DEF 14A 1 gis3839766-def14a.htm DEFINITIVE PROXY STATEMENT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

☑

Filed by the Registrant

☐

Filed by a Party other than the Registrant

CHECK THE APPROPRIATE BOX:
☐		Preliminary Proxy Statement
☐		Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☑		Definitive Proxy Statement
☐		Definitive Additional Materials
☐		Soliciting Material Under Rule 14a-12

General Mills, Inc.

(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX):
☑	No fee required.
☐	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
		1) Title of each class of securities to which transaction applies:
		2) Aggregate number of securities to which transaction applies:
		3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
		4) Proposed maximum aggregate value of transaction:
		5) Total fee paid:
☐	Fee paid previously with preliminary materials:
☐	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.
		1) Amount previously paid:
		2) Form, Schedule or Registration Statement No.:
		3) Filing Party:
		4) Date Filed:

Table of Contents

2021 Proxy
Statement

Table of Contents

Strategy

Our Accelerate strategy focuses on four pillars to create competitive advantages and win: boldly building brands, relentlessly innovating, unleashing scale and being a force for good. The company is prioritizing its core markets, global platforms and local gem brands that have the best prospects for profitable growth and is committed to reshaping its portfolio with strategic acquisitions and divestitures, including the recent acquisition of Tyson Foods’ pet treats business and the proposed divestiture of its European Yoplait operations, to further enhance its growth profile.

Our Purpose
Making Food the World Loves

	Where to Play
	Where to Play

CORE MARKETS

GLOBAL PLATFORMS

LOCAL GEMS

PORTFOLIO
RESHAPING

	How to Win
	How to Win

BOLDLY BUILDING
BRANDS

RELENTLESSLY
INNOVATING

UNLEASHING
OUR SCALE

BEING A FORCE FOR
GOOD

	Drive Long-Term Shareholder Value
	Drive Long-Term Shareholder Value

ORGANIC NET SALES*
+ 2-3%

ADJUSTED
OPERATING
PROFIT* + MSD⁽¹⁾

ADJUSTED DILUTED
EPS* + MSD TO + HSD⁽²⁾

MAINTAIN CAPITAL
DISCIPLINE

*	Non-GAAP measure.
⁽¹⁾	Mid-single digit growth.
⁽²⁾	High-single digit growth.

Table of Contents

A Letter from Our
Chairman and CEO

Dear Fellow Shareholders:

As I look back on fiscal 2021, I am tremendously proud of the accomplishments we delivered during difficult times, and I am grateful for the hard work of our talented and committed team members around the world. General Mills has prospered for more than 150 years because of the dedication of our people, our strong brands, our resilient categories and our ability to adapt to ever-changing consumer, societal and environmental conditions. These core strengths have never been more important. Since the onset of the COVID-19 pandemic, we have seen dramatic changes in consumer behavior that have required us to quickly evolve and ultimately have made us a stronger and more agile company.

I am particularly encouraged by the development and execution of our new Accelerate strategy to drive sustainable, profitable growth and top tier returns for our shareholders over the long term. We are prioritizing the markets and global platforms that offer the greatest prospects for profitable growth, while focusing on making investments and taking actions that create competitive advantage. Importantly, our Accelerate strategy gives intention to our purpose of making food the world loves and requires that we take action to be a force for good for our consumers and communities. Our accomplishments over the past year are a true reflection of our Accelerate strategy and of our purpose.

Guided by our Accelerate strategy, we set three specific priorities at the beginning of fiscal 2021. We said that we would compete effectively everywhere we play, drive efficiency to fuel investment in our brands and capabilities and reduce our debt to increase financial flexibility. I am pleased to report that we achieved each of our priorities. We recorded market share gains across each of our five global platforms: cereal, pet food, ice cream, snack bars and Mexican food. We generated strong levels of cost savings and meaningfully increased our investment in brand building activities and in strategic capabilities such as E-commerce, digital, data & analytics and strategic revenue management. Our disciplined cash management allowed us to reduce debt and resume dividend growth and share repurchase activity during fiscal 2021.

In addition to delivering on our key priorities, we took actions informed by our Accelerate strategy that will be critical to enhancing our future growth. We announced portfolio reshaping transactions that will enhance the growth and margin profile of our enterprise, including the proposed sale of our European Yoplait operations, and more recently, the purchase of Tyson Foods’ pet treat business, which will strengthen our position in the fast-growing U.S. pet food category. We are also taking significant steps to reshape our organization to better align with the Accelerate strategy. By streamlining parts of our structure to bring our functions and capabilities closer to the business, these changes will direct our talent and resources against the key drivers of our strategy.

I am especially proud of the many ways our teams continue to live out our purpose of making food the world loves. Recognizing that everything we do touches the lives of people and communities – now, and for years to come – we are determined to have our work lead to a better future. As the pandemic increased food insecurity around the world, we launched a manufacture-to-donate initiative, making food and distributing it with the singular goal of helping feed children and families in need. We increased our charitable giving, providing greater financial and food resources to help meet unprecedented need. We acted quickly to put in place new measures to keep our employees safe. When a long overdue conversation on racial injustice and social inequalities began in our hometown, we met the moment again. We made new commitments to help achieve greater equity in food access, education and representation and strengthened our resolve to make a positive impact on upholding human rights in all our communities around the world.

Notice of 2021 Annual Meeting of Shareholders

Table of Contents

As we look to the challenges ahead, we begin with the firm belief that a global food company can be a force for good. The natural resources that we depend upon are being reduced as the world’s needs increase, and simply sustaining the status quo is not enough. We have set aggressive goals to reduce greenhouse gas emissions across our entire value chain, and we are investing in the potential of agriculture to ensure a thriving future for both people and planet. To that end, we are working to drive meaningful change through regenerative agriculture, a holistic approach to farming that improves environmental, social and economic resilience.

Now as we emerge from the pandemic, it’s clear that consumer behaviors are not returning to what they once were. The rapid growth in E-commerce, the likelihood that many office workers will have some degree of remote work and the increased appreciation consumers have gained for cooking and baking over the past 18 months will have lasting impacts and will create opportunity. Simply put, we are ending one period of significant consumer disruption only to start another.

We enter fiscal 2022 ready to compete and win in this highly dynamic consumer environment. We will continue to execute our Accelerate strategy, focusing on three priorities that will be critical to our success. First, we will continue to compete effectively, prioritizing our core markets, global platforms and local gem brands, and leveraging our brand-building, innovation, strategic capabilities and force for good work to deliver competitive performance. Second, we will successfully navigate the dynamic cost environment, leveraging our Holistic Margin Management productivity program, Strategic Revenue Management pricing actions and other efficiency efforts to address input cost inflation and other cost headwinds. Finally, we will execute our portfolio and organization reshaping actions without disrupting our base business. Our long history of success and our perseverance over the past year give me great confidence in our ability to adapt and evolve to deliver outstanding financial results while staying true to our company purpose of making food the world loves.

I want to close by thanking you, our shareholders, for your investment in General Mills and your confidence in our plans for future growth. On behalf of our 35,000 talented employees around the world, I want you to know that we remain confident that we will emerge from the pandemic a stronger company in a position to generate consistent, profitable growth and top tier returns over the long term.

August 17, 2021

Sincerely,

JEFFREY L. HARMENING

Chairman and Chief Executive Officer

2	General Mills Inc.

Table of Contents

A Letter from Your
Independent Lead Director

Dear Fellow Shareholders:

It has been my privilege to continue to serve as your Independent Lead Director. While the events of the past year have presented some unique demands and challenges, the board remains focused on fulfilling its fiduciary duties and working on your behalf to create sustainable, long-term value. As our 2021 Annual Meeting approaches, I am pleased to have this opportunity to update you on the board’s priorities and work during the past year.

LONG-TERM STRATEGY REMAINS THE BOARD’S PRIMARY FOCUS.
The board’s number one priority continues to be guiding the development and execution of a thoughtful and sound long-term strategy. This year, the company unveiled its Accelerate strategy to drive sustainable, profitable growth and top-tier shareholder returns over the long term. The Accelerate strategy was the culmination of work by the board and management team over a period of many months and board meetings and reflects significant contributions from the diverse perspectives and experiences of our directors. The Accelerate strategy has served the company well during this turbulent year by providing a clear framework for setting priorities, and I am confident that it will benefit you, our shareholders, going forward by providing a strategic foundation for long-term value creation.

ADDRESSING THE IMPACTS OF THE COVID-19 PANDEMIC.
Throughout the COVID-19 pandemic, the board has been actively engaged with management to ensure appropriate oversight of the company’s response, including ensuring employee safety and maintaining a strong supply chain to meet the demands of consumers and customers. As we entered fiscal 2021, the pandemic was still in its early stages. The uncertainty created by the pandemic made this an especially challenging year to set business plans and establish performance objectives. The board worked with management to set challenging business plans that reflected expectations for elevated demand for at home food consumption, while recognizing the unpredictability of the pandemic and its ongoing effects.

RECOGNIZING THE IMPORTANCE OF ENVIRONMENTAL AND SOCIAL MATTERS.
For more than 150 years, General Mills has been creating long-term value for its shareholders and the broader communities where it operates. As a board, we are focused on ensuring that the company takes appropriate steps to address areas of risk and opportunity where the company has the greatest environmental and societal impact, and we consider these issues in the context of our strategic planning, risk management and investor communications. Our Accelerate strategy recognizes the power of our purpose and calls on our teams to create competitive advantage by seizing on opportunities to be a force for good. By encouraging the company to recognize, protect, act and invest in these areas, the board is working with management to take a long-term view of creating and sustaining value. With the full support and direction of the board, the company has set ambitious goals to address climate change and to promote regenerative agriculture, an approach to farming that improves environmental, social and economic resilience. The board is also actively engaged in the company’s efforts to address social inequalities that impact our employees, consumers and communities. The board’s Public Responsibility Committee monitors progress against the company’s goals and efforts and oversees the company’s sustainability and corporate social responsibility strategies, plans and objectives.

Notice of 2021 Annual Meeting of Shareholders

Table of Contents

COMMITMENT TO DEVELOPING A TALENTED, DIVERSE AND ENGAGED WORKFORCE.
People are at the heart of the company’s mission, and the future success of the company will in large part be determined by the talent and skills of our workforce and the culture of the company. I can assure you that the board is actively involved in overseeing the company’s strategies to recruit, develop and safeguard the well-being of our talented and dedicated team. The full board regularly discusses matters of corporate culture and employee engagement to ensure that our teams embody the attributes, behaviors and commitment necessary to advance our strategies. An essential part of our culture is our commitment to operating with integrity and the highest ethical standards. This starts with the clear expectation set by the board and is reinforced by the board’s regular review of our ethics and compliance reports. Fostering a culture of inclusion and ensuring diversity of input and perspective are a vital part of these strategies. As such, the board regularly reviews the company’s strategies for building and developing a diverse workforce and monitors progress against these plans.

MAINTAINING A HIGHLY SKILLED, DIVERSE AND EFFECTIVE BOARD.
Building and sustaining a highly skilled, diverse and independent board and effectively leveraging those talents, skills and experiences is essential to the long-term success of our company. New directors are thoughtfully and purposefully selected by the board for their deep and relevant skill sets and their ability to guide our strategy, provide valuable experience and insights and effectively represent the interests of our shareholders. Our board succession work in recent years continues a long-standing practice of maintaining a board that is diverse across multiple dimensions and reflects our enduring belief that the board is made stronger by its diversity. We have a capable, engaged and thoughtful group of directors who are focused on long-term value creation for shareholders, and I encourage you to vote for each of the board’s nominees on this year’s ballot.

As the Independent Lead Director, I plan to continue building a board culture that encourages substantive, constructive and open dialogue between the board and management on topics that are paramount to the company. To that end, I am focused on ensuring that the board maintains a system of board practices that allow us to function effectively and exercise our independent judgment to deliver value to the company and its shareholders. That begins with ensuring that the board focuses its time and attention to matters of greatest impact and interest to our shareholders and that our board discussions take full advantage of the individual and collective talents of our directors.

On behalf of the board, I thank you for your investment and continued support of General Mills, and I look forward to working with my fellow directors and the management team in the coming year to advance our Accelerate strategy.

August 17, 2021

Sincerely,

STEVE ODLAND

Independent Lead Director

4	General Mills Inc.

Table of Contents

Notice of 2021 Annual Meeting of Shareholders

Background

Date and Time
Tuesday, September 28, 2021, at 8:30
a.m., Central Daylight Time

Location
Online only at
www.virtualshareholder
meeting.com/GIS2021

Who Can Vote
The record date for the Annual Meeting is
July 30, 2021. If you held General Mills
stock at the close of business on that
date, you are entitled to vote at the Annual
Meeting.

Voting Items

PROPOSAL		BOARD VOTING RECOMMENDATION
1	ELECT AS DIRECTORS THE 11 NOMINEES NAMED IN THE ATTACHED PROXY STATEMENT		FOR each director nominee
2	CAST AN ADVISORY VOTE ON EXECUTIVE COMPENSATION		FOR
3	RATIFY THE APPOINTMENT OF KPMG LLP AS GENERAL MILLS’ INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING MAY 29, 2022		FOR
4	APPROVAL OF AMENDMENT AND RESTATEMENT OF OUR RESTATED CERTIFICATE OF INCORPORATION TO REMOVE THE SUPERMAJORITY VOTING PROVISIONS APPLICABLE TO PREFERRED SHAREHOLDERS		FOR

Shareholders will also transact any other business that properly comes before the meeting.

Voting Methods

Your vote is important. We encourage you to vote by proxy, even if you plan to attend the virtual meeting.


INTERNET www.proxyvote.com		TABLET OR SMARTPHONE		TELEPHONE Toll-free (U.S. and Canada) 1-800-690- 6903		MAIL Mail in your signed proxy card or voting instruction form (if you received one).		ONLINE AT ANNUAL MEETING www.virtualshareholder meeting.com/GIS2021

Sincerely, Richard C. Allendorf	IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 28, 2021 Our Notice of 2021 Annual Meeting of Shareholders, Proxy Statement and Annual Report to Shareholders are available on the General Mills website at www.generalmills.com in the Investors section.
Secretary
August 17, 2021

Notice of 2021 Annual Meeting of Shareholders

Table of Contents

About
General Mills

At General Mills, we are living our purpose of making food the world loves. In fiscal 2021, the General Mills team delivered under difficult circumstances resulting from the COVID-19 pandemic. We competed effectively, generated strong top-and bottom-line growth and further improved our balance sheet, allowing us to resume dividend growth and share repurchases. In addition, we advanced our Accelerate strategy by investing in our brands, strengthening our capabilities, building on our leading position as a force for good and taking significant steps to reshape our portfolio and our organization for future growth.

General Mills entered fiscal 2022 ready to compete and win in a highly dynamic consumer environment. We expect that changes in consumer behavior driven by the pandemic will result in ongoing elevated consumer demand for food at home, relative to pre-pandemic levels. The General Mills team plans to capitalize on these opportunities, addressing evolving consumer needs through its leading brands, innovation and advantaged capabilities to generate profitable growth.

	A Force for Good During COVID-19
	Protecting our People
		Throughout the global pandemic, General Mills has focused on what is most important: prioritizing the health and safety of our people and our consumers.
		All General Mills manufacturing and distribution facilities have operated in a safe manner through the COVID-19 pandemic with no significant disruption, and we have partnered with customers to prioritize production for the most in-demand products.
	Supporting our Communities
		During the pandemic, the General Mills Foundation has provided $9 million in cash grants to help fund nonprofit organizations working to meet elevated community needs driven by COVID-19.
		We increased community food security through our “manufacture to donate” program by donating more than 17 million meals – including whole grain cereals, waffles and granola bars – to organizations helping people in need as the pandemic unfolded.
	Driving Long-Term Shareholder Value
	Protecting Shareholder Value & Financial Stability
		Amid significant challenges and change in fiscal 2021, we adapted and executed to deliver strong financial results while protecting employees and supporting our communities.
		We competed effectively everywhere we play, drove efficiency to fuel investments in our brands and capabilities and reduced our debt leverage through strong free cash flow generation.
		Announced two transactions, the acquisition of Tyson Foods’ pet treats business and the proposed divestiture of our European Yoplait operations, to reshape our portfolio and drive faster and more profitable growth.
		Took steps to reshape our organization to better align with our Accelerate strategy and free up resources to continue to invest in growth-facing capabilities, including digital, data and analytics, E-commerce, strategic revenue management, strategy, M&A and other capabilities that are critical to our future success.

6	General Mills Inc.

Table of Contents

About General Mills

Financial Highlights

Delivering on our Key Priorities

In fiscal 2021, we executed well amid the uncertain environment created by the COVID-19 pandemic, delivering strong organic net sales, adjusted operating profit, free cash flow and adjusted diluted EPS. We achieved each of the three priorities we established at the beginning of the year:

	We competed effectively, everywhere we play, highlighted by market share gains across each of our five global platforms: cereal, pet food, ice cream, snack bars and Mexican food. Our positive market share performance and pandemic-driven elevated demand for food at home helped drive organic net sales growth, except in our Convenience Stores & Foodservice segment where lower away-from-home food demand stemming from the pandemic resulted in a decline.

	We drove efficiency to fuel investment in our brands and capabilities. We generated strong levels of holistic margin management cost savings and were able to meaningfully increase our investment in brand building activities and in strategic capabilities such as E-commerce, digital, data & analytics and strategic revenue management.

	We reduced our debt leverage and resumed dividend growth and share repurchase activity. As a result of our continued cash discipline, we were able to reduce our debt and generate a reduction in our leverage ratio. Due to our improved balance sheet position, we were able to resume dividend growth and share repurchase activity. During fiscal 2021, we returned cash to shareholders through dividends totaling $1.2 billion and share repurchases totaling $301 million, and we reduced total debt outstanding by $928 million.

	We reshaped our portfolio through the acquisition of Tyson Foods’ pet treat business and the proposed sale of our European Yoplait business.

Meeting our Financial Targets
Net Sales Increased 3% to $18.1 billion and organic net sales increased 4% compared to year-ago levels*.
Operating profit increased 6% to $3.1 billion and adjusted operating profit of $3.2 billion increased 2% on a constant-currency basis*.
Net cash provided by operations totaled $3.0 billion in fiscal 2021 representing a conversion rate of 127% of net earnings. This cash generation supported capital investments totaling $531 million, and our resulting free cash flow was $2.4 billion at a conversion rate of 103%*.
Diluted EPS increased 6% to $3.78 and adjusted diluted EPS of $3.79 increased 4% on a constant-currency basis*.

Organic net sales, adjusted operating profit (on a constant-currency basis), adjusted diluted EPS (on a constant-currency basis), free cash flow and free cash flow conversion rate are non-GAAP measures. For more information on the use of non-GAAP measures in the Proxy Statement, and a reconciliation of non-GAAP measures to the most directly comparable GAAP measures, see Appendix A.

Notice of 2021 Annual Meeting of Shareholders

Table of Contents

About General Mills

People and Inclusion Highlights

Global
Inclusions

41%
of our officers and
directors are women

19%
of our officers and directors are
racially or ethnically diverse

We believe that fostering a culture of inclusion and belonging strengthens our business performance and execution, ability to recruit and develop talent and provides for a rewarding workplace experience that allows all of our employees to thrive and succeed. We actively cultivate a culture that acknowledges, respects and values all dimensions of diversity – including gender, race, sexual orientation, ability, backgrounds and beliefs. Ensuring diversity of input and perspectives is core to our business strategy, and we are committed to recruiting, retaining, developing and advancing a workforce that reflects the diversity of the consumers we serve.

Our Inclusion Goal		Our Inclusion Strategy
Is to foster a culture of inclusion and belonging that allows all our employees to thrive. Ensuring diversity of input and perspectives is core to our business strategy.		Is to use our inclusion framework to advance engagement around the world, leveraging data to assess progress and hold ourselves accountable as we continue to foster a culture of inclusion and belonging.


	Employee Engagement	94% of salaried employees are proud to work for General Mills	90% of salaried employees say General Mills is a great place to work

The efficient production of high-quality products and successful execution of our strategy requires a talented, skilled, dedicated and engaged team of employees. We work to equip our employees with critical skills and expand their contributions over time by providing a range of training and career development opportunities, including hands-on experiences through challenging work assignments and job rotations, coaching and mentoring opportunities and training programs. To foster employee engagement and commitment, we follow a robust process to listen to employees, take action and measure our progress with ongoing employee conversations, transparent communications and employee engagement surveys.


	Workplace Safety	7% reduction in workplace injuries during fiscal 2021

We are committed to maintaining a safe and secure workplace for our employees. We set specific safety standards to identify and manage critical risks. We use global safety management systems and employee training to ensure consistent implementation of safety protocols and accurate measurement and tracking of incidents. To provide a safe and secure working environment for our employees, we prohibit workplace discrimination, and we do not tolerate abusive conduct or harassment. Our attention to the health and safety of our workforce extends to the workers and communities in our supply chain.

During the COVID-19 pandemic, we implemented an enterprise-wide response to ensure employee safety. In our manufacturing facilities, we enacted social distancing protocols, temperature checks, enhanced sanitation, mask use and other protective equipment and practices. Our layered protections, combined with robust contact tracing and exclusion protocols, enabled the continued operation of our manufacturing and distribution facilities without significant disruption. During the pandemic, our office staff shifted primarily to working remotely as dictated by local conditions.

8	General Mills Inc.

Table of Contents

About General Mills

Sustainability

For over 150 years, General Mills has been making food the world loves while creating long-term value for society and our shareholders. Feeding a growing global population and the success of our business depends on a healthy planet.

As we look to the challenges ahead, we begin with the firm belief that a global food company can be a force for good. We are investing in the potential of agriculture to ensure a thriving future for both people and planet. To that end, we are working to drive meaningful change through regenerative agriculture, a holistic approach to farming that improves environmental, social and economic resilience.

An overview of the company’s initiatives may be found in our annual Global Responsibility Report (available on our website at www.generalmills.com under the Responsibility section).

This year we successfully achieved the goal we set in 2013 to sustainably source 100% of our 10 priority ingredients by 2020. The insights we developed while successfully achieving this goal have helped inform our regeneration strategy, which will move us from simply sustaining the ecosystems and communities where we source our ingredients to regenerating them for future generations. We intend to build on the momentum from our sustainable sourcing efforts to drive our commitment of advancing regenerative agriculture practices on one million acres of farmland by 2030. Through regenerative agriculture, farmers will regenerate the soil they work on, reduce the amount of inputs and water used and lower greenhouse gas emissions through carbon sequestration.

In fiscal 2021, we continued our commitment to transparency by enhancing our climate disclosures based on the Task Force on Climate-related Financial Disclosure principles and the standards developed by the Sustainability Accounting Standards Board for our industry. We also partnered with Trucost to assess our climate-related transition and physical risks to enhance our efforts to mitigate our climate risks and exposures throughout our supply chain.

While the company is focused on regeneration efforts across our full value chain, our current key priorities are focused on climate change and regenerative agriculture. As highlighted below, the company has set ambitious goals in these areas, and remains on track to achieve them.

Climate Change		Regenerative Agriculture
	GOAL Net Zero GHG emissions across our full value chain by 2050		GOAL 1MM acres of farmland advancing regenerative agriculture

In fiscal 2021, we launched new goals to align with the new SBTi 1.5°C guidance. Our new goals are to reduce absolute GHG emissions across our full value chain (Scopes, 1, 2 and 3) by 30% by 2030 (compared to 2020). By 2050, we expect to achieve net zero GHG emissions across our full value chain. As of the end of fiscal 2020, our GHG emissions footprint had decreased 16% compared to our 2010 baseline.		We are committed to being a leader in regenerative agriculture, which we define as a holistic, principles-based approach to farming and ranching that seeks to build and strengthen ecosystem and community resilience. We have set a goal to advance regenerative agriculture practices on 1 million acres of farmland by 2030. To date, we are helping to advance regenerative agriculture practices on 70 farms and 70,000 acres of land.

Notice of 2021 Annual Meeting of Shareholders

Table of Contents

About General Mills

Sustainability and Social Responsibility Highlights

At General Mills, we work to create holistic value throughout our supply chain, from agriculture and operations to our consumers and communities. Our sustainability and corporate social responsibility achievements, some of which are highlighted below, help us strengthen our business, brands and the communities we serve.



FOOD	PLANET	PEOPLE	COMMUNITY

96% of our company-owned production facilities are Global Food Safety Initiative (GFSI) certified.⁽¹⁾	1 million We will advance regenerative agriculture on 1 million acres of farmland by 2030.⁽¹⁾	90% of our salaried employees say that General Mills is a great place to work.	$98 million We contributed $98 million in General Mills Foundation grants, corporate contributions and food donations to charitable causes.

43% of General Mills global volume met the company’s criteria as Nutrition-Forward Foods.⁽¹⁾	100% of our 10 priority ingredients are sustainably sourced.⁽¹⁾	41% of our officers and directors are women and 19% of our officers and directors are racially or ethnically diverse.	83% of our employees worldwide volunteered in their communities.⁽¹⁾

#1 General Mills is the largest provider of natural and organic packaged food in the U.S.^{(1) *}	16% Our greenhouse gas emissions footprint decreased 16% in 2020 compared to our 2010 baseline.⁽¹⁾	0.85 Our global total injury rate was 0.85 injuries per 100 employees, significantly below food-industry averages.⁽¹⁾	$58 million We provided $58 million in food donations to food bank partners around the world.

⁽¹⁾	Data as of the last day of fiscal 2020.
*	Includes food for both humans and pets. Source: SPINS CY2020, Total – US Mulo, Natural Enhanced Channel and Pet Channel. Human


Human Rights
As one of the world’s leading food companies, we believe we have a responsibility to respect human rights throughout our business and value chain. As a force for good, we are accelerating our actions to respect human rights and positively impact the people we depend on – and who depend on us. Our goal is to assess and address our human rights impacts in alignment with the United Nations Guiding Principles on Business and Human Rights (UNGPs). We follow a strategic framework to assess, address and prevent potential human rights impacts across our value chain. In fiscal 2021, we also advanced our human rights initiatives by partnering with an outside consultant to conduct an assessment of our human rights risks and strategy to ensure alignment with the UNGPs.

10	General Mills Inc.

Table of Contents

About General Mills

Sustainability and Social Responsibility Highlights

Awards and Recognition
General Mills is recognized as a global leader in sustainability. We received numerous awards in fiscal 2021 recognizing our efforts. Listed below are a few of these recognitions, illustrating our commitment to being a force for good.
CDP Disclosure A List 2020 – Climate Change	CDP Disclosure A List 2020 – Water Security	100 Best Corporate Citizens 2020 – 3BL Media	Member FTSE4Good
Member of Dow Jones Sustainability North America and World Indices	America’s Most Just Companies 2020 – Forbes	America’s Most Responsible Companies 2020 – Newsweek	100 Best Companies for Working Women, Working Mother Media
100 Best Companies for Dads, Working Mother Media	Top Global Champions for Supplier Diversity and Inclusion: Honorable Mention – WEConnect International	Member of the Science Based Targets Network (SBTN)	Signatory to the United Nations Global Compact (UNGC)
Certain sections of this Proxy Statement reference or refer you to materials on our website, www.generalmills.com. These materials and our website are not incorporated by reference in, and are not part of, this Proxy Statement.

Notice of 2021 Annual Meeting of Shareholders

SEC Form DEF 14A filed by General Mills, Inc.