Bylaw Amendment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2022     General Mills, Inc. (Exact name of Registrant as Specified in Its Charter)       Delaware   001-01185   41-0274440 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)   Number One General Mills Boulevard Minneapolis , Minnesota   55426 (Address of Principal Executive Offices)   (Zip Code) Registrant’s Telephone Number, Including Area Code: (763) 764-7600 Not Applicable (Former Name of Former Address, if Changed Since Last Report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $.10 par value   GIS   New York Stock Exchange 1.000% Notes due 2023   GIS23A   New York Stock Exchange 0.125% Notes due 2025   GIS25A   New York Stock Exchange 0.450% Notes due 2026   GIS26   New York Stock Exchange 1.500% Notes due 2027   GIS27   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   ☐ Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐       Item 5.03 Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year. On January 24, 2022, the board of directors of General Mills, Inc. (the “Company”) amended the Company’s exclusive forum By-Law provision to provide that certain actions where the Court of Chancery of the State of Delaware lacks subject matter jurisdiction must be brought in a state or federal court located within the State of Delaware (unless the Company consents in writing to the selection of an alternative forum). The foregoing description is qualified in its entirety by reference to the full text of the Company’s By-Laws, which is attached hereto as Exhibit 3.1 and incorporated herein by reference.   Item 9.01 Financial Statements and Exhibits. (d)     Exhibits .   3.1    By-Laws of General Mills, Inc. 104    Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. Date: January 28, 2022   GENERAL MILLS, INC. By:   /s/ Richard C. Allendorf Name:   Richard C. Allendorf Title:   General Counsel and Secretary