Every material Form 8-K Freshpet has filed with the SEC since September 03, 2024, 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.
Freshpet reported third-quarter 2026 net sales of $317.8 million, up 10.0% from the prior year, and raised its full-year 2026 net sales growth guidance to 12% to 13%. Net income fell to $29.7 million from $101.7 million, a comparison that includes a $77.9 million prior-year tax benefit, and diluted earnings per share were $0.58 versus $1.86.
Q3 net sales of $317.8 million, up 10.0%; Adjusted EBITDA of $64.5 million, or 20.3% of net sales
Q3 net income of $29.7 million versus $101.7 million a year earlier, which included a $77.9 million tax benefit
2026 guidance: net sales growth of 12% to 13% (previously 10% to 12%); Adjusted EBITDA of $215 million to $220 million (previously $210 million to $220 million)
Freshpet's board committee approved an enhanced compensation package for Nicola Baty, who became President effective October 21, 2026, while continuing as Chief Operating Officer. The package includes a $675,000 base salary, a long-term incentive target of at least 250% of base salary, and restricted stock units covering 58,245 shares that vest in full on June 30, 2029.
Base salary of $675,000 and annual cash bonus target of at least 80% of base salary
Long-term equity incentive target of at least 250% of base salary
RSUs for 58,245 shares under the 2024 Equity Incentive Plan, vesting in full on June 30, 2029, subject to continued employment
Freshpet reported second-quarter 2026 net sales of $305.6 million, up 15.5%, and net income of $19.5 million, up from $16.4 million, with Adjusted EBITDA of $52.2 million versus $44.4 million a year earlier. The company raised its 2026 net sales growth and Adjusted EBITDA guidance, while net income was helped by a $4.5 million gain on an equity investment sale.
Q2 2026 net sales $305.6 million, up 15.5%; volume gains of 15.7%
Q2 2026 net income $19.5 million vs. $16.4 million; includes $4.5 million gain on equity investment
2026 guidance raised: net sales growth 10% to 12%; Adjusted EBITDA $210 million to $220 million
Cash and cash equivalents $350.8 million as of June 30, 2026, after $54.4 million of share repurchases
Freshpet said co-founder and President Scott Morris will retire effective October 20, 2026, and will serve as an advisor for 18 months afterward. Chief Operating Officer Nicola Baty will take on the additional role of President on the Separation Date.
Scott Morris retires effective October 20, 2026, and is paid base salary until then
Morris becomes an advisor for 18 months at bi-weekly gross payments of $38,904
Nicola Baty, COO since September 2024, will also become President on the Separation Date
Unvested RSUs vest at separation; PSUs vest pro rata through December 2026 subject to performance metrics
Freshpet reported first-quarter 2026 net sales of $297.6 million, up 13.1% from a year earlier, and net income of $48.5 million, compared with a net loss of $12.7 million in the prior-year quarter. The net income figure includes a $62.0 million gain on the sale of an equity investment, and the company raised its full-year 2026 net sales growth guidance while leaving its Adjusted EBITDA guidance unchanged.
Net sales rose to $297.6 million, up 13.1%, driven by volume gains of 14.6% and offset by unfavorable price/mix of 1.5%.
Net income was $48.5 million, including a $62.0 million gain on equity investment; Adjusted EBITDA was $37.9 million versus $35.5 million a year earlier, with the Adjusted EBITDA margin at 12.7% versus 13.5%.
Full-year 2026 net sales growth guidance was raised to 8% to 11%, from 7% to 10%; Adjusted EBITDA guidance of $205 million to $215 million was unchanged.
Cash and cash equivalents were $381.4 million at March 31, 2026, after $95.5 million of proceeds from the equity investment sale.
Freshpet reported fourth-quarter and full-year 2025 results, with net sales up 8.6% in the quarter and 13.0% for the year, and net income well above the prior year. The company also issued 2026 guidance calling for net sales growth of 7% to 10% and Adjusted EBITDA of $205 million to $215 million, compared with Adjusted EBITDA of $195.7 million in 2025.
Q4 2025 net sales were $285.2 million, up 8.6%, with diluted EPS of $0.64 versus $0.36 a year earlier.
Full-year 2025 net sales were $1,102.0 million, up 13.0%, and free cash flow was $12.4 million, compared with negative $32.8 million in 2024.
Full-year 2025 net income of $139.1 million included a $68.4 million income tax benefit from the release of a valuation allowance.
2026 guidance: net sales growth of 7% to 10%, Adjusted EBITDA of $205 million to $215 million, and capital expenditures of about $150 million.
Freshpet appointed John O'Connor, formerly a Senior Vice President at Zoetis, as Chief Financial Officer effective February 9, 2026, replacing Ivan Garcia, who had been Interim CFO since October 2025. The company also reaffirmed its fiscal 2025 guidance from November 3, 2025, and said it will report fourth quarter and full year 2025 results on February 23, 2026.
O'Connor's base salary is $525,000, with a target annual bonus of at least 70% of salary and a long-term equity incentive target of at least 150% of salary.
He receives an inducement grant of restricted stock units covering 7,500 shares, vesting in equal installments over the first three anniversaries of the effective date.
Ivan Garcia steps down as Interim CFO and continues as Senior Vice President, Finance.
Freshpet reaffirmed its fiscal 2025 guidance and will report fourth quarter and full year 2025 results on February 23, 2026.
Freshpet's Compensation Committee approved a retention equity grant to Chief Operating Officer Nicola Baty, effective December 8, 2025, citing a substantial drop in the value of her earlier inducement awards. The grant's performance-based portion depends on three-year net sales and Adjusted EBITDA margin goals, so it adds potential future share dilution tied to company results.
Grant date value of $1,750,819.72 in restricted stock units, effective December 8, 2025
13,858 time-based RSUs and 13,858 performance-based RSUs
Time-based RSUs vest in two equal annual installments beginning January 3, 2027
Performance RSUs tied 50% to FY 2025-2027 cumulative net sales and 50% to three-year Adjusted EBITDA margin goals
Freshpet reported third-quarter 2025 net sales of $288.8 million, up 14.0% from a year earlier, and net income of $101.7 million, which includes a $77.9 million tax benefit from releasing a valuation allowance. The company narrowed its full-year 2025 net sales growth outlook to about 13% and cut its Adjusted EBITDA range to $190 million to $195 million from $190 million to $210 million, while lowering its capital expenditure plan to about $140 million from about $175 million. Shareholders get higher sales but a lower top end for profit guidance, and the reported net income gain depends on a one-time tax item.
Q3 net sales rose 14.0% to $288.8 million; Q3 Adjusted EBITDA was $54.6 million versus $43.5 million a year earlier
Q3 net income of $101.7 million includes a discrete $77.9 million tax benefit; Q3 gross margin was 39.5% versus 40.4%
2025 Adjusted EBITDA guidance is $190 million to $195 million, versus $190 million to $210 million previously
2025 capital expenditure guidance is about $140 million, down from about $175 million; the company expects to be free cash flow positive for 2025
Freshpet said Chief Financial Officer Todd Cunfer will resign effective October 17, 2025, to accept another position. The board named Vice President-Finance Ivan Garcia as interim CFO on the same date, and the company will search for a permanent replacement.
Todd Cunfer informed the company on October 3, 2025 of his resignation as CFO, effective October 17, 2025.
Ivan Garcia, 41, has served as Vice President-Finance since July 2023 and joined Freshpet in February 2014.
Garcia's annual salary rises to $341,214, with a 40% target bonus and a 25% long-term incentive target, prorated for the partial year.
Garcia received 3,000 restricted stock units vesting on the first anniversary of the grant date.
Freshpet reported second-quarter 2025 net sales of $264.7 million, up 12.5%, and net income of $16.4 million, compared with a net loss of $1.7 million a year earlier. The company lowered its 2025 net sales growth forecast to 13% to 16% from 15% to 18%, cut its capital expenditure forecast to about $175 million from about $225 million, and removed its $1.8 billion 2027 net sales target, which matters to shareholders because it reduces the company's stated growth expectations.
Q2 2025 net sales were $264.7 million, up 12.5% from $235.3 million, with volume gains of 10.8%.
Q2 2025 net income was $16.4 million, or $0.33 per diluted share, versus a net loss of $1.7 million in the prior year period.
2025 net sales growth guidance was cut to 13% to 16%, from 15% to 18%; Adjusted EBITDA guidance of $190 million to $210 million was unchanged.
Capital expenditure guidance for 2025 was cut to about $175 million from about $225 million, and the 2027 net sales target of $1.8 billion was removed.
Freshpet reported first-quarter 2025 net sales of $263.2 million, up 17.6% from a year earlier, but posted a net loss of $12.7 million compared with net income of $18.6 million in the prior-year quarter. The company cut its full-year 2025 net sales and Adjusted EBITDA guidance and lowered its capital expenditure forecast, which bears on shareholders' expectations for growth and profit this year.
Net sales were $263.2 million, up from $223.8 million, driven by volume gains of 14.9%.
Net loss was $12.7 million, or $(0.26) per diluted share, versus net income of $18.6 million, or $0.37 per diluted share, a year earlier; SG&A included $16.9 million of non-recurring charges.
2025 net sales outlook was lowered to $1.12 billion to $1.15 billion from $1.18 billion to $1.21 billion.
2025 Adjusted EBITDA outlook is $190 million to $210 million, versus at least $210 million previously; capital expenditures are now about $225 million, down from about $250 million.
Freshpet reported fourth-quarter and full-year 2024 results, with net sales up 22.0% in the quarter and 27.2% for the year, and full-year net income of $46.9 million compared with a net loss of $33.6 million in 2023. The company guided 2025 net sales of $1.18 billion to $1.21 billion and Adjusted EBITDA of at least $210 million, and raised its 2027 Adjusted Gross Margin and Adjusted EBITDA margin targets.
Q4 2024 net sales were $262.7 million, up 22.0%, and net income was $18.1 million versus $15.3 million a year earlier.
Full-year 2024 Adjusted EBITDA was $161.8 million, compared with $66.6 million in 2023.
2025 guidance: net sales of $1.18 billion to $1.21 billion (up 21% to 24%) and Adjusted EBITDA of at least $210 million.
2027 targets: Adjusted Gross Margin raised to 48% from 45%, and Adjusted EBITDA margin raised to 22% from 18%; net sales target of $1.8 billion unchanged.
Freshpet's compensation committee approved retention restricted stock unit (RSU) grants to CEO Billy Cyr, President and Co-Founder Scott Morris, and Chief Human Resources Officer Thembeka Machaba, effective January 3, 2025. The grants combine time-based vesting with performance-based awards tied to three-year fiscal 2025-2027 net sales and Adjusted EBITDA margin goals, and the company said the awards are intended to retain these executives.
Grant date value: $8 million for Cyr, $4 million for Morris, and $2,043,750 for Machaba
Time-based RSUs vest one-third on each of the first, second and third anniversaries of the January 3, 2025 grant date, subject to continued employment
Performance-based RSUs vest based 50% on cumulative net sales and 50% on Adjusted EBITDA margin for FY 2025-2027, with 80% to 120% of target possible
Full award agreements will be filed with the company's next Form 10-Q
Freshpet reported third-quarter 2024 net sales of $253.4 million, up 26.3% from a year earlier, and net income of $11.9 million, compared with a net loss of $7.2 million in the prior-year quarter. The company raised its 2024 net sales and Adjusted EBITDA guidance, which signals higher expected full-year results for shareholders.
Q3 net sales of $253.4 million, up 26.3%, driven by volume gains of 26.1%
Q3 net income of $11.9 million, compared with a net loss of $7.2 million a year earlier
Q3 Adjusted EBITDA of $43.5 million, compared with $23.2 million a year earlier
2024 guidance: net sales of about $975 million (previously at least $965 million); Adjusted EBITDA of at least $155 million (previously at least $140 million); capital expenditures of about $180 million (previously about $200 million)
At its annual meeting on October 1, 2024, Freshpet stockholders approved a new 2024 Equity Incentive Plan that authorizes up to 1,450,000 shares and replaces the prior plan for new grants. All four director nominees were elected, KPMG LLP was ratified as auditor for 2024, and the say-on-pay proposal passed. The company also set its 2025 annual meeting for June 24, 2025, with shareholder nomination and proposal deadlines in early 2025.
The 2024 Equity Plan authorizes up to 1,450,000 shares, has no evergreen provision, and caps non-employee director pay at $750,000 in total value per calendar year, including cash fees.
Director David B. Biegger received 41,165,011 votes for and 137,349 against; Timothy R. McLevish received 41,119,866 for and 138,996 against.
Say-on-pay received 40,404,958 votes for and 890,056 against, with 2,856,494 broker non-votes.
The 2025 Annual Meeting is set for June 24, 2025; director nomination notices are due between February 24, 2025 and March 26, 2025.
Freshpet named Nicki Baty, a former president and general manager at Hill's Pet Nutrition U.S. with nearly 20 years at Colgate-Palmolive, as Chief Operating Officer effective September 1, 2024. Scott Morris, previously President and Chief Operating Officer, continues as President and Co-Founder, and Ms. Baty reports directly to CEO Billy Cyr.
Base salary of $525,000, with a target annual bonus of at least 60% of base salary
Inducement grant of restricted stock units covering 17,150 shares, plus a $500,000 cash bonus and $50,000 relocation support, subject to recoupment if she is not employed on September 1, 2026
Until May 10, 2025, her commercial responsibilities are limited to the Mass, Grocery, and Club channels
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