Every material Form 8-K Post has filed with the SEC since November 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.
Post Holdings said its Senior Vice President and Chief Accounting Officer, Bradly A. Harper, is taking a temporary medical leave, with CFO Matthew J. Mainer serving as interim principal accounting officer. The board also approved an updated Code of Conduct, effective February 1, 2027, that adds new content on areas such as artificial intelligence and cybersecurity while stating it does not waive any provision of the prior code.
Bradly A. Harper, SVP and Chief Accounting Officer, is on temporary medical leave; the filing gives no return date.
Matthew J. Mainer, EVP, CFO and Treasurer, is interim Chief Accounting Officer and principal accounting officer during the leave.
Board approved the New Code on October 15, 2026; it takes effect February 1, 2027 and supersedes the Prior Code.
New Code adds content on artificial intelligence, prediction markets and fraud prevention, and expands topics including cybersecurity and conflicts of interest.
Post Holdings reported third-quarter fiscal 2026 net sales of $1,948.0 million, down 1.8%, and net earnings of $63.4 million, down 41.7% from a year earlier. The company narrowed its fiscal 2026 Adjusted EBITDA guidance to $1,560-$1,570 million from $1,550-$1,580 million and gave a preliminary fiscal 2027 outlook that is generally flat versus a comparable level of about $1.48 billion.
Q3 net sales $1,948.0 million, down 1.8%; diluted EPS $1.29 versus $1.79 a year earlier
Q3 Adjusted EBITDA $377.3 million, down 5.0%; nine-month Adjusted EBITDA $1,190.5 million, up 6.9%
FY2026 Adjusted EBITDA guidance narrowed to $1,560-$1,570 million from $1,550-$1,580 million
Preliminary FY2027 outlook is generally flat versus a comparable Adjusted EBITDA level of about $1.48 billion
Post Holdings reported second-quarter fiscal 2026 net sales of $2.0 billion, up 4.7%, and net earnings of $81.9 million, up 30.8%, and affirmed its fiscal 2026 Adjusted EBITDA outlook of $1,550-$1,580 million. The filing also says Nicolas Catoggio, the current Chief Operating Officer, will become President and Chief Executive Officer on October 1, 2026, while Robert V. Vitale moves to Executive Chairman, and the Board approved a new $600.0 million share repurchase authorization.
Q2 diluted EPS was $1.56, versus $1.03 a year earlier; Adjusted diluted EPS was $1.94, versus $1.41.
Q2 Adjusted EBITDA was $395.0 million, up 14.0% from $346.5 million.
Robert V. Vitale moves from President and CEO to Executive Chairman; Nicolas Catoggio becomes President and CEO, both effective October 1, 2026.
New $600.0 million buyback authorization takes effect May 9, 2026; the existing $500.0 million authorization is cancelled May 8, 2026, with $236.6 million remaining.
Post Holdings reported first-quarter fiscal 2026 net sales of $2.2 billion, up 10.1%, and raised its fiscal 2026 Adjusted EBITDA outlook to $1,550-$1,580 million from $1,500-$1,540 million. GAAP net earnings fell 14.6% to $96.8 million, and the company also board-approved a new $500 million share repurchase authorization and appointed two directors.
Net sales were $2,174.6 million, up 10.1% from $1,974.7 million; Adjusted EBITDA rose 13.1% to $418.2 million.
Net earnings were $96.8 million, down 14.6%; diluted EPS was $1.71 versus $1.78, while Adjusted diluted EPS was $2.13 versus $1.73.
Board approved a $500 million share repurchase authorization effective February 7, 2026, and cancelled the existing authorization effective February 6, 2026; $377.9 million had been repurchased under the existing one as of February 4, 2026.
Michelle M. Atkinson and Jeff A. Zadoks were appointed directors effective March 15, 2026, bringing the Board to nine members.
Post Holdings said Greg Pearson will become President and Chief Executive Officer of its Post Consumer Brands segment on April 1, 2026, succeeding Nicolas Catoggio in that role. Catoggio will remain Executive Vice President and Chief Operating Officer of the company, and his fiscal 2026 compensation will be unchanged. The filing discloses a leadership change at a major segment but no financial results or guidance.
Greg Pearson, currently Chief Executive Officer of Compana Pet Brands since January 2023, starts as Post Consumer Brands CEO on April 1, 2026.
Nicolas Catoggio gives up the Post Consumer Brands CEO role and continues as Post Holdings Executive Vice President and Chief Operating Officer.
Catoggio's fiscal year 2026 compensation remains unchanged in connection with the transition.
Pearson will be based at Post Consumer Brands headquarters in Lakeville, Minnesota.
Post Holdings' compensation committee approved stock-based awards for five named executive officers on November 18, 2025, including 45,367 RSUs and 45,367 target PRSUs for CEO Robert V. Vitale. The PRSUs vest based on relative total shareholder return over October 1, 2025 to September 30, 2028, so payouts depend on how the stock performs against peers. This is a routine annual compensation disclosure with no change in officers or directors.
Grants made November 18, 2025 to five named executive officers under the Amended and Restated 2021 Long-Term Incentive Plan
Robert V. Vitale received 45,367 RSUs and 45,367 target PRSUs; Matthew J. Mainer received 17,338 of each
RSUs vest in equal installments on the first, second and third anniversaries of the grant date
PRSUs vest from 50% to 260% of target based on three-year relative TSR rank, with 0% below the 25th percentile
Post Holdings reported fourth-quarter fiscal 2025 net sales of $2.2 billion, up 11.8%, but net earnings fell 37.5% to $51.0 million and diluted EPS was $0.88 versus $1.28, partly due to a $29.8 million non-cash goodwill impairment. The company also guided fiscal 2026 Adjusted EBITDA (non-GAAP) to $1,500 million to $1,540 million and announced that Chairman William P. Stiritz will retire from the Board on December 16, 2025, with CEO Robert V. Vitale becoming Chairman.
Q4 net sales $2,247.0 million, up 11.8%; operating profit $168.4 million, down 11.8%
Q4 net earnings $51.0 million, down 37.5%; diluted EPS $0.88 vs. $1.28; adjusted diluted EPS (non-GAAP) $2.09 vs. $1.53
Fiscal 2025 net earnings $335.7 million, down 8.5%; fiscal 2026 Adjusted EBITDA guidance $1,500 million to $1,540 million
Stiritz retires as Chairman effective December 16, 2025; Vitale named Chairman effective upon his retirement
Post Holdings reported third-quarter fiscal 2025 results, with net sales up 1.9% to $1,984.3 million and diluted earnings per share of $1.79, compared with $1.53 a year earlier. The company raised its fiscal 2025 Adjusted EBITDA outlook to $1,500-$1,520 million, and it also said Chief Operating Officer Jeff A. Zadoks will retire effective January 2, 2026, with Nicolas Catoggio named to succeed him.
Third-quarter net sales of $1,984.3 million, up $36.6 million, or 1.9%, from $1,947.7 million
Diluted EPS of $1.79 versus $1.53; adjusted diluted EPS of $2.03 versus $1.54 (non-GAAP)
Fiscal 2025 Adjusted EBITDA outlook raised to $1,500-$1,520 million from $1,460-$1,500 million
Jeff A. Zadoks to retire as EVP and COO effective January 2, 2026; Nicolas Catoggio appointed EVP and COO
Post Holdings agreed on June 3, 2025 to acquire the 8th Avenue Food & Provisions equity it does not already own, for a net payment of about $880 million that includes retiring 8th Avenue's debt. The deal is expected to close July 1, 2025, and either party may terminate if it is not completed by August 1, 2025, so shareholders will see a large cash outlay and a consolidated subsidiary if it closes.
Net payment of approximately $880 million, including retirement of 8th Avenue's outstanding debt
Post assumes $111.0 million of finance leases
Sellers own about 99.8% of the Series A Preferred and Class A Common Stock plus all Class C Common Stock
Expected closing July 1, 2025; outside termination date August 1, 2025
Post Holdings reported fiscal second-quarter 2025 results for the period ended March 31, 2025. Net sales fell 2.3% to $1,952.1 million and diluted earnings per share fell to $1.03 from $1.48, while Adjusted EBITDA rose 0.4% to $346.5 million. The company raised its fiscal 2025 Adjusted EBITDA guidance to $1,430-$1,470 million, so shareholders get weaker reported sales and profit alongside a higher profit outlook.
Q2 net sales were $1,952.1 million, down 2.3% from $1,999.0 million a year earlier
Net earnings were $62.6 million, down 35.6%; diluted EPS was $1.03 versus $1.48
Adjusted EBITDA was $346.5 million, up 0.4% from $345.2 million
Fiscal 2025 Adjusted EBITDA guidance raised to $1,430-$1,470 million from $1,420-$1,460 million
Post Holdings approved an amendment to its 2024 Supplemental Executive Retirement Plan on April 9, 2025. Effective that date, no further pay credits will be allocated to the President and CEO's account once his balance reaches $2.5 million, net of applicable FICA tax deductions.
Amendment approved April 9, 2025 by the Corporate Governance and Compensation Committee
CEO's account stops receiving pay credits once its balance reaches $2.5 million (net of FICA deductions)
Plan is an unfunded, non-qualified defined benefit plan covering select management, including named executive officers
Filing made April 11, 2025 with the amended plan attached as Exhibit 10.1
Post Holdings said it will close its cereal manufacturing facilities in Cobourg, Ontario and Sparks, Nevada, affecting about 300 employees, with closure expected by the end of December 2025. The company expects pre-tax charges of $63.5 million to $67.5 million and annual cost savings of $21 million to $23 million starting in fiscal 2026, citing a need to reduce cereal production capacity as the ready-to-eat cereal category declines.
Closure of the Cobourg, Ontario and Sparks, Nevada cereal plants affects about 300 employees; completion expected by end of December 2025.
Pre-tax charges of $63.5 million to $67.5 million, including $39.5 million of non-cash accelerated depreciation; about $45.5 million falls in fiscal 2025 and $20 million in fiscal 2026.
Expected annual cost savings of $21 million to $23 million starting fiscal 2026, with $5 million to $7 million in capital expenditures for production transfers.
On March 27, 2025, Post Holdings' compensation committee approved targeted performance-based restricted stock unit grants to Chief Financial Officer Matthew J. Mainer (10,373 units) and Nicolas Catoggio, President and CEO of Post Consumer Brands (12,966 units). The awards follow the company's existing 2021 long-term incentive plan and are routine compensation actions that tie executive pay to future performance.
March 27, 2025: committee approved PRSU grants
Matthew J. Mainer, EVP, CFO and Treasurer: 10,373 targeted PRSUs
Nicolas Catoggio, President and CEO, Post Consumer Brands: 12,966 targeted PRSUs
Awards made under the Amended and Restated 2021 Long-Term Incentive Plan using a previously filed award agreement
Post Holdings reported first-quarter fiscal 2025 results for the period ended December 31, 2024, with net sales of $1,974.7 million, up 0.4%, and net earnings of $113.3 million, up 28.6%. The company raised its fiscal 2025 Adjusted EBITDA outlook to $1,420-$1,460 million from $1,410-$1,460 million and approved a new $500 million share repurchase authorization effective February 10, 2025, which replaces the existing program.
Net sales were $1,974.7 million, up 0.4% from $1,965.9 million; diluted EPS was $1.78 versus $1.35 a year earlier
Adjusted diluted EPS was $1.73 versus $1.69; Adjusted net earnings were $111.9 million versus $113.7 million
Fiscal 2025 Adjusted EBITDA outlook raised to $1,420-$1,460 million from $1,410-$1,460 million
New $500 million buyback approved February 4, 2025; $200.2 million remained under the existing authorization as of February 6, 2025, which will be cancelled February 9, 2025
On November 15, 2024, Post Holdings announced it intends to redeem the remaining $464.9 million of its 5.625% senior notes due 2028 at 100.938% of principal, plus accrued interest, with a redemption date expected to be December 2, 2024. The company plans to fund the redemption with cash on hand, including net proceeds from its $600.0 million 6.25% senior notes due 2034 issued October 9, 2024. The filing also discloses stock-based awards to named executive officers approved November 12, 2024.
Redemption amount: 100.938% of the $464.9 million principal, plus accrued and unpaid interest, with a redemption date expected December 2, 2024
Funding: cash on hand, including net proceeds from the $600.0 million 6.25% senior notes due 2034 issued October 9, 2024
Executive awards: CEO Robert V. Vitale received 43,747 RSUs and 43,747 target PRSUs; PRSUs vest based on three-year relative TSR ranking
Plan change: Board approved the amended and restated 2021 Long-Term Incentive Plan on November 13, 2024; the share increase and extension to November 13, 2034 require shareholder approval
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