Every material Form 8-K Darling Ingredients filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Darling Ingredients said General Counsel and Secretary John F. Sterling intends to retire on March 31, 2027. Nick Kemphaus, the current Senior Vice President and Deputy General Counsel, will take over Sterling's title and duties on January 4, 2026, when Sterling stops serving as an executive officer and moves to an advisory role. The change is a planned leadership succession in the legal function, with no financial results disclosed in the filing.
John F. Sterling intends to retire March 31, 2027, and will stay in an advisory role after January 4, 2026
Nick Kemphaus, age 47, will assume the General Counsel and Secretary title on January 4, 2026
Sterling's base salary stays unchanged until March 31, 2026, then drops to $120,000; he will not join the 2026 or 2027 incentive programs
Darling Ingredients reported third-quarter 2025 net income of $19.4 million, or $0.12 per diluted share, up from $16.9 million, or $0.11, a year earlier, on net sales of $1.6 billion, up from $1.4 billion. Nine-month net income fell to $5.9 million from $177.0 million, mainly due to lower earnings at Diamond Green Diesel, and the company will now give full-year guidance only for its core ingredients business, not for the fuel segment.
Q3 2025 net income attributable to Darling was $19.4 million ($0.12 per diluted share), versus $16.9 million ($0.11) in Q3 2024.
Q3 combined Adjusted EBITDA was $244.9 million, up from $236.7 million; year-to-date it was $690.2 million, down from $790.4 million.
Diamond Green Diesel had a Q3 net loss of $80.6 million; Darling's share of DGD Adjusted EBITDA was negative $2.9 million.
For full-year 2025, core ingredients Adjusted EBITDA is estimated at approximately $875-900 million; no combined guidance was given.
Darling Ingredients said Chief Operating Officer – North America Matt Jansen left his role effective September 26, 2025. The filing says his departure is a qualifying termination, making him eligible for severance under a prior agreement, subject to a release of claims and continued compliance.
Matt Jansen, Chief Operating Officer – North America, departed effective September 26, 2025
Departure treated as a qualifying termination under the Senior Executive Termination Benefits Agreement
Severance eligibility is described in the 2025 Proxy Statement filed March 20, 2025, subject to a release of claims
Darling Ingredients reported second-quarter 2025 net income of $12.7 million, or $0.08 per diluted share, down from $78.9 million, or $0.49 per share, a year earlier, driven by lower earnings at Diamond Green Diesel (DGD). Total net sales were flat at $1.5 billion, and combined adjusted EBITDA fell to $249.5 million from $273.6 million. The company adjusted its 2025 combined adjusted EBITDA outlook to $1.05-$1.10 billion, citing uncertainty over small refinery exemptions and RIN pricing.
Q2 2025 net income attributable to Darling was $12.7 million ($0.08 per diluted share), versus $78.9 million ($0.49) in Q2 2024.
Total net sales were $1.5 billion in both periods; six-month net loss was $13.5 million, or $(0.09) per diluted share.
Combined adjusted EBITDA was $249.5 million for Q2 2025, compared with $273.6 million a year earlier.
2025 combined adjusted EBITDA outlook adjusted to $1.05-$1.10 billion; the company also refinanced long-term debt and signed a non-binding term sheet to form Nextida, a collagen and gelatin company.
Darling Global Finance B.V., a wholly owned subsidiary, issued €750 million of 4.5% senior notes due July 15, 2032 on June 24, 2025. Darling also entered a Third Amended and Restated Credit Agreement effective June 25, 2025, providing a $2 billion revolving facility and a $900.0 million term loan, and used the proceeds to redeem €515.0 million of 3.625% notes due 2026 and refinance existing secured facilities. The filing says the refinancing extends the company's debt maturities, but it does not give an effect on earnings.
€750 million of senior unsecured notes issued June 24, 2025, bearing 4.5% interest and maturing July 15, 2032
New $2 billion revolving facility maturing June 25, 2030, and $900.0 million term loan maturing June 25, 2031
Proceeds used to redeem €515.0 million of 3.625% senior notes due 2026 at 100% of principal on June 26, 2025
Darling Ingredients reported a first-quarter 2025 net loss attributable to the company of $26.2 million, or $0.16 per diluted share, compared with net income of $81.2 million, or $0.50 per share, a year earlier. Total net sales fell to $1.38 billion from $1.42 billion, and Combined Adjusted EBITDA fell to $195.8 million from $280.1 million, which the company attributed to lower earnings at its Diamond Green Diesel joint venture. The company reaffirmed its 2025 Combined Adjusted EBITDA guidance of $1.25 to $1.30 billion, so shareholders face weaker recent results without a guidance cut.
Net loss attributable to Darling of $26.2 million, or $0.16 per diluted share, versus net income of $81.2 million, or $0.50 per share, in Q1 2024
Total net sales of $1.38 billion versus $1.42 billion a year earlier, reflecting lower finished product pricing
Combined Adjusted EBITDA of $195.8 million versus $280.1 million; equity in net loss of Diamond Green Diesel was $30.5 million
2025 Combined Adjusted EBITDA guidance of $1.25 to $1.30 billion reaffirmed; repurchased about $35 million of common stock and paid down $146.2 million of debt in the quarter
Darling Ingredients elected Soren Schroder, a former Bunge Global SA chief executive, as an independent director effective February 20, 2025, and increased the board to eleven members. He joins the Audit and Compensation Committees, which matters to shareholders as a board governance change with no reported effect on financial results.
Soren Schroder elected to the board effective February 20, 2025, and named to the Audit and Compensation Committees.
Board size increased to eleven members; the board determined Schroder is independent under NYSE standards.
Schroder receives the standard non-employee director pay: a $100,000 annual retainer and a $150,000 annual restricted stock unit grant, prorated for 2025.
He previously served as Chief Executive Officer of Bunge Global SA from 2013 to 2019.
Darling Ingredients reported fourth-quarter 2024 net income of $101.9 million, or $0.63 per diluted share, up from $0.52 a year earlier, while net sales fell to $1.4 billion from $1.6 billion and Combined Adjusted EBITDA fell to $289.5 million from $350.9 million. For fiscal 2024, net income fell to $278.9 million from $647.7 million, and the company gave 2025 Combined Adjusted EBITDA guidance of $1.25 to $1.30 billion, compared with $1.08 billion in 2024.
Q4 2024 net income attributable to Darling was $101.9 million, or $0.63 per diluted share, versus $84.5 million, or $0.52, in Q4 2023.
Q4 2024 total net sales were $1.4 billion, down from $1.6 billion, reflecting lower finished product pricing.
Fiscal 2024 net income was $278.9 million, or $1.73 per diluted share, versus $647.7 million, or $3.99, in fiscal 2023.
2025 guidance calls for Combined Adjusted EBITDA of $1.25 to $1.30 billion, versus $1.08 billion for fiscal 2024.
Darling Ingredients issued a statement on fourth quarter and fiscal 2024 results for its 50/50 Diamond Green Diesel (DGD) joint venture, whose figures were reported by its partner Valero. DGD's renewable diesel segment earned about $170 million in operating income in the quarter, but a lower of cost-or-market valuation adjustment of about $118 million reduced results, and the company's full-year 2024 figures also include a $176 million adjustment. The filing does not include consolidated revenue, earnings per share or 2025 guidance; the company will release full results and outlook on February 6, 2025.
DGD Q4 2024 EBITDA per gallon was $0.40, or $0.81 excluding the lower of cost-or-market adjustment
DGD full-year 2024 EBITDA per gallon was $0.46, or $0.60 excluding the adjustment
DGD sold or shipped 292.8 million gallons in Q4 2024 and 1.25 billion gallons for full-year 2024
Full fourth quarter and fiscal 2024 results and 2025 outlook are scheduled for release and a conference call on February 6, 2025
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Darling Ingredients filing is on SEC EDGAR ↗. 8-K briefs of other companies →