HRL Hormel Foods Corp /De/ - 8-K/A

Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers .

This Form 8-K/A amends the Form 8-K filed by Hormel Foods Corporation (the “Company”) on October 29, 2025, as previously amended on October 31, 2025 (the “Prior 8-K”). As disclosed in the Prior 8-K, Ms. Jacinth Smiley ceased serving as Executive Vice President and Chief Financial Officer of the Company, effective October 26, 2025. Ms. Smiley’s last day of employment with the Company was November 30, 2025 (the “Separation Date”). In connection with Ms. Smiley’s departure, on February 11, 2026, the Company and Ms. Smiley entered into a Separation Agreement, effective as of that same date (the “Separation Agreement”).

Pursuant to the Separation Agreement, in exchange for Ms. Smiley’s timely execution and non-revocation of a general release of claims contained in the Separation Agreement (the “Release”) and compliance with certain other restrictive covenants described below, Ms. Smiley will receive: (1) three cash payments in the amounts and at the times as follows: (a) $941,667 to be paid within ten business days following the expiration of the Release revocation period, (b) $916,667 to be paid on or close to January 15, 2027, and (c) $916,666 to be paid on or close to January 14, 2028; and (2) continued eligibility for a payout under the Company’s cash-based long-term incentive plan performance-based award granted to Ms. Smiley on November 20, 2023, pursuant to the same terms and conditions for such award that would have applied if Ms. Smiley had remained employed with the Company until October 25, 2026, the last day of the applicable performance period.

Ms. Smiley has a right to revoke the Release for fifteen days after executing it, after which the Separation Agreement and Release will be in full force and effect. The Separation Agreement acknowledges prior non-competition, non-solicitation, confidentiality, trade secrets, and invention agreements and includes additional confidentiality, non-disparagement, cooperation, and 36-month non-solicitation undertakings by Ms. Smiley.

The foregoing description of the Separation Agreement does not purport to be complete, and is qualified in its entirety by the full text of the Separation Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01     Financial Statements and Exhibits .

(d)    Exhibits

Exhibit Number

Description

10.1

Separation Agreement, dated as of February 11 , 2026, between Hormel Foods Corporation and Jacinth Smiley .

104

The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.