John B. Sanfilippo & Son Inc 2024年度报告

JOHN B. SANFILIPPO & SON, INC. 36-2419677(I.R.S. EmployerIdentification No.) Securities registered pursuant to Section 12(b) of the Act: The NASDAQ Stock Market LLC(NASDAQ Global Select Market) Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934, asamended (the "Exchange Act") during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflectthe correction of an error to previously issued financial statements.¨Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).¨ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of the voting Common Stock held by non-affiliates was$762,731,439as of December 26, 2024 (8,916,664 shares at $85.54 per share).As of August 14, 2025,9,045,710shares of the registrant’s Common Stock, $.01 par value (“Common Stock”) and2,597,426shares ofthe registrant’s Class ACommon Stock, $.01 par value (“Class A Stock”), were outstanding. The Class A Stock is convertible at the option of the holder at any time and from time to time(and, upon the occurrence of certain events specified in the Restated Certificate of Incorporation, automatically converts) into one share of Common Stock.Documents Incorporated by Reference: Portions of the registrant’s definitive Proxy Statement for its Annual Meeting of Stockholders to be held October 29, 2025 are incorporated by reference into Part III JOHN B. SANFILIPPO & SON, INC.FORM 10-KFOR THE YEAR ENDED JUNE 26, 2025INDEX Part I Item 1. BusinessItem 1A. Risk FactorsItem 1 B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety Part II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities22Item 6. Selected Financial Data24Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations25Item 7A. Quantitative and Qualitative Disclosures About Market Risk34Item 8. Financial Statements and Supplementary Data35Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure63Item 9A. Controls and Procedures63Item 9B. Other Information63Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections63 Part III Item 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and Services Part IVItem 15. Exhibits and Financial Statement Schedules Item 16. Form 10-K SummarySignatures 656568 PART I Item 1 — Business a. General Development of Business John B. Sanfilippo & Son, Inc. was formed as a corporation under the laws of the State