 million, including a 1% favorable impact from currency. Organic sales increased 3%, driven by a 2% increase in price, reflecting tariff and inflation related pricing actions, and 1% increase in volume and product mix. • Flavor Solutions segment sales increased 2% from the fourth quarter of 2024 to $723 million, with a 1% impact from currency. Organic sales increased 1% driven by a 2% contribution from price, partially offset by a 1% decline in volume and product mix. Gross profit for the fourth quarter decreased by $2 million from the comparable period in 2024. Gross profit margin contracted 130 basis points versus the fourth quarter of last year. Excluding special charges, adjusted gross profit contracted 120 basis points versus the year-ago period. This contraction was primarily driven by higher commodity costs, tariffs, and costs to support increased capacity for future growth, partially offset by cost savings led by the Company's Comprehensive Continuous Improvement (CCI) program. Operating income was $311 million in the fourth quarter of 2025 compared to $306 million in the fourth quarter of 2024. Excluding special charges, adjusted operating income was $317 million compared to $308 million in the year-ago period. Adjusted operating income increased 3% from the year-ago period, and included a 1% impact from currency. In constant currency, adjusted operating income increased 2%, driven by decreased selling, general and administrative (SG&A) expenses, due to lower employee-related benefit expense and cost savings led by the CCI program, including SG&A streamlining initiatives, partially offset by lower gross profit, sustained brand marketing investments, and increased technology investments. • Consumer segment operating income, excluding special charges, increased 1% to $231 million in the fourth quarter of 2025 compared to the year-ago period, with minimal impact from currency. The increase was driven by higher sales and decreased SG&A expenses, partially offset by increased commodity costs and tariffs. • Flavor Solutions segment operating income, excluding special charges, increased 7% to $86 million in the fourth quarter of 2025 compared to the year-ago period, or 6% in constant currency. This increase was driven by higher sales and decreased SG&A expenses, partially offset by increased commodity costs and tariffs. Earnings per share was $0.84 in the fourth quarter of 2025 compared to $0.80 in the fourth quarter of 2024. Special charges lowered earnings per share by $0.02 per share in the fourth quarter of 2025. Excluding the impact of special charges, adjusted earnings per share was $0.86 in the fourth quarter of 2025 compared to $0.80 in the fourth quarter of 2024. The increase was attributable to the impact of higher operating income, lower adjusted effective tax rate and lower interest expense. Fiscal Year 2025 Results Net sales increased 2% in 2025 as compared to 2024 with minimal impact from currency. Organic sales increased 2%, driven by volume and product mix growth of 1%, and a 1% contribution from price.• Consumer segment net sales increased 2% from 2024 to $3,950 million, with minimal impact from currency. Organic sales increased 2%, driven by volume growth. • Flavor Solutions segment net sales were comparable to 2024 at $2,890 million, which included a 1% unfavorable impact from currency. Organic sales increased 1%, driven by price. Gross profit increased by $1 million as compared to 2024, representing a gross profit margin contraction of 60 basis points. Excluding special charges, adjusted gross profit increased $3 million from the previous period, reflecting a gross profit margin contraction of 60 basis points. This contraction was primarily driven by higher commodity costs, tariffs, and costs to support increased capacity for future growth, partially offset by cost savings led by the Company's CCI program. Operating income was $1,071 million in 2025 compared to $1,060 million in 2024. Excluding special charges, adjusted operating income was $1,094 million compared to $1,070 million in the year-ago period. Adjusted operating income increased 2% from the year-ago period, including a 1% unfavorable impact from currency. In constant currency, adjusted operating income increased 3%, driven by decreased selling, general and administrative (SG&A) expenses, due to lower employee- related benefit expense and cost savings led by the CCI program, including SG&A streamlining initiatives, partially offset by sustained brand marketing investments, and increased technology investments. • Consumer segment operating income, excluding special charges, decreased 1% to $735 million in 2025 compared to the year-ago period, with minimal impact from currency. The decrease was primarily due to increased commodity costs and tariffs, as well as investments for future growth, partially offset by decreased SG&A expenses, driven by the Company's CCI program, including SG&A streamlining initiatives. • Flavor Solutions segment operating income, excluding special charges, grew 9% to $359 million in 2025 compared to the year-ago period, or 11% in constant currency. The increase was driven by pricing and decreased SG&A expenses, partially offset by higher commodity costs and tariffs. Earnings per share was $2.93 in 2025 compared to $2.92 in the prior year. The unfavorable impact of special charges lowered earnings per share by $0.07 in 2025 and $0.03 in 2024. Excluding these impacts, adjusted earnings per share was $3.00 in 2025 compared to $2.95 in 2024. This increase was driven primarily by higher operating income and lower interest expense, partially offset by a higher adjusted effective tax rate and lower income from unconsolidated operations related to McCormick de Mexico. This decline was driven by the unfavorable impacts of foreign exchange rates, partially offset by improved operating performance from McCormick de Mexico. Net cash provided by operating activities was $962 million in 2025 compared to $922 million in 2024. Fiscal Year 2026 Financial Outlook McCormick's fiscal 2026 outlook continues to reflect the Company's prioritized investments in key categories to sustain its volume trends and drive long-term profitable growth while appreciating theuncertainty of the consumer and macro environment, including global trade policies. The Company's CCI program is continuing to fuel growth investments while also driving operating margin expansion. Lastly, the outlook reflects meaningful contributions from the acquisition of a controlling interest in McCormick de Mexico, which closed on January 2, 2026. Fiscal Year 2026 Guide (1) Reported Constant Currency Net sales growth 13% to 17% 12% to 16% Contribution from acquisition of McCormick de Mexico 11% to 13% 11% to 13% Organic sales growth (2) --- 1% to 3% Adjusted operating income 16% to 20% 15% to 19% Adjusted earnings per share $3.05 to $3.13 2% to 5% 1% to 4% (1) Amounts are rounded with percentages calculated from the underlying amounts. (2) Organic sales growth is defined as the impact of volume/mix and price and excludes the impact of acquisitions or divestitures, as applicable, and foreign currency. Fiscal Year 2026 Guide - Expectations: Net Sales: • Sustained volume growth and increased pricing benefits relative to the prior year. Adjusted Operating Income: • Adjusted gross margin expansion to reflect recovery from 2025. Favorable impacts from organic sales growth, McCormick de Mexico accretion, and the Company's CCI program, partially offset by increased commodity costs. • SG&A expenses impacted by cost headwinds including digital transformation and build back of incentive compensation, as well as growth investments. In addition, SG&A is expected to benefit from the Company's CCI program, inclusive of streamlining initiatives. Adjusted Earnings per Share: • Adjusted operating income growth partially offset by: ▪ Tax rate of approximately 24% vs. 21.5% in 2025. ▪ Higher net interest expense, primarily associated with the McCormick de Mexico transaction. ▪ Unconsolidated operations expense, reflects elimination of the 25% minority interest in McCormick de Mexico Net Income attributable to Grupo Herdez. The Company expects foreign currency rates to favorably impact net sales by 1%, adjusted operating income by 1%, and adjusted earnings per share by 1%. For fiscal 2026, the Company expects strong cash flow driven by profit and working capital initiatives and anticipates returning a significant portion of cash flow to shareholders through dividends. The Company’s outlook for 2026 adjusted operating income and adjusted earnings per share are non- GAAP financial measures that exclude or otherwise adjust for items impacting comparability of financial results. The Company is unable to reconcile its projected adjusted operating income to itsprojected reported operating income for 2026 because it cannot reasonably predict the amount of special charges, including transaction and integration expenses during this time period. The Company expects 2026 transaction and integration expenses to include a step-up in inventory to fair value related to the recent acquisition of an additional 25% ownership interest in McCormick de Mexico. This step-up will be recognized in cost of goods sold as the related inventory is sold. Similarly, the Company is unable to reconcile its projected adjusted earnings per share to projected reported earnings per share for 2026 due to the same factors affecting reported operating income, and because the Company cannot reasonably predict the amount of the anticipated non-cash gain from remeasuring the previously held equity interest in McCormick de Mexico to fair value. Non-GAAP Financial Measures The tables below include financial measures of organic net sales, adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted income tax expense, adjusted income tax rate, adjusted net income, and adjusted diluted earnings per share. These represent non-GAAP financial measures which are prepared as a complement to our financial results prepared in accordance with United States generally accepted accounting principles. These financial measures exclude the impact, as applicable, of the following: Special charges - Special charges consist of expenses and income associated with certain actions undertaken by us to reduce fixed costs, simplify or improve processes, and improve our competitiveness. Included in special charges are transaction and integration costs. We believe that these non-GAAP financial measures are important. The exclusion of the items noted above provides additional information that enables enhanced comparisons to prior periods and, accordingly, facilitates the development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of our ongoing operations and analyze our business performance and trends. These non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP; however, they should not be viewed as a substitute for, or superior to, GAAP results. Furthermore, these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, as they may calculate them differently than we do. We intend to continue providing these non-GAAP financial measures as part of our future earnings discussions, ensuring consistency in our financial reporting. A reconciliation of these non-GAAP financial measures to GAAP financial results is provided below:(in millions except per share data) Three Months Ended Year Ended 11/30/2025 11/30/2024 11/30/2025 11/30/2024 Gross profit $ 720.3 $ 722.2 $2,592.2 $2,591.0 Impact of special charges included in cost of goods sold 1.1 — 2.1 — Adjusted gross profit $ 721.4 $ 722.2 $2,594.3 $2,591.0 Gross profit margin(1) 38.9 % 40.2 % 37.9 % 38.5 % Impact of special charges(1) 0.1 % — % — % — % Adjusted gross profit margin(1) 39.0 % 40.2 % 37.9 % 38.5 % Operating income $ 311.1 $ 306.2 $1,070.8 $1,060.3 Impact of special charges 5.5 1.6 23.2 9.5 Adjusted operating income $ 316.6 $ 307.8 $1,094.0 $1,069.8 % increase versus prior year 2.9 % 2.3 % Operating income margin(2) 16.8 % 17.0 % 15.7 % 15.8 % Impact of special charges(2) 0.3 % 0.1 % 0.3 % 0.1 % Adjusted operating income margin(2) 17.1 % 17.1 % 16.0 % 15.9 % Income tax expense $ 65.6 $ 67.2 $ 195.8 $ 184.0 Impact of special charges 1.2 0.3 5.5 2.4 Adjusted income tax expense $ 66.8 $ 67.5 $ 201.3 $ 186.4 Income tax rate(3) 23.9 % 25.4 % 21.4 % 20.5 % Impact of special charges — % — % 0.1 % — % Adjusted income tax rate(3) 23.9 % 25.4 % 21.5 % 20.5 % Net income $ 226.6 $ 215.2 $ 789.4 $ 788.5 Impact of special charges 4.3 1.3 17.7 7.1 Adjusted net income $ 230.9 $ 216.5 $ 807.1 $ 795.6 % increase versus prior year 6.7 % 1.4 % Earnings per share—diluted $ 0.84 $ 0.80 $ 2.93 $ 2.92 Impact of special charges 0.02 — 0.07 0.03 Adjusted earnings per share—diluted $ 0.86 $ 0.80 $ 3.00 $ 2.95 % increase versus prior year 7.5 % 1.7 % (1) Gross profit margin, impact of special charges, and adjusted gross profit margin are calculated as gross profit, impact of special charges, and adjusted gross profit as a percentage of net sales for each period presented. (2) Operating income margin, impact of special charges, and adjusted operating income margin is calculated as operating income, impact of special charges, and adjusted operating income as a percentage of net sales for each period presented. (3) Income tax rate is calculated as income tax expense as a percentage of income from consolidated operations before income taxes. Adjusted income tax rate is calculated as adjusted income tax expense as a percentage of income from consolidated operations before income taxes excluding special charges of $279.5 million and $936.2 million for the three months and year ended November 30, 2025, respectively, $265.8 million and $907.8 million for the three months and year ended November 30, 2024, respectively.Because we are a multi-national company, we are subject to variability of our reported U.S. dollar results due to changes in foreign currency exchange rates. Those changes can be volatile. The exclusion of the effects of foreign currency exchange, or what we refer to as amounts expressed “on a constant currency basis,” is a non-GAAP measure. We believe that this non-GAAP measure provides additional information that enables enhanced comparison to prior periods excluding the translation effects of changes in rates of foreign currency exchange and provides additional insight into the underlying performance of our operations located outside the U.S. It should be noted that our presentation herein of amounts and percentage changes on a constant currency basis does not exclude the impact of foreign currency transaction gains and losses (that is, the impact of transactions denominated in other than the local currency of any of our subsidiaries in their local currency reported results). We provide organic net sales growth rates for our consolidated net sales and segment net sales. We believe that organic net sales growth rates provide useful information to investors because they provide transparency to underlying performance in our net sales by excluding the effect that foreign currency exchange rate fluctuations, acquisitions, and divestitures, as applicable, have on year-to-year comparability. A reconciliation of these measures from reported net sales growth rates, the relevant GAAP measures, are included in the tables set forth below. Percentage changes in sales and adjusted operating income expressed on a constant currency basis are presented excluding the impact of foreign currency exchange. To present this information for historical periods, current period results for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the corresponding period of the comparative year, rather than at the actual average exchange rates in effect during the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in the average foreign currency exchange rate between the current fiscal period and the corresponding period of the comparative year. Rates of constant currency and organic growth (decline) follow: Three months ended November 30, 2025 Percentage Change as Reported Impact of Foreign Currency Exchange Percentage Change on a Constant Currency and Organic Basis Total Net Sales 2.9 % 0.8 % 2.1 % Total Consumer 3.9 % 0.8 % 3.1 % Americas 3.1 % (0.1) % 3.2 % EMEA 8.5 % 5.4 % 3.1 % APAC 0.7 % (1.1) % 1.8 % Total Flavor Solutions 1.4 % 0.7 % 0.7 % Americas 2.1 % 0.6 % 1.5 % EMEA (1.1) % 2.0 % (3.1) % APAC 1.7 % (0.8) % 2.5 %Twelve months ended November 30, 2025 Percentage Change as Reported Impact of Foreign Currency Exchange Percentage Change on a Constant Currency and Organic Basis Total Net Sales 1.7 % (0.2) % 1.9 % Total Consumer 2.6 % 0.2 % 2.4 % Americas 2.0 % (0.3) % 2.3 % EMEA 6.0 % 2.5 % 3.5 % APAC 1.0 % (0.9) % 1.9 % Total Flavor Solutions 0.5 % (0.6) % 1.1 % Americas 0.5 % (1.4) % 1.9 % EMEA (2.2) % 2.1 % (4.3) % APAC 6.2 % (0.5) % 6.7 % Three months ended November 30, 2025 Percentage Change as Reported Impact of Foreign Currency Exchange Percentage Change on Constant Currency Basis Adjusted operating income Consumer segment 1.3% 0.3% 1.0% Flavor Solutions segment 7.4% 0.9% 6.5% Total adjusted operating income 2.9% 0.5% 2.4% Twelve months ended November 30, 2025 Percentage Change as Reported Impact of Foreign Currency Exchange Percentage Change on Constant Currency Basis Adjusted operating income Consumer segment (0.7)% (0.1)% (0.6)% Flavor Solutions segment 9.0% (1.7)% 10.7% Total adjusted operating income 2.3% (0.5)% 2.8% To present the percentage change in projected 2026 net sales, adjusted operating income, and adjusted earnings per share (diluted) on a constant currency basis, the projected local currency net sales, adjusted operating income, and adjusted net income for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at forecasted exchange rates. These figures are then compared to the 2026 local currency projected results, which are translated into U.S. dollars at the average actual exchange rates in effect during the corresponding months of fiscal year 2025. This comparison determines what the 2026 consolidated U.S. dollar net sales, adjusted operating income, and adjusted earnings per share (diluted) would have been if the relevant currency exchange rates had not changed from those of the comparable 2025 periods.Projections for the Year Ending November 30, 2026 Percentage change in net sales 13% to 17% Impact of favorable foreign currency exchange 1 % Percentage change in net sales in constant currency 12% to 16% Impact of acquisition 11% to 13% Percentage change in organic net sales 1% to 3% Percentage change in adjusted operating income 16% to 20% Impact of favorable foreign currency exchange 1 % Percentage change in adjusted operating income in constant currency 15% to 19% Percentage change in adjusted earnings per share - diluted 2% to 5% Impact of favorable foreign currency exchange 1 % Percentage change in adjusted earnings per share - diluted 1% to 4% Live Webcast As previously announced, McCormick will hold a conference call with analysts today at 8:00 a.m. ET. A live audio webcast of the call along with the accompanying presentation materials will be available on the McCormick website, ir.mccormick.com. Forward-Looking Information Certain information contained in this release, including statements concerning expected performance such as those relating to net sales, gross margin, earnings, cost savings, special charges including transaction and integration expenses, acquisitions, brand marketing support, volume and product mix, income tax expense, and the impact of foreign currency rates are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “believe,” “plan,” and similar expressions. These statements may relate to: general economic and industry conditions, including consumer spending rates, recessions, interest rates, and availability of capital; expectations regarding sales growth potential in various geographies and markets, including the impact of brand marketing support, product innovation, and customer, channel, category, heat platform, and e-commerce expansion; the expected results of operations of businesses acquired, including the additional 25% ownership interest in McCormick de Mexico; expected trends in net sales, earnings performance, and other financial measures; the expected impact of pricing actions on the Company's results of operations, including our sales volume and mix as well as gross margins; the expected impact of the inflationary cost environment on our business; the anticipated effects of factors affecting our supply chain, including the availability and prices of commodities and other supply chain resources such as raw materials, packaging, labor, and transportation; the potential impact of trade policies, including tariffs; the impact of legal challenges to U.S tariffs; the expected impact of productivity improvements, including those associated with our Comprehensive Continuous Improvement (CCI) program and the Global Business Services operating model initiative; the ability to identify, attract, hire, retain, and develop qualified personnel and the next generation of leaders; the impact of ongoing or future geopolitical conflicts, including the potentialfor broader economic disruption; expected working capital improvements; the anticipated timing and costs of implementing our business transformation initiative, which includes the implementation of a global enterprise resource planning (ERP) system; the expected impact of accounting pronouncements; expectations regarding pension and postretirement plan contributions and anticipated charges associated with those plans; the holding period and market risks associated with financial instruments; the impact of foreign exchange fluctuations; the adequacy of internally generated funds and existing sources of liquidity, such as the availability of bank financing; the anticipated sufficiency of future cash flows to enable payments of interest, repayment of short- and long-term debt, working capital needs, planned capital expenditures, quarterly dividends, and our ability to obtain additional short- and long-term financing or issue additional debt securities; and expectations regarding purchasing shares of McCormick's common stock under the existing repurchase authorization. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Results may be materially affected by factors such as: the Company's ability to drive revenue growth; the Company's ability to increase pricing to offset, or partially offset, inflationary pressures on the cost of our products; damage to the Company's reputation or brand name; loss of brand relevance; increased private label use; the Company's ability to offset cost pressures or business impacts related to trade policies, including tariffs; the Company's ability to drive productivity improvements, including those related to our CCI program and other streamlining actions; product quality, labeling, or safety concerns; negative publicity about our products; actions by, and the financial condition of, competitors and customers; the longevity of mutually beneficial relationships with our large customers; the ability to identify, interpret and react to changes in consumer preference and demand; business interruptions due to natural disasters, unexpected events or public health crises; issues affecting the Company's supply chain and procurement of raw materials, including fluctuations in the cost and availability of raw and packaging materials; labor shortage, turnover and labor cost increases; the impact of changing political and geopolitical conditions, including conflicts and the potential for broader economic disruption; government regulation, and changes in legal and regulatory requirements and enforcement practices; the lack of successful acquisition and integration of new businesses; global economic and financial conditions generally, availability of financing, interest and inflation rates, and the imposition of tariffs, quotas, trade barriers and other similar restrictions; foreign currency fluctuations; the effects of our amount of outstanding indebtedness and related level of debt service as well as the effects that such debt service may have on the Company's ability to borrow or the cost of any such additional borrowing, our credit rating, and our ability to react to certain economic and industry conditions; impairments of indefinite-lived intangible assets; assumptions we have made regarding the investment return on retirement plan assets, and the costs associated with pension obligations; the stability of credit and capital markets; risks associated with the Company's information technology systems, including the threat of data breaches and cyber- attacks; the Company's inability to successfully implement our business transformation initiative; fundamental changes in tax laws; including interpretations and assumptions we have made, and guidance that may be issued, and volatility in our effective tax rate; climate change; Environmental, Social and Governance (ESG) matters; infringement of intellectual property rights, and those of customers; litigation, legal and administrative proceedings; the Company's inability to achieveexpected and/or needed cost savings or margin improvements; negative employee relations; and other risks described herein under Part I, Item 1A "Risk Factors." Actual results could differ materially from those projected in the forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. About McCormick McCormick & Company, Incorporated is a global leader in flavor. With approximately $7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French’s, Frank’s RedHot, Stubb’s, OLD BAY, Lawry’s, Zatarain’s, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is committed to its Purpose – To Make Life More Flavorful – and driven by its Vision - To be the World's Most Trusted Source of Flavor. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Investor Relations: Faten Freiha -
[email protected]
Global Communications: Lori Robinson -
[email protected]
(Financial tables follow)Fourth Quarter Report McCormick & Company, Incorporated Consolidated Income Statement (Unaudited) (In millions except per-share data) Three months ended Year ended November 30, 2025 November 30, 2024 November 30, 2025 November 30, 2024 Net sales $ 1,850.4 $ 1,798.0 $ 6,840.3 $ 6,723.7 Cost of goods sold 1,130.1 1,075.8 4,248.1 4,132.7 Gross profit 720.3 722.2 2,592.2 2,591.0 Selling, general and administrative expense 404.8 414.4 1,500.3 1,521.2 Special charges 4.4 1.6 21.1 9.5 Operating income 311.1 306.2 1,070.8 1,060.3 Interest expense 46.5 52.7 196.2 209.4 Other income, net 9.4 10.7 38.4 47.4 Income from consolidated operations before income taxes 274.0 264.2 913.0 898.3 Income tax expense 65.6 67.2 195.8 184.0 Net income from consolidated operations 208.4 197.0 717.2 714.3 Income from unconsolidated operations 18.2 18.2 72.2 74.2 Net income $ 226.6 $ 215.2 $ 789.4 $ 788.5 Earnings per share–basic $ 0.84 $ 0.80 $ 2.94 $ 2.94 Earnings per share–diluted $ 0.84 $ 0.80 $ 2.93 $ 2.92 Average shares outstanding - basic 268.6 268.4 268.5 $ 268.5 Average shares outstanding - diluted 269.3 269.7 269.4 269.6Fourth Quarter Report McCormick & Company, Incorporated Consolidated Balance Sheet (Unaudited) (In millions) November 30, 2025 November 30, 2024 Assets Cash and cash equivalents $ 95.9 $ 186.1 Trade accounts receivable, net of allowances 628.9 587.4 Inventories 1,272.0 1,239.9 Prepaid expenses and other current assets 141.3 125.6 Total current assets 2,138.1 2,139.0 Property, plant and equipment, net 1,448.8 1,413.0 Goodwill 5,301.3 5,227.5 Intangible assets, net 3,293.1 3,318.9 Other long-term assets 1,019.1 971.9 Total assets $ 13,200.4 $ 13,070.3 Liabilities Short-term borrowings and current portion of long-term debt $ 890.5 $ 748.3 Trade accounts payable 1,259.4 1,238.1 Other accrued liabilities 912.3 896.4 Total current liabilities 3,062.2 2,882.8 Long-term debt 3,105.8 3,593.6 Deferred taxes 835.8 840.5 Other long-term liabilities 428.5 436.6 Total liabilities 7,432.3 7,753.5 Shareholders’ equity Common stock 2,283.2 2,237.2 Retained earnings 3,816.4 3,545.0 Accumulated other comprehensive loss (363.1) (491.2) Total McCormick shareholders’ equity 5,736.5 5,291.0 Non-controlling interests 31.6 25.8 Total shareholders’ equity 5,768.1 5,316.8 Total liabilities and shareholders’ equity $ 13,200.4 $ 13,070.3Fourth Quarter Report McCormick & Company, Incorporated Consolidated Cash Flow Statement (Unaudited) (In millions) Year Ended November 30, 2025 November 30, 2024 Operating activities Net income $ 789.4 $ 788.5 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 231.3 208.8 Stock-based compensation 46.2 47.4 Gain on sale of assets — (2.1) Deferred income tax benefit (6.6) (30.3) Income from unconsolidated operations (72.2) (74.2) Changes in operating assets and liabilities (net of effect of businesses acquired and disposed) Trade accounts receivable (14.7) (20.5) Inventories 23.9 (125.0) Trade accounts payable 1.2 135.1 Other assets and liabilities (94.1) (72.6) Dividends received from unconsolidated affiliates 57.8 66.8 Net cash flow provided by operating activities 962.2 921.9 Investing activities Acquisition of business (34.1) — Capital expenditures (including software) (221.8) (274.9) Other investing activities 0.7 5.9 Net cash flow used in investing activities (255.2) (269.0) Financing activities Short-term borrowings (repayments), net (101.4) 211.1 Long-term debt borrowings 2.7 495.5 Payment of debt issuance costs — (1.0) Long-term debt repayments (267.9) (801.1) Proceeds from exercised stock options 20.9 17.5 Taxes withheld and paid on employee stock awards (13.2) (9.0) Common stock acquired by purchase (34.8) (53.1) Dividends paid (483.0) (451.0) Other financing activities 35.8 8.0 Net cash flow used in financing activities (840.9) (583.1) Effect of exchange rate changes on cash and cash equivalents 43.7 (50.3) Increase (decrease) in cash and cash equivalents (90.2) 19.5 Cash and cash equivalents at beginning of year 186.1 166.6 Cash and cash equivalents at end of year $ 95.9 $ 186.1
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Business combination communication
23 Jul
425
Business combination communication
2 Jun
425
Business combination communication
1 May
425
Business combination communication
15 Apr
425
Business combination communication
9 Apr
425
Business combination communication
9 Apr
425
Business combination communication
9 Apr
425
Business combination communication
9 Apr
425
AMEDMENT TO FORM 8-K
6 Apr
425
Business combination communication
1 Apr
425
Business combination communication
1 Apr
Filing Review Correspondence
(15)
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CORRESP
Filing review correspondence
14 Dec 2023
CORRESP
Filing review correspondence
22 Mar 2021
CORRESP
Filing review correspondence
20 Apr 2017
CORRESP
Filing review correspondence
27 Mar 2017
UPLOAD
Filing review upload
30 Apr 2009
UPLOAD
Filing review upload
30 Apr 2009
UPLOAD
Filing review upload
14 Apr 2008
CORRESP
Filing review correspondence
10 Apr 2008
UPLOAD
Filing review upload
3 Apr 2008
CORRESP
Filing review correspondence
14 Mar 2008
UPLOAD
Filing review upload
28 Feb 2008
UPLOAD
Filing review upload
31 Jul 2006
CORRESP
Filing review correspondence
28 Jul 2006
UPLOAD
Filing review upload
7 Jul 2006
CORRESP
Filing review correspondence
22 Jun 2006
Exempt Offerings
(2)
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D/A
Notice of exempt offering of securities (Reg D, amendment)
14 Aug 2012
D/A
Notice of exempt offering of securities (Reg D, amendment)
2 Nov 2009
Other
(4)
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NT 11-K
NT 11-K
29 May 2014
NO ACT
AUTO-GENERATED PAPER DOCUMENT
30 Dec 2005
10-K405/A
10-K405/A
30 May 2000
10-K405
10-K405
23 Feb 1996
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