SJMJ.M. Smucker

Consumer staples · Packaged Foods · NYSE

Deals between SJM and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-06-26 reports that the one filed 2025-06-27 did not, quoted as filed.

New this year

Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-06-27.

Nothing new: every deal in this year's section was reported last year too.

No longer reported 1 paragraph of the proxy filed 2025-06-27 with nothing like them this year

Transactions with Directors and Executive Officers

“Kirk Perry, a member of the Board, was the President and Chief Executive Officer of Circana until February 2025. We incurred approximately $12.8 million in expenses for consumer data, analytics, and insights services provided to us by Circana in fiscal year 2025.”
Read it in last year's proxy ↗

The whole section 4 paragraphs, proxy filed 2026-06-26

RELATED PARTY TRANSACTIONS

“The Board has long recognized that transactions with Related Persons (as defined below) present a potential conflict of interest (or the perception of a conflict) and, together with our senior management, the Board has enforced the conflict of interest provisions set forth in the Code of Conduct. All employees and members of the Board sign and agree to be bound by the Code of Conduct. In addition, Do the Right Thing is one of our Basic Beliefs and is core to our culture.”
Read it in the proxy ↗

Related Party Transaction Approval Policy

“In order to formalize the process by which we review any transaction with a Related Person, the Board has adopted a written policy addressing our procedures with respect to the review, approval, and ratification of “related person transactions” that are required to be disclosed pursuant to Item 404(a) of Regulation S-K. Under the policy, the Chief Legal Officer initially determines if a transaction or relationship constitutes a transaction that requires compliance with the policy. The policy provides that any transaction, arrangement, or relationship, or series of similar transactions, with any director, nominee for director, executive officer, 5% beneficial owner, or any of their immediate family members, or any entity which is owned or controlled by such persons, or in which such persons have a substantial ownership interest or control of such entity (collectively, “Related Persons”) in which we have or will have a direct or indirect material interest and which exceeds $120,000 in the aggregate will be subject to review, approval, or ratification by the Audit Committee. In its review of Related Person transactions, the Audit Committee will review the material facts and circumstances of the transaction.”
Read it in the proxy ↗

Transactions with Directors and Executive Officers

“Richard Smucker, Chairman Emeritus for the Company, is the uncle of our Chief Executive Officer, President and Chair of the Board, Mark Smucker. For fiscal year 2026, Richard Smucker was compensated as a Chairman Emeritus, and such compensation is included in the “2026 Director Compensation Table.””
Read it in the proxy ↗

Transactions with Directors and Executive Officers

“Related party transactions regarding members of the Compensation Committee are also disclosed under the “Compensation Committee Interlocks and Insider Participation” section of this Proxy Statement.”
Read it in the proxy ↗

Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗

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