Every material Form 8-K The Marzetti has filed with the SEC since October 18, 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.
Marzetti reported fiscal first-quarter results for the three months ended September 30, 2026. Net sales fell 2.4% to $481.5 million, operating income fell $17.8 million to $41.4 million, and diluted earnings per share were $1.07, down from $1.71 a year earlier. The company cited the cyclospora outbreak, higher diesel and freight costs, and Atlanta plant commissioning costs, while the Bachan's acquisition added $17.8 million in sales.
Consolidated net sales declined 2.4% to $481.5 million; excluding $10.7 million of prior-year temporary supply agreement sales, they declined 0.3%.
Gross margin fell 110 basis points to 23.0%, and SG&A expenses rose $10.9 million to $69.3 million.
Net income was $29.3 million, or $1.07 per diluted share, versus $47.2 million, or $1.71, last year; adjusted diluted EPS was $1.14 versus $1.74.
Quarterly cash dividend per share rose to $1.00 from $0.95 a year earlier.
Marzetti disclosed that Tanya Berman, President of the Retail Division of subsidiary T. Marzetti Company, is no longer serving in that role effective October 6, 2026. She is expected to remain an employee until December 31, 2026, and the company expects to enter a severance agreement whose terms have not yet been determined. The filing does not give financial results or a reason for the departure, so the direct effect on shareholders is not quantified.
Tanya Berman no longer serves as President of Retail Division, effective October 6, 2026
Announced October 5, 2026; Berman expected to stay an employee until December 31, 2026
Severance agreement expected, but terms not yet determined; a description will follow in a future SEC filing
Marzetti reported fourth-quarter and fiscal 2026 results for the period ended June 30, 2026. Quarterly net sales fell 2.2% to $465.0 million, while net income rose to $48.3 million, helped by an $18.5 million gain on the sale of its Milpitas, California, property, and adjusted diluted EPS rose 9.0% to $1.46. For shareholders the picture is mixed: reported quarterly sales declined and part of the profit gain came from the one-time property gain, though fiscal 2026 net income rose to $191.6 million and operating cash flow reached a record $283.8 million.
Fourth-quarter net sales were $465.0 million, down 2.2%, or up 0.4% excluding $12.2 million of prior-year temporary supply agreement sales with Winland Foods.
The Bachan's acquisition, which closed May 1, 2026, added $15.4 million of fourth-quarter Retail segment sales.
Fiscal 2026 net income was $191.6 million, or $6.98 per diluted share, versus $6.07 a year earlier; adjusted diluted EPS was $6.83 versus $6.72.
Fiscal 2026 cash dividends totaled $108.8 million and share repurchases totaled $36.3 million; the company increased its regular dividend for the 63rd consecutive year.
The Marzetti Company reported fiscal third-quarter results for the period ended March 31, 2026. Net sales fell 1.0% to $453.4 million and diluted earnings per share dropped to $1.35 from $1.49, though gross profit reached a third-quarter record of $107.2 million.
Net sales declined 1.0% to $453.4 million, with Retail down 3.2% and Foodservice up 1.5%.
Gross profit rose $1.3 million to a third-quarter record $107.2 million; gross margin was 23.6%.
Operating income fell $3.3 million to $46.6 million, reflecting $3.5 million in acquisition-related SG&A costs.
The Bachan's, Inc. acquisition was completed on May 1, 2026.
Marzetti signed a First Amendment to its credit agreement on March 4, 2026. The amendment raises the revolving loan from $150 million to $200 million and adds a $200 million term loan to finance the previously reported acquisition of the Japanese Barbecue Sauce brand Bachan's, Inc. This gives the company new borrowing capacity tied to a specific acquisition, which matters to shareholders because it shows how the deal is being funded.
Revolving loan increases from $150 million to $200 million.
New $200 million term loan will finance the Bachan's, Inc. acquisition.
Total credit could expand by an additional $200 million, subject to lender consent and conditions.
Term loan matures five years after funding, with a springing maturity date of March 6, 2029 under certain conditions.
Marzetti's board appointed Greg Hughes, president and CEO of Suntory Global Spirits, as a Class I director effective February 11, 2026. The company also declared a quarterly cash dividend of $1.00 per share, unchanged from the prior quarter, and said the indicated annual payout for fiscal 2026 is $3.95 per share, up from $3.75 in fiscal 2025.
Greg Hughes appointed to the board effective February 11, 2026, to serve until the 2026 annual meeting; no committee assignments
Non-employee director pay: $75,000 annual retainer, plus restricted stock units with an approximate grant-date market value of $135,000 to be awarded later
Quarterly dividend of $1.00 per share payable March 31, 2026, to shareholders of record on March 6, 2026
Filing says the dividend marks the 63rd consecutive year of increased regular cash dividends
Marzetti reported fiscal second-quarter net sales up 1.7% to $518.0 million and diluted earnings of $2.15 per share, up from $1.78 a year earlier, with gross profit at a second-quarter record of $137.3 million. The company also agreed to acquire Bachan's, Inc. for $400 million, subject to customary adjustments, to be funded with cash on hand and additional financing.
Net sales rose 1.7% to $518.0 million; Retail net sales fell 1.1% to $277.5 million while Foodservice rose 5.2% to $240.4 million.
Diluted EPS was $2.15 versus $1.78; the prior-year quarter included a $0.39 per share noncash pension settlement charge.
Bachan's purchase price is $400 million; Bachan's net sales were approximately $87 million for the twelve months ended December 31, 2025.
The acquisition is expected to close before the June 30, 2026 fiscal year end, subject to regulatory approval and other closing conditions.
The Marzetti Company's board raised the regular quarterly cash dividend to $1.00 per common share, payable December 31, 2025 to holders of record on December 5, 2025. The company said this marks 63 consecutive years of increased regular cash dividends, and CEO David A. Ciesinski said the indicated fiscal 2026 annual payout is $3.95 per share, up from $3.75 in fiscal 2025. Shareholders at the November 19, 2025 annual meeting also approved the 2025 Omnibus Incentive Plan and reelected four directors.
Quarterly cash dividend raised to $1.00 per common share; payable December 31, 2025 to shareholders of record on December 5, 2025
Indicated fiscal 2026 annual payout of $3.95 per share, up from $3.75 per share paid in fiscal 2025, per CEO David A. Ciesinski
Shareholders approved the 2025 Omnibus Incentive Plan and reelected Barbara L. Brasier, David A. Ciesinski, Elliot K. Fullen and Alan F. Harris to terms expiring in 2028
Shareholders ratified Deloitte & Touche LLP as independent auditor for the year ending June 30, 2026
Marzetti reported fiscal first-quarter results for the three months ended September 30, 2025, with net sales up 5.8% to a first-quarter record $493.5 million and net income of $47.2 million, or $1.71 per diluted share, versus $1.62 a year earlier. Excluding $10.7 million in non-core sales under a temporary supply agreement with Winland Foods, adjusted net sales rose 3.5% to $482.8 million, and restructuring charges tied to the Milpitas, California plant closure reduced earnings by $0.03 per share.
Net sales rose 5.8% to $493.5 million; adjusted net sales, excluding $10.7 million in TSA sales, rose 3.5% to $482.8 million
Operating income increased $3.4 million to a first-quarter record $59.3 million; adjusted operating income rose 8.1% to $60.4 million
Net income was $47.2 million, or $1.71 per diluted share, versus $1.62 last year; restructuring charges reduced EPS by $0.03
SG&A expenses rose $3.5 million to $58.4 million, driven by higher marketing and personnel investments
The Marzetti Company reported results for the fourth quarter and fiscal year ended June 30, 2025. Fourth-quarter net sales rose 5.0% to a record $475.4 million, but diluted earnings per share fell to $1.18 from $1.26 as SG&A costs and restructuring charges increased, so the quarter shows mixed results for shareholders.
Q4 net sales rose 5.0% to $475.4 million; excluding $12.2 million in temporary supply agreement sales with Winland Foods, sales rose 2.3%.
Q4 diluted EPS was $1.18 versus $1.26 a year earlier; restructuring and impairment charges of $5.1 million related to the planned Milpitas, California facility closure.
Fiscal year net income was $167.3 million, or $6.07 per diluted share, versus $158.6 million, or $5.76, in fiscal 2024.
For fiscal 2026, the company expects Retail volume growth and a modest level of input cost inflation, without a numeric sales or earnings forecast in the release.
Lancaster Colony Corporation (Nasdaq: LANC) reported fiscal third-quarter results for the period ended March 31, 2025. Net sales fell 2.9% to $457.8 million, while net income rose to $41.1 million, or $1.49 per diluted share, from $1.03 a year earlier, and operating income reached a third-quarter record. For shareholders, profit improved on lower costs and the absence of last year's restructuring charges, even as sales declined.
Consolidated net sales decreased 2.9% to $457.8 million from $471.4 million; Retail net sales fell 2.6% and Foodservice net sales fell 3.2% to $216.3 million.
Net income was $41.1 million, or $1.49 per diluted share, versus $1.03 per diluted share a year earlier.
Operating income rose $14.7 million to a third-quarter record $49.9 million, helped by $12.1 million in prior-year restructuring and impairment charges.
For the nine months ended March 31, 2025, net sales rose 1.0% to $1.43 billion and net income was $134.8 million, or $4.89 per diluted share.
Lancaster Colony reported record fiscal second-quarter net sales of $509.3 million, up 4.8%, and record gross profit and operating income. A $14.0 million noncash pension settlement charge reduced net income to $49.0 million, or $1.78 per diluted share, down from $1.87 a year earlier. The company says it remains on track to close its planned Atlanta-area sauce and dressing facility acquisition in its fiscal third quarter.
Net sales rose to $509.3 million from $485.9 million; Retail up 6.3% to $280.8 million and Foodservice up 3.0% to $228.5 million
Operating income rose 15.1% to a record $75.7 million; gross profit rose 9.3% to a record $132.8 million
Net income was $49.0 million, or $1.78 per diluted share, versus $1.87 a year earlier
The $14.0 million noncash pension settlement charge reduced EPS by $0.39; the acquisition is expected to close in the quarter ending March 31, 2025
Marzetti, a subsidiary of Lancaster Colony Corporation, signed a severance agreement with Carl R. Stealey on December 3, 2024, after terminating his employment without cause. His employment ends by March 31, 2025, or earlier if he starts a new job, and the filing does not identify his role.
Severance Agreement and General Release signed December 3, 2024; Transition Period began December 2, 2024
Salary continuation through June 30, 2026, plus a COBRA subsidy and outplacement services
Annual bonuses for fiscal 2024-2025 and 2025-2026 paid at target, 70% of base salary
Two-thirds of 2022 and one-third of 2023 restricted stock and performance unit awards vest or pay out as of the final employment date
Lancaster Colony Corporation, through subsidiary Marzetti Manufacturing Company, agreed on November 18, 2024 to buy a sauce and dressing production facility and related real estate in Atlanta, Georgia, from Winland Foods, Inc. The purchase price is $75 million in cash, as adjusted under the agreement, and the company intends to fund it with cash on hand. The deal is expected to close in the first quarter of 2025, subject to customary closing conditions.
Purchase price of $75,000,000 in cash, as adjusted under the Purchase Agreement, to be paid from cash on hand
Expected closing in the first quarter of calendar 2025
Buyer will manufacture certain products for Seller for up to twelve months after closing, a condition to completing the transaction
Buyer has agreed to offer employment to workers at the facility; the press release cites about 300,000 total square feet, about 250,000 designated for manufacturing
Lancaster Colony Corporation reported results for the fiscal first quarter ended September 30, 2024, in a press release furnished under Item 2.02 of this 8-K. Net sales and net income both rose, with diluted EPS at $1.62 versus $1.59, though operating income fell 1.6%. The filing names Lancaster Colony Corporation (Nasdaq: LANC), not Marzetti Co (MZTI), so the company identity should be confirmed.
Consolidated net sales rose 1.1% to a first quarter record $466.6 million; Foodservice rose 3.5% to $227.0 million while Retail fell 1.1% to $239.6 million.
Net income was $44.7 million, or $1.62 per diluted share, versus $44.0 million, or $1.59 per diluted share, a year earlier.
Consolidated operating income declined 1.6% to $55.9 million, as SG&A expenses rose to $55.0 million.
The filing reports no new guidance figures; management said it expects Retail sales to keep benefiting from licensing and new products.
Lancaster Colony Corporation, the filer named in this 8-K (the filing does not name Marzetti Co or ticker MZTI), said on October 17, 2024 that Carl R. Stealey, President of the Retail Division of its specialty foods subsidiary T. Marzetti Company, will leave by June 30, 2025. The company expects to sign a severance agreement with him, but its terms have not been set and will be described in a future SEC filing.
Carl R. Stealey, President, Retail Division of T. Marzetti Company, will depart effective no later than June 30, 2025
Announced October 17, 2024; 8-K dated October 18, 2024
Severance agreement expected, but terms not yet determined
Company will file a description of the severance agreement after it is signed
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