Campbell's Files Proxy Materials for 2025 Shareholder Meeting

TL;DR

Campbell's filed their proxy statement for the 2025 shareholder meeting. Vote your shares!

AI Summary

Campbell's Co. filed a Definitive Additional Materials proxy statement (DEFA14A) on October 31, 2025, related to their 2025 Annual Meeting of Shareholders. This filing is an amendment to their proxy materials and does not involve a fee, as it was previously paid. The company, formerly known as Campbell Soup Co., is incorporated in New Jersey and headquartered in Camden.

Why It Matters

This filing is crucial for shareholders as it contains important information and proposals to be voted on at the upcoming annual meeting, influencing the company's governance and future direction.

Risk Assessment

Risk Level: low — This is a routine proxy filing for an annual shareholder meeting, not indicating any unusual financial distress or significant corporate events.

Key Players & Entities

• CAMPBELL'S Co (company) — Registrant
• Campbell Soup Co (company) — Former company name
• 0001193125-25-260798 (filing_id) — Accession Number
• 20251031 (date) — Filing Date
• NJ (state) — State of Incorporation
• CAMDEN (city) — Business Address City
• 08103 (zip_code) — Business Address Zip

FAQ

Key Financial Figures

• $350,000 — ewed and approved an annual retainer of $350,000 for our non-executive Board Chair, Mr.

Filing Documents

• d47122ddefa14a.htm (DEFA14A) — 19KB
• g47122dsp001b.jpg (GRAPHIC) — 8KB
• 0001193125-25-260798.txt ( ) — 31KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 The Campbell's Company (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 SUPPLEMENT TO PROXY STATEMENT RELATING TO 2025 ANNUAL MEETING OF SHAREHOLDERS On October 8, 2025, The Campbell's Company (the "Company") filed with the Securities and Exchange Commission its Definitive Proxy Statement on Schedule 14A (the "Proxy Statement") for the Company's 2025 Annual Meeting of Shareholders to be held on November 18, 2025. The Proxy Statement requests Company shareholders to vote upon a number of proposals, including Proposal 1, the election of twelve (12) director nominees to the Board of Directors (the "Board"), each for a one-year term. The Board recommended a vote FOR all of the director nominees in the Proxy Statement. On October 27, 2025, Institutional Shareholder Services Inc. ("ISS") issued its proxy analysis and benchmark policy voting recommendations (the "Report") in which it recommended a vote AGAINST the re-election of current director and Chair of the Company's Compensation and Organization Committee, Marc B. Lautenbach, citing on page 14 of the Report, "consecutive years of high director pay" for current director and Board Chair, Keith R. McLoughlin, "without a reasonable rationale disclosed." On October 29, 2025, ISS issued an update to the Report, noting, among other things, that although the Company's Proxy Statement did provide rationale for Mr. McLoughlin's compensation, the Proxy Statement did not specify additional responsibilities performed by Mr. McLoughlin that would justify such compensation. The first purpose of this supplement is to clarify that the Board committee responsible for overseeing director compensation is the Governance Committee and not the Compensation and Organization Committee, as discussed on pages 26 and 32 of the Proxy Statement. Mr. Lautenbach is Chair of the Compensation and Organization Committee while Archbold D. van Beuren is Chair of the Governance Committee. As a result, ISS's recommendation for a vote against Mr. Lautenbach is misplaced. The second purpose of this supplement is to highlight the disclosure on page 32 of the Proxy Statement, which provides the Company's rationale for Mr. McLoughlin's compensation: "The Board also reviewed and approved an annual retainer of $350,000 for our non-executive Board Chair, Mr. McLoughlin, which retainer has remained unchanged since his appointment as Board Chair in 2019. This level of compensation highlights the significance of Mr. McLoughlin's contributions to the Board, Company and its shareholders. Mr. McLoughlin has extensive experience with the Company's strategy, business practices, people and culture and has facilitated strong independent Board oversight. Mr. McLoughlin spends significant time advising on Board agenda topics, giving feedback on Board materials and discussing certain matters with management. He also spends time consulting on Board matters with family directors." In addition, the Company is providing the following supplemental information on non-executive Chair compensation: Each year, the Governance Committee reviews the amount and design of the compensation program for non-employee directors to ensure that the compensation we offer supports our ability to recruit and retain highly qualified non-employee directors who will best represent our shareholders' interests. The Governance Committee's oversight also extends to the compensation of our non-executive Board Chair. As discussed on page 21 of our Proxy Statement, Mr. McLoughlin brings a diverse and extensive set of attributes and experiences to the Board leadership role. As a former chief executive officer for two global enterprises, Mr. McLoughlin possesses significant executive leadership experience and expertise in international business and operations. His experience as interim CEO of the Company during the Board-led strategic and portfolio review gives him a unique perspective on the Company, its operations, strategy, people, and culture. His additional experience in retail sales, marketing, innovation, strategic planning, and organizational and human resource matters provides valuable insights to the deliberations of

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View this DEFA14A filing on SEC EDGAR