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BCS

Current Report · Items 7.01, 8.01, 9.01 · 8-K

B&G Foods, Inc.

BGSNYSEEQUITYCurrent

Regulation FD Disclosure · Other Events

Item 7.01. Regulation FD Disclosure.

Filed Oct 6, 2026Accepted Oct 6, 2026, 8:00 AM EDTCIK 1278027Accession 0001104659-26-113896
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Company context

Based in Parsippany, New Jersey, B&G Foods and its subsidiaries manufacture, sell and distribute high-quality, branded shelf-stable and frozen foods across the United States, Canada and Puerto Rico. With B&G Foods’ diverse portfolio of more than 45 brands you know and love, including B&G, Bear Creek, College Inn, Cream of Wheat, Crisco, Dash, Kitchen Basics, Las Palmas, Mama Mary’s, Maple Grove Farms, New York Style, Ortega, Polaner, Spice Islands and Victoria, there’s a little something for everyone. For more information about B&G Foods and its brands, please visit www.bgfoods.com.

Current securities

Recent company filings

  1. Regulation FD Disclosure · Other EventsOct 13, 2026
  2. 10-Q filingAug 12, 2026
  3. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD DisclosureAug 11, 2026
  4. Results of Operations and Financial Condition · Regulation FD DisclosureAug 11, 2026
  5. Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet ArrangementJun 10, 2026

Registered securities in this filing

B&G Foods, Inc. · 8-K · Filed 2026-10-06

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $0.01 per share

Symbol
BGS
Exchange
NYSE
Classification
COMMON
Status
Current
Filing context

Context: AsOf2026-10-05

Dimensions: Not supplied

Accession 000110465926113896 · 1 registered-security cover member

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Disclosure sections

Items 7.01, 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events. On October 6, 2026, B&G Foods issued a press release announcing that, on October 5, 2026, B&G Foods and Nortera Foods mutually terminated our previously announced agreement to sell the Green Giant and Le Sieur frozen and shelf-stable vegetable product lines in Canada to Nortera Foods. Under the terms of the asset purchase agreement, either party was entitled to terminate the agreement if regulatory approval in Canada had not been obtained by the Competition Act outside date of September 24, 2026. Although the parties worked cooperatively and in good faith to seek the required approval under Canada’s Competition Act, the approval had not been obtained by the outside date and the conditions to closing therefore were not satisfied. B&G Foods and Nortera remain appreciative of the efforts of their respective employees, customers and stakeholders throughout the regulatory review process. As a result of the termination, the asset purchase agreement is no longer in effect and B&G Foods will continue to own and operate Green Giant Canada and focus on executing its strategic and operating plans, and Nortera Foods will continue to serve as the primary co-manufacturer for Green Giant Canada. B&G Foods intends to continue evaluating strategic and operational alternatives for Green Giant Canada, including potential sale transactions, strategic partnerships or other opportunities that may maximize value for shareholders. Pursuant to the asset purchase agreement, Nortera Foods will pay B&G Foods US$1.6 million, consisting of a contractually required termination fee and reimbursement of a portion of B&G Foods’ legal expenses. A copy of the press release is attached to this report as Exhibit 99.1. The information contained in the press release is incorporated by reference herein and is furnished pursuant to Item 7.01, “Regulation FD Disclosure.”
Filed exhibits (1)
EX-99.1 (by filename) tm2626946d1_ex99-1.htm

Exhibit 99.1 B&G Foods and Nortera Announce Termination of Green Giant Canada Asset Purchase Agreement Parsippany, N.J., October 6, 2026 - B&G Foods, Inc. (NYSE: BGS) and Nortera Foods Inc. today announced that B&G Foods Canada, ULC and Nortera Foods terminated on October 5, 2026 their previously announced asset purchase agreement entered into on October 24, 2025, pursuant to which B&G Foods Canada had agreed to sell Green Giant Canada to Nortera Foods. Under the terms of the asset purchase agreement, either party was entitled to terminate the agreement if regulatory approval in Canada had not been obtained by the Competition Act outside date of September 24, 2026. Although the parties worked cooperatively and in good faith to seek the required approval under Canada’s Competition Act, the approval had not been obtained by the outside date and the conditions to closing therefore were not satisfied. B&G Foods and Nortera remain appreciative of the efforts of their respective employees, customers and stakeholders throughout the regulatory review process. As a result of the termination, the asset purchase agreement is no longer in effect and B&G Foods will continue to own and opera…

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