8-K
Kraft Heinz Co (KHC)
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): October 22, 2025
The Kraft Heinz Company
(Exact name of registrant as specified in its charter)
| Delaware | 001-37482 | 46-2078182 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
One PPG Place, Pittsburgh, Pennsylvania 15222
(Address of principal executive offices, including zip code)
(412) 456-5700
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or 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:
☐ 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, $0.01 par value | KHC | The Nasdaq Stock Market LLC |
| 3.500% Senior Notes due 2029 | KHC29 | The Nasdaq Stock Market LLC |
| 3.250% Senior Notes due 2033 | KHC33 | The Nasdaq Stock Market LLC |
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 22, 2025, the Board of Directors (the “Board”) of The Kraft Heinz Company (the “Company”) appointed L. Kevin Cox, Mary Lou Kelley, and Tony Palmer as members of the Board, effective as of such date. Mr. Cox, Ms. Kelley, and Mr. Palmer were not selected pursuant to any arrangement or understanding between him or her and any other person. There are no transactions between Mr. Cox, Ms. Kelley, or Mr. Palmer and the Company that would be reportable under Item 404(a) of Regulation S-K.
Mr. Cox, Ms. Kelley, and Mr. Palmer will be compensated according to the Company’s compensation program for non-employee directors as described in the Company’s proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 28, 2025.
Item 7.01. Regulation FD Disclosure.
On October 22, 2025, the Company issued a press release announcing the Board’s appointment of Mr. Cox, Ms. Kelley, and Mr. Palmer to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or in the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibit is furnished with this Current Report on Form 8-K.
| Exhibit No. | Description |
|---|---|
| 99.1 | The Kraft Heinz Company Press Release, dated October 22, 2025. |
| 104 | The cover page of The Kraft Heinz Company's Current Report on Form 8-K dated October 22, 2025, formatted in iXBRL. |
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 Kraft Heinz Company | ||
|---|---|---|
| Date: October 22, 2025 | By: | /s/ Angel Willis |
| Angel Willis | ||
| Executive Vice President, Global General Counsel and Corporate Affairs Officer |
2
Document
Exhibit 99.1
| Contacts: | Kraft Heinz Media Team | Anne-Marie Megela (investors) |
|---|---|---|
| media@kraftheinz.com | Anne-Marie.Megela@kraftheinz.com |
Kraft Heinz Announces Three New Members of Its Board of Directors
New Independent Directors bring significant expertise in consumer-focused industries and organizational transformation – key capabilities as Company prepares to separate into two industry-leading companies
PITTSBURGH & CHICAGO – Oct. 22, 2025 – The Kraft Heinz Company (Nasdaq: KHC) (“Kraft Heinz” or “the Company”) announced today that L. Kevin Cox, Mary Lou Kelley, and Tony Palmer have been appointed to join its Board of Directors (“Board”), effective Oct. 22, 2025.
“We are thrilled to welcome Kevin, Mary Lou, and Tony to our Kraft Heinz Board of Directors –
especially at such a critical time in our Company’s transformation,” said Miguel Patricio, Executive Chair of the Board of Directors of Kraft Heinz. “Each of them brings extensive senior management expertise from complex, large-scale corporations, as well as other board experience. Their combined decades of insight and experience will be incredibly valuable as we deliver on our core business and prepare to separate Kraft Heinz into two industry-leading companies.”
L. Kevin Cox has been a highly regarded Human Resources leader for more than three decades, bringing valuable experience leading large-scale, complex change at some of the world’s largest corporations. He now provides strategic consulting services through his own firm, LKC Advisory LLC, focusing on executive leadership development, organizational culture transformation, and talent management strategies to drive performance and growth.
Kevin joined GE prior to its spinoff into three separate companies focused on healthcare, energy, and aerospace, serving as Senior Vice President and Chief Human Resources Officer from 2019 to 2023. Toward the end of his tenure, he served as both CHRO of GE and Chief Administrative Officer at GE Aerospace from 2023 to 2024. From 2005 to 2019, he served as the Chief Human Resources Officer for American Express. Prior to that, Kevin held a range of roles at the Pepsi Bottling Group, Inc., ultimately serving as its Executive Vice President. With expertise that lies at the intersection of strategy, talent, and culture, he previously served as a director of Kraft Foods Group, Inc. from 2012 to 2015 and as Chair of the Compensation Committee during 2014 and 2015. He also served as a director at The Kraft Heinz Company from 2015 to 2016.
Mary Lou Kelley brings exceptional retail, e-commerce, and brand marketing leadership experience to the Board, most recently serving as President, E-Commerce, for Best Buy Co., Inc. from 2014 to 2017, where she led its online business as well as its digital and technology strategy and execution. Before joining Best Buy, she was Senior Vice President, E-Commerce, at Chico’s FAS, where she led this function for the company’s three apparel brands. She held various leadership roles at L.L. Bean, ultimately serving as Vice President, Retail Real Estate and Marketing. A respected leader in retail, e-commerce, and technology for over 25 years, Mary Lou has transitioned to board work since 2017, leveraging her extensive experience in the worlds of e-commerce, digital, and operating and commercial expertise to help shape companies’ overall strategy and to transform customer experiences. She currently serves as a
director at Yeti, an outdoor products company, and as a director of Finning International, which sells, rents, and provides parts and services for equipment and engines to customers in various industries.
Tony Palmer has broad-based consumer packaged goods experience and a record of accelerating growth and profitability at leading consumer brands. He also brings expertise in product innovation and marketing, and international operations. Currently an Operating Partner at One Rock Capital Partners LLC, Tony is incredibly knowledgeable about consumer goods and driving growth through strategic initiatives. He held a range of senior leadership positions at Kimberly-Clark, including President, Global Brands and Innovation, and Chief Marketing Officer. Tony brings strong global experience from the Kellogg Company, where he was Managing Director of the UK and Ireland Cereal and Healthy Snacks business and served as President, Natural and Frozen Foods, Warehouse Club, and as its Vice President, Innovation. At The Coca-Cola Company, he was Vice President and Managing Director for Kids Beverages and Minute Maid, ultimately serving as Regional Director, Australasia for Coca-Cola Amatil. Tony currently serves as a director of Brambles, a supply chain logistics company, and previously served as a director for 14 years at The Hershey Company.
“Kevin, Mary Lou, and Tony will be tremendous assets to the Board and partners to the Kraft Heinz Executive Team,” said Carlos Abrams-Rivera, Chief Executive Officer and Board Member at Kraft Heinz. “Their expertise across CPG, retail, and e-commerce space – as well as in organizational transformation – will complement the broad, deep, and diverse experience of our other directors. This is especially important as we focus on driving performance within our existing business, while simultaneously separating into two independent, publicly traded companies.”
To learn more about Kraft Heinz, visit www.kraftheinzcompany.com.
L. Kevin Cox
Mary Lou Kelley
Tony Palmer
ABOUT THE KRAFT HEINZ COMPANY
We are driving transformation at The Kraft Heinz Company (Nasdaq: KHC), inspired by our Purpose, Let's Make Life Delicious. Consumers are at the center of everything we do. With 2024 net sales of approximately $26 billion, we are committed to growing our iconic and emerging food and beverage brands on a global scale. We leverage our scale and agility to unleash the full power of Kraft Heinz across a portfolio of eight consumer-driven product platforms. As global citizens, we're dedicated to making a sustainable, ethical impact while helping feed the world in healthy, responsible ways. Learn more about our journey by visiting www.kraftheinzcompany.com or following us on LinkedIn.