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Executive Change · Reg FD Disclosure

Filed Feb 26, 2026 · 4mo ago · Accession 0000091419-26-000017

Plain English

Material event — a significant development the company must disclose promptly.

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Securities and Exchange Commission on June 27, 2025, under the caption “Director Compensation,” which portion of such proxy statement is incorporated herein by reference. In connection with the election of Mr. Chung and Mr. Singer as directors, the Company will enter into an indemnity agreement with each of Mr. Chung and Mr. Singer, in each case effective as of April 15, 2026 (the “ Indemnity Agreements ”). The Indemnity Agreements are in substantially the same form as the indemnity agreements the Company has entered into with each of its current directors and elected officers, which form was previously filed by the Company as Exhibit 10.51 to the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2025 (the “ Form of Indemnity Agreement ”). Each Indemnity Agreement requires the Company to indemnify Mr. Chung and Mr. Singer, as applicable, to the fullest extent permitted by law against all expenses, judgments, settlements, fines, and penalties, actually and reasonably incurred in the defense or settlement of any civil, criminal, administrative, or investigative action brought against him by reason of his relationship with the Company, including third-party claims and proceedings brought by or in the right of the Company, subject to certain exceptions. The rights provided to Mr. Chung and Mr. Singer under each applicable Indemnity Agreement are in addition to any other rights they may be entitled to under the Company’s Amended Articles of Incorporation or Amended Regulations, the Ohio General Corporation Law, or otherwise. The description of the Indemnity Agreements set forth in this Item 5.02 is not complete and is qualified in its entirety by reference to the full text of the Form of Indemnity Agreement, which is incorporated herein by reference. The Company is not aware of (i) any arrangement or understanding between either Mr. Chung or Mr. Singer and any other person pursuant to which Mr. Chung or Mr. Singer were elected as directors or (ii) any items which would require disclosure under Item 404(a) of Regulation S-K. Item 7.01    Regulation FD Disclosure. On February 26, 2026, the Company issued a press release announcing the election of Mr. Chung and Mr. Singer to the Board (the “ Press Release ”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in Item 7.01 of this Current Report on Form 8-K, as well as Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Item 9.01    Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 99.1 Press Release issued by the Company, dated February 26, 2026. 104 The cover page of this Current Report on Form 8-K, formatted in Inline XBRL. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE J. M. SMUCKER COMPANY By: /s/ Jeannette L. Knudsen Name: Jeannette L. Knudsen Title: Chief Legal Officer and Secretary Date: February 26, 2026 3
Filing details
Ticker
SJM
CIK
91419
Form type
8-K
Filing date
Feb 26, 2026
Report date
Feb 24, 2026
Document
sjm-20260224.htm
Size
235 KB