Conagra Brands, Inc. AGM 2026

Welcome to the Conagra Brands 2026 annual shareholders meeting. I'm Richard Lenny, non-executive chairman of the board of directors and presiding officer of our meeting. I'll start by welcoming John Brase to his first Conagra shareholder meeting as our president and chief executive officer. Also joining us today are Carey Bartell, our executive vice president, general counsel, and corporate secretary, and my fellow nominees for director. The meeting is now called to order. Here's the agenda for our meeting. Following some introductory remarks, we'll conduct the formal business of the meeting. The meeting concludes with John providing highlights on Conagra Brands and answering shareholder questions. Welcome to those who have logged in. We appreciate your participation in today's meeting. The 2026 annual meeting is being conducted virtually. This format enables the meeting to be accessible to all Conagra's investors, and it facilitates our shareholders' ability to attend and participate.

To provide a fair, informative, and orderly meeting, rules of conduct have been established. These rules and the meeting agenda can be found in the lower right-hand corner of your screen. Your cooperation is appreciated. Please note that you may vote and submit written questions during the meeting by following the prompts on your screen. Let's get started. With the appointment of John as president and CEO at the start of fiscal 2027, the board has taken a significant step to position Conagra for success. The board's committed to ensuring that our directors have the right combination of skills, diverse perspectives, and deep leadership experience to oversee and guide Conagra's long-term strategy on behalf of its shareholders. This focus resulted in appointments in fiscal 2026 of John Mulligan and Pietro Satriano as independent directors. Both John and Pietro are experienced public company directors and proven C-suite leaders.

They possess extensive industry knowledge and experience that is additive to the board and its culture. As part of our long-term director succession plan, the board appointed new committee chairs for our three standing committees. Melissa Lora was appointed chair of our nominating and corporate governance committee, Denise Paulonis now leads our audit and finance committee, and John Mulligan succeeds Ruth Ann Marshall as chair of our human resources committee. The board's fully committed to working with John Brase and his management team to drive long-term shareholder value. As you'll hear from John later, his team has initiated a strategic review focused on achieving marketplace and financial success. The independent directors are confident that Conagra's next chapter will be its most successful one. Before we turn to the business of the meeting, I want to acknowledge the contributions of several Conagra leaders.

Thank you, Ruth Ann, for your leadership of our human resources committee over the past 10 years, particularly in the areas of employee compensation and leadership development. The committee looks forward to your continued guidance and counsel as John Mulligan has assumed the committee's chair role. Emanuel Chirico has chosen not to stand for election. The board joins me in thanking Manny for his years of exemplary service to Conagra and its shareholders. Sean Connolly was Conagra's CEO for more than a decade. Under Sean's leadership, Conagra was transformed into a focused, branded, pure-play food company. He guided the company through the pandemic, historic inflation, and supply chains disruptions, all while instilling a refuse to lose mindset. On behalf of our shareholders, employees, and the board of directors, I thank Sean for his extraordinary contributions.

Conagra now enters its next chapter with an engaged board, a new CEO at the helm, an energized management team, and talented employees focused on execution. The company has a renewed commitment to building Conagra's iconic brands, capitalizing on its strong innovation capabilities, and leveraging its inclusive culture. The goal is straightforward: deliver superior shareholder value over the long term. Thank you for your investment in Conagra as we begin this next chapter. Let's now move to the official business. Carey, please get us started.

Thank you, Rick, and good afternoon. This 2026 annual meeting of shareholders of Conagra Brands is convened in accordance with the notice and proxy statement first distributed on August 11, 2026, to shareholders of record as of July 29, 2026. We have appointed Anne St. Martin as our independent inspector of elections for today's meeting. Ms. St. Martin has informed me that approximately 80% of Conagra Brands voting stock of record as of July 29, 2026, is represented at this meeting, either in person or by proxy. This means that a quorum is present and the legal requirements to proceed with this meeting have been met. To promote efficiency, the chair has waived the formalities of motions and seconds and declared the order of business as stated in the agenda to be accepted by those present.

The time is 12:05 P.M. Central Time on September 23, 2026, and the polls are now open. The polls will remain open until we officially close them later in the meeting.

Thanks, Carey. The proxy statement sets forth four proposals to be voted on. No other proposals may be presented for a vote at this meeting, and no proposals or nominations from the floor will be heard. The first three proposals have been presented by the company. The first proposal is the election of the director nominees named in the proxy statement, each for a one-year term expiring at the annual meeting of shareholders to be held in 2027. The 11 director nominees are as follows: Anil Arora, John Brase, Thomas K. Brown, George Dowdie, Francisco Fraga, Melissa Lora, Ruth Ann Marshall, John Mulligan, Denise Paulonis, Pietro Satriano. I, Richard H. Lenny, am also a director nominee. The second proposal to be voted on is the advisory approval of our named executive officer compensation.

The third proposal to be voted on is the ratification of the appointment of KPMG LLP as our independent auditor for fiscal year 2027. Present today representing KPMG is our Lead Audit Partner, Andrew Rodbro. Andrew will be available to respond to appropriate questions during the questions and answer session at the end of the meeting. The fourth proposal to be voted on is a non-binding proposal submitted by a shareholder requesting that the board adopt a policy limiting the board's authority to issue blank check preferred stock. The shareholder proposal, the shareholder supporting statement, and the company statement of opposition to the proposal are included in the proxy statement. We understand that a representative of the shareholder proponent, Mr. Matthew Prescott, on behalf of The Accountability Board, is on the phone line.

Mr. Prescott, in accordance with the rules of conduct that were provided to you in advance of the meeting, you have two minutes to present the proposal.

Please proceed. Thanks so much, and I'll keep this brief for the sake of time today.

I just want to say thanks first to the board for considering the proposal. Obviously, we didn't end up seeing eye to eye on it, but we appreciate the consideration nonetheless. We think the proposal is self-explanatory. It's passed resoundingly at other companies recently, and we think it makes sense for Conagra shareholders to pass it as well. We encourage everybody to vote in favor of it and would refer folks to the proxy statement for more information about the proposal.

Thank you. Thank you, Mr. Prescott.

As Carey mentioned, the polls are open. If you previously voted by proxy, you do not need to vote today unless you wish to change your vote. For the shareholders online who have not yet voted, we'll take about a minute or so now before we close the polls to pause the meeting and allow you to vote by following the instructions on the meeting page. The time is now 12:10 P.M. Central Time, and the polls for voting are closed. Carey will report on the preliminary vote results.