Conagra Brands Shareholders Back Board, Governance Proposal as Brase Maps Growth Plan

Shareholders approved all key proposals , including the election of 11 directors, executive compensation, KPMG as fiscal 2027 auditor, and limits on the board’s ability to issue blank-check preferred stock. New CEO John Brase outlined a growth plan centered on restoring margins, increasing brand and supply-chain investment, simplifying the portfolio, and reallocating capital. Conagra expects advertising spending to rise 14% year over year to about 3% of sales. Fiscal 2026 net sales fell 2.9% and adjusted EPS was $1.72, while net debt declined by nearly $1 billion. Brase defended the dividend reset as a way to improve financial flexibility and fund investments, with a longer-term strategy expected at an Investor Day in early 2027. Why Conagra’s Dividend Cut Could Be the Best Thing for Investors Conagra Brands NYSE: CAG shareholders elected all 11 director nominees, approved executive compensation, ratified KPMG LLP as the company’s independent auditor for fiscal 2027, and approved a shareholder proposal limiting the board’s authority to issue blank-check preferred stock at the company’s 2026 annual meeting. The virtual meeting, held Sept. 23, had approximately 80% of Conagra’s voting stock represented either in person or by proxy, according to Executive Vice President, General Counsel and Corporate Secretary Carey Bartell. The certified final voting results are expected to be filed with the Securities and Exchange Commission on Form 8-K within four business days. Get Conagra Brands alerts: Sign Up Tomato Prices Are Spiking, and These 2 Food Stocks Could Feel the Squeeze The shareholder proposal was submitted by The Accountability Board. Matthew Prescott, the organization’s president and chief operating officer, urged shareholders to support the measure, saying similar proposals had “passed resoundingly at other companies recently.” Board Changes and Leadership Transition Non-Executive Chairman Richard Lenny opened the meeting by welcoming John Brase to his first shareholder meeting as Conagra’s president and chief executive officer. Brase assumed the CEO position at the start of fiscal 2027. Conagra Stock Yields Nearly 9% After a 60% Decline—Time to Buy? Lenny said the board added John Mulligan and Pietro Satriano as independent directors during fiscal 2026. He also outlined committee leadership changes under the board’s succession plan: Melissa Lora became chair of the nominating and corporate governance committee, Denise Paulonis became chair of the audit and finance committee, and Mulligan succeeded Ruth Ann Marshall as chair of the human resources committee. Lenny thanked Marshall for 10 years of leadership of the human resources committee and recognized Emanuel Chirico, who did not stand for reelection. He also credited former CEO Sean Connolly, who led Conagra for more than a decade and oversaw its transformation into a focused branded food company. “The board’s fully committed to working with John Brase and his management team to drive long-term shareholder value,” Lenny said. Fiscal 2026 Results Brase said Conagra delivered fiscal 2026 results within its original guidance ranges amid what he described as a dynamic environment, while acknowledging that the company needs to take “bold action” to unlock its full potential. Reported net sales decreased 2.9%. Organic net sales decreased 0.4%. Reported operating margin was negative 14.4%, while adjusted operating margin was 11.3%. Reported diluted loss per share was $4, while adjusted earnings per share were $1.72. The company paid approximately $670 million in dividends. Net debt fell by nearly $1 billion compared with fiscal 2025. Conagra plans to report its first-