lw-20260222

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________________________________________________

FORM 10-Q

_________________________________________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended February 22, 2026


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 1-37830

_________________________________________________________________

LAMB WESTON HOLDINGS, INC.

(Exact name of registrant as specified in its charter)


Delaware						61-1797411
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

599 S. Rivershore Lane Eagle, Idaho						83616
(Address of principal executive offices)						(Zip Code)

(208) 938-1047

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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, $1.00 par value

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of March 25, 2026, the Registrant had 138,072,803 shares of common stock, par value $1.00 per share, outstanding.

Table of Contents


Part I. FINANCIAL INFORMATION
	Item 1	Financial Statements (Unaudited)
		Consolidated Statements of Earnings	3
		Consolidated Statements of Comprehensive Income	4
		Consolidated Balance Sheets	5
		Consolidated Statements of Stockholders’ Equity	6
		Consolidated Statements of Cash Flows	7
		Condensed Notes to Consolidated Financial Statements (Unaudited)	8
	Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3	Quantitative and Qualitative Disclosures About Market Risk	30
	Item 4	Controls and Procedures	31

Part II. OTHER INFORMATION			31
	Item 1	Legal Proceedings	31
	Item 1A	Risk Factors	31
	Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	32
	Item 3	Defaults Upon Senior Securities	32
	Item 4	Mine Safety Disclosures	32
	Item 5	Other Information	32
	Item 6	Exhibits	32

Signature			34

Table of Contents

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (Unaudited)

Lamb Weston Holdings, Inc.

Consolidated Statements of Earnings

(unaudited, in millions, except per share amounts)


	Thirteen Weeks Ended				Thirty-Nine Weeks Ended
	February 22, 2026		February 23, 2025		February 22, 2026		February 23, 2025
Net sales	$	1,564.8	$	1,520.5	$	4,842.2	$	4,775.5
Cost of sales	1,233.2		1,098.0		3,843.9		3,719.2
Gross profit	331.6		422.5		998.3		1,056.3
Selling, general and administrative expenses	156.8		164.2		481.4		492.8
Cost Savings Program and Restructuring expenses	48.2		9.6		94.6		84.2
Income from operations	126.6		248.7		422.3		479.3
Interest expense, net	45.0		47.3		133.0		135.8
Income before income taxes and equity method earnings	81.6		201.4		289.3		343.5
Income tax expense	30.3		57.5		114.2		121.7
Equity method investment earnings	2.7		2.1		5.3		15.5
Net income	$	54.0	$	146.0	$	180.4	$	237.3
Earnings per share:
Basic	$	0.39	$	1.03	$	1.30	$	1.66
Diluted	$	0.39	$	1.03	$	1.29	$	1.66
Weighted average common shares outstanding:
Basic	139.0		141.9		139.3		142.8
Diluted	139.3		142.4		139.6		143.2

See Condensed Notes to Consolidated Financial Statements.

Table of Contents

Lamb Weston Holdings, Inc.

Consolidated Statements of Comprehensive Income

(unaudited, dollars in millions)


	Thirteen weeks ended February 22, 2026						Thirteen weeks ended February 23, 2025
	Pre-Tax Amount		Tax (Expense) Benefit		After-Tax Amount		Pre-Tax Amount		Tax (Expense) Benefit		After-Tax Amount
Net income	$	84.3	$	(30.3)	$	54.0	$	203.5	$	(57.5)	$	146.0
Other comprehensive income (loss):
Unrealized pension and post-retirement benefit obligations loss	(0.2)		0.1		(0.1)		—		—		—
Unrealized currency translation gains (losses)	61.4		—		61.4		(0.8)		0.5		(0.3)
Other	—		—		—		(0.1)		—		(0.1)
Comprehensive income	$	145.5	$	(30.2)	$	115.3	$	202.6	$	(57.0)	$	145.6


	Thirty-Nine Weeks Ended February 22, 2026						Thirty-Nine Weeks Ended February 23, 2025
	Pre-Tax Amount		Tax (Expense) Benefit		After-Tax Amount		Pre-Tax Amount		Tax (Expense) Benefit		After-Tax Amount
Net income	$	294.6	$	(114.2)	$	180.4	$	359.0	$	(121.7)	$	237.3
Other comprehensive income (loss):
Unrealized pension and post-retirement benefit obligations gains (loss)	6.0		(0.9)		5.1		(0.2)		—		(0.2)
Unrealized currency translation gains (losses)	83.3		—		83.3		(62.0)		1.0		(61.0)
Other	—		—		—		(0.4)		0.1		(

SEC Form 10-Q filed by Lamb Weston Holdings Inc.