Post Holdings, Inc. (POST)

ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion summarizes the significant factors affecting the consolidated operating results, financial condition, liquidity and capital resources of Post Holdings, Inc. This discussion should be read in conjunction with our unaudited condensed consolidated financial statements and notes thereto included herein, our audited consolidated financial statements and notes thereto found in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025 and the “Cautionary Statement on Forward-Looking Statements” section included below. The terms “our,” “we,” “us,” “Company” and “Post” as used herein refer to Post Holdings, Inc. and its subsidiaries.

OVERVIEW

We are a consumer packaged goods holding company operating in four reportable segments. Our products are sold through a variety of channels, including grocery, club and drug stores, mass merchandisers, foodservice, food ingredient and eCommerce.

At June 30, 2026, our reportable segments were as follows:

•Post Consumer Brands: primarily North American ready-to-eat (“RTE”) cereal and granola, pet food and nut butters;

•Foodservice: primarily egg and potato products;

•Refrigerated Retail: primarily side dish, egg and sausage products and prior to the sale of the Crystal Farms Business (as defined below), cheese products; and

•Weetabix: primarily United Kingdom (the “U.K.”) RTE cereal, muesli and protein-based shakes.

Business Acquisitions

Fiscal 2025

On July 1, 2025, we completed our acquisition of all of the preferred stock and the remaining common equity interest that we did not already own in 8th Avenue Food & Provisions, Inc. (“8th Avenue”). 8th Avenue is a manufacturer and distributor of private label nut butters, granola and dried fruit and nut products and was previously also a manufacturer and distributor of branded and private label pasta, which we divested during the first quarter of fiscal 2026 (see “Business Divestitures” below within this section). Subsequent to the acquisition, 8th Avenue is reported in our Post Consumer Brands segment.

On March 3, 2025, we completed our acquisition of Potato Products of Idaho, L.L.C. (“PPI”), a manufacturer and packager of refrigerated and frozen potato products, which is reported in our Refrigerated Retail and Foodservice segments.

For additional information on these acquisitions, refer to Note 4 within “Notes to Condensed Consolidated Financial Statements.”

Business Divestitures

On May 1, 2026, we completed our sale of substantially all of the assets of Crystal Farms Dairy Company (the “Crystal Farms Business”). Prior to the sale, the Crystal Farms Business’s operating results were reported in our Refrigerated Retail segment.

On December 1, 2025, we completed our previously announced sale of 8th Avenue’s pasta business (the “Pasta Business”). Prior to the sale, the Pasta Business’s operating results were reported in the Post Consumer Brands segment and its assets and liabilities were classified as held for sale as of September 30, 2025.

For additional information on these business divestitures, refer to Note 6 within “Notes to Condensed Consolidated Financial Statements.”

Market and Company Trends

Our Company, as well as the consumer packaged goods industry in which we operate, has been impacted by the following trends which have impacted our results of operations and may continue to impact our results of operations in the future, including:

•outbreaks of highly pathogenic avian influenza (“HPAI”), which impacted our Foodservice and Refrigerated Retail segments. We experienced volatility in our egg supply due to HPAI outbreaks across the industry, which impacted our results of operations in fiscal 2025. Future outbreaks of HPAI could have a materially adverse impact on our results of operations if we are unable to mitigate the impact on our businesses; and

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•pressures on input costs, which impacted all segments across our business. Future pressures on our input costs could have a materially adverse impact on our results of operations if we are unable to mitigate the impact on our businesses. Such pressures include the following:

◦Inflation — During both fiscal 2025 and 2026, we continued to face inflationary pressures on certain input costs while inflationary pressures on other input costs eased. These pressures resulted in some cases from tariffs and the conflict in Iran as discussed below;

◦Tariffs — During both fiscal 2025 and 2026, we experienced elevated input costs as a result of tariffs. We anticipate that any future modifications to, or incremental, tariffs could increase supply chain challenges, commodity cost volatility and consumer and economic uncertainty due to rapid changes in global trade policies. This could impact the cost of, and consumer demand for, our products, including as a result of any potential pricing actions taken to offset increased costs. In February 2026, the United States Supreme Court ruled against certain of these tariffs that had been put in place during fiscal 2025. As a result, we have collected certain refunds and anticipate collecting additional refunds, although such refunds are not expected to be material; and

◦Conflict in Iran — During fiscal 2026, the conflict in Iran has had, and may continue to have, an adverse impact on energy and freight costs. Our businesses have been, and may continue to be, negatively impacted by escalating energy and fuel prices, which have increased certain input costs. We expect certain of these input costs to remain elevated as a result of the ongoing conflict.

RESULTS OF OPERATIONS

Net Sales

Net sales decreased $36.3 million, or 2%, during the three months ended June 30, 2026, when compared to the prior year period, as a result of lower net sales within our Refrigerated Retail, Foodservice, and Weetabix segments, partially offset by higher net sales within our Post Consumer Brands segment.

Net sales increased $254.4 million, or 4%, during the nine months ended June 30, 2026, when compared to the prior year period, as a result of higher net sales within our Post Consumer Brands, Foodservice and Weetabix segments, partially offset by lower net sales within our Refrigerated Retail segment.

For further discussion, refer to “Segment Results” within this section.

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Operating Profit

Operating profit decreased $45.3 million, or 19%, during the three months ended June 30, 2026, when compared to the prior year period, driven by lower segment profit within our Foodservice and Refrigerated Retail segments and higher general corporate expenses, partially offset by higher segment profit within our Post Consumer Brands and Weetabix segments.

Operating profit increased $8.7 million, or 1%, during the nine months ended June 30, 2026, when compared to the prior year period, driven by higher segment profit within our Foodservice, Weetabix and Post Consumer Brands segments, partially offset by higher general corporate expenses and lower segment profit within our Refrigerated Retail segment.

For further discussion, refer to “Segment Results” within this section.

Interest Expense, Net

Interest expense, net increased $19.7 million, or 22%, during the three months ended June 30, 2026, when compared to the prior year period. This increase was driven by higher average outstanding principal amounts of debt, a higher weighted-average interest rate and lower interest income compared to the prior year period. Our weighted-average interest rate on our total outstanding debt was 5.5% and 5.3% for the three months ended June 30, 2026 and 2025, respectively.

Interest expense, net increased $57.7 million, or 22%, during the nine months ended June 30, 2026, when compared to the prior year period. This increase was driven by higher average outstanding principal amounts of debt, lower interest income and a higher weighted-average interest rate compared to the prior year period. Our weighted-average interest rate on our total outstanding debt was 5.5% and 5.3% for the nine months ended June 30, 2026 and 2025, respectively.

For additional information on our debt, refer to Note 14 within “Notes to Condensed Consolidated Financial Statements.”

Loss on Extinguishment of Debt, Net

Fiscal 2026

During the nine months ended June 30, 2026, we recognized a net loss of $17.5 million related to the redemption of our outstanding 5.50% senior notes. The net loss included debt premiums paid of $22.6 million and the write-off of debt issuance costs of $4.4 million, partially offset by the write-off of unamortized premiums of $9.5 million.

Fiscal 2025

During the nine months ended June 30, 2025, we recognized a net loss of $5.8 million related to the redemption of our outstanding 5.625% senior notes. The net loss included debt premiums paid of $4.4 million and the write-off of debt issuance costs of $1.4 million.

For additional information on our debt, refer to Note 14 within “Notes to Condensed Consolidated Financial Statements.”

(Income) Expense on Swaps, Net

During the three and nine months ended June 30, 2026, we recognized income on swaps, net of $3.3 million and $6.9 million, respectively, related to mark-to-market adjustments and settlements on our interest rate swaps.

During the three and nine months ended June 30, 2025, we recognized expense (income) on swaps, net of $2.6 million and $(7.3) million, respectively, related to mark-to-market adjustments and settlements on our interest rate swaps.

For additional information on our interest rate swap contracts and exposure to risk related to interest rate swaps, refer to Note 12 within “Notes to Condensed Consolidated Financial Statements” and “Quantitative and Qualitative Disclosures About Market Risk” below, respectively.

Income Tax Expense

The effective income tax rate was 26.7% and 24.5% for the three and nine months ended June 30, 2026, respectively, and 24.2% and 23.4% for the three and nine months ended June 30, 2025, respectively.

SEGMENT RESULTS

We evaluate each segment’s performance based on its segment profit, which for all segments is its earnings/loss before income taxes and equity method earnings/loss before impairment of property

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ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion summarizes the significant factors affecting the consolidated operating results, financial condition, liquidity and capital resources of Post Holdings, Inc. This discussion should be read in conjunction with the financial statements under Item 8 of this report and the “Cautionary Statement on Forward-Looking Statements” on page 1 of this report. The terms “our,” “we,” “us,” “Company” and “Post” as used herein refer to Post Holdings, Inc. and its subsidiaries.

The following should be read in conjunction with the discussion and analysis of our fiscal 2024 results compared to our fiscal 2023 results, including any related discussion of fiscal 2023 results and activity, which can be found in Item 7 under the title “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended September 30, 2024, and such discussion and analysis is incorporated by reference herein.

OVERVIEW

We are a consumer packaged goods holding company, operating in four reportable segments. Our products are sold through a variety of channels, including grocery, club and drug stores, mass merchandisers, foodservice, food ingredient and eCommerce.

At September 30, 2025, our reportable segments were as follows:

•Post Consumer Brands: primarily North American ready-to-eat (“RTE”) cereal and granola, pet food and nut butters;

•Weetabix: primarily United Kingdom (the “U.K.”) RTE cereal, muesli and protein-based shakes;

•Foodservice: primarily egg and potato products; and

•Refrigerated Retail: primarily side dish, egg, cheese and sausage products.

Acquisitions

Fiscal 2025

On July 1, 2025, we completed our acquisition of all of the preferred stock and the remaining common equity interest that we did not already own in 8th Avenue Food & Provisions, Inc. (“8th Avenue”). 8th Avenue is a manufacturer and distributor of branded and private label dry pasta and private label nut butters, granola and dried fruit and nut products, which is reported in our Post Consumer Brands segment.

On March 3, 2025, we completed our acquisition of Potato Products of Idaho, L.L.C. (“PPI”), a manufacturer and packager of refrigerated and frozen potato products, which is reported in our Refrigerated Retail and Foodservice segments.

Fiscal 2024

On December 1, 2023, we completed our acquisition of substantially all of the assets of Perfection Pet Foods, LLC (“Perfection”), which manufactures and packages private label and co-manufactured pet food and baked treat products and is reported in our Post Consumer Brands segment.

Also on December 1, 2023, we completed our acquisition of Deeside Cereals I Ltd (“Deeside”), a private label cereal manufacturer based in the U.K., which is reported in our Weetabix segment.

For additional information on our acquisitions, refer to Note 5 within “Notes to Consolidated Financial Statements” in Item 8 of this report.

Expected Divestiture of Held for Sale Assets and Liabilities

In August 2025, we entered into an agreement to sell 8th Avenue’s pasta business (the “Pasta Business”), which is expected to close in the first quarter of fiscal 2026. During the year ended September 30, 2025, the Pasta Business’s operating results were reported in our Post Consumer Brands segment and its assets and liabilities were classified as held for sale as of September 30, 2025.

Market and Company Trends

Our Company, as well as the consumer packaged goods industry in which we operate, has been impacted by the following trends which have impacted our results of operations and may continue to impact our results of operations in the future, including:

•inflationary pressures on input costs across all segments of our business and impacts of tariffs (refer to the “Commodity Trends and Seasonality” section below); and

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•outbreaks of highly pathogenic avian influenza (“HPAI”), which impacted our Foodservice and Refrigerated Retail segments. During both fiscal 2024 and 2025, we experienced volatility in our egg supply due to continued HPAI outbreaks across the industry, which are expected to continue to drive volatility and may impact our results of operations into fiscal 2026. This trend could have a materially adverse impact on our results of operations if we are unable to mitigate the impact on our businesses.

RESULTS OF OPERATIONS

Net Sales

Net sales increased $235.4 million, or 3%, during the year ended September 30, 2025, when compared to the prior year, driven by higher net sales within our Foodservice segment, partially offset by lower net sales within our Post Consumer Brands, Refrigerated Retail and Weetabix segments. For further discussion, refer to “Segment Results” within this section.

Operating Profit

Operating profit increased $5.8 million, or 1%, during the year ended September 30, 2025, when compared to the prior year, primarily driven by higher segment profit within our Foodservice and Refrigerated Retail segments, partially offset by lower segment profit within our Post Consumer Brands and Weetabix segments, a goodwill impairment charge of $29.8 million and higher general corporate expenses. For further discussion, refer to “Segment Results” within this section.

Interest Expense, net

Interest expense increased $44.9 million, or 14%, for the year ended September 30, 2025, when compared to the prior year. This increase was driven by higher average outstanding principal amounts of debt and a higher weighted-average interest rate, partially offset by higher interest income compared to the prior year. Our weighted-average interest rate on our total outstanding debt was 5.3% and 5.1% for the years ended September 30, 2025 and 2024, respectively.

For additional information on our debt, refer to Note 16 within “Notes to Consolidated Financial Statements” in Item 8 of this report and “Quantitative and Qualitative Disclosures About Market Risk” in Item 7A of this report.

Loss on Extinguishment of Debt, net

During the year ended September 30, 2025, we recognized a net loss of $5.8 million related to the redemption of our outstanding 5.625% senior notes. The net loss included debt premiums paid of $4.4 million and the write-off of debt issuance costs of $1.4 million.

During the year ended September 30, 2024, we recognized a net loss of $2.1 million related to the repayment of our fourth incremental term loan under our second amended and restated credit agreement (as from time to time amended, modified or supplemented, the “Credit Agreement,” and such loan the “Fourth Incremental Term Loan”), the redemption of our 5.75% senior notes and the partial repurchase of our 5.625% senior notes and 4.50% senior notes. The net loss included tender fees and

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the write-off of debt issuance costs of $6.0 million and net debt premiums paid of $0.7 million, partially offset by the write-off of $4.6 million of unamortized premiums.

For additional information on our debt, refer to Note 16 within “Notes to Consolidated Financial Statements” in Item 8 of this report.

(Income) Expense on Swaps, net

During the years ended September 30, 2025 and 2024, we recognized (income) expense on swaps, net of $(6.9) million and $15.7 million, respectively, related to mark-to-market adjustments on our interest rate swaps. For additional information on our interest rate swaps, refer to Note 13 within “Notes to Consolidated Financial Statements” in Item 8 of this report and “Quantitative and Qualitative Disclosures About Market Risk” in Item 7A of this report.

Income Tax Expense

Our effective income tax rate for fiscal 2025 was 24.5% compared to 22.3% for fiscal 2024. The following table presents the reconciliation of income tax expense with amounts computed at the United States (the “U.S.”) federal statutory tax rate.

On July 4, 2025, the H.R.1 tax law was enacted in the U.S. (the “H.R.1 Tax Act”). The H.R.1 Tax Act includes the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions, such as changes to the timing of certain tax deductions for qualifying depreciable assets, costs of research and development performed in the U.S. and interest expense. The H.R.1 Tax Act has multiple effective dates, beginning in calendar year 2025 and extending through calendar year 2027. The H.R.1 Tax Act did not have a material impact on our income tax expense for the year ended September 30, 2025, but did reduce cash income tax payments during fiscal 2025, and is expected to drive a reduction in cash income tax payments over the next five years.

SEGMENT RESULTS

We evaluate each segment’s performance based on its segment profit, which for all segments is its earnings/loss before income taxes and equity method earnings/loss before impairment of property, goodwill and other intangible assets, facility closure related costs, restructuring expenses, gain/loss on assets and liabilities held for sale, gain/loss on sale of businesses and facilities, demolition and site remediation costs related to unused facilities, gain on/adjustment to bargain purchase, interest expense and other unallocated corporate income and expenses.

Post Consumer Brands

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Net sales for the Post Consumer Brands segment decreased $85.0 million, or 2%, for the year ended September 30, 2025, when compared to the prior year, driven by lower pet food and cereal and granola vol

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