Simply Good Foods Co

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 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 audit report. ☒

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 reflect the 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 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 common stock held by non-affiliates of the registrant as of February 28, 2026, the last trading day of the registrant's most recently completed second fiscal quarter, was approximately $ 1.4 billion based on the closing price of $ 17.06 for one share of common stock, as reported on the Nasdaq Capital Market on that date. For the purpose of the foregoing calculation only, all directors and executive officers of the registrant and owners of more than 10% of the registrant's common stock are assumed to be affiliates of the registrant. This determination of affiliate status is not necessarily conclusive for any other purpose.

As of October 22, 2026, there were 86,861,967 shares of common stock, par value $0.01 per share, issued and outstanding.

Certain portions of the registrant's definitive proxy statement, in connection with its 2027 annual meeting of stockholders, to be filed within 120 days after the end of the fiscal year ended August 29, 2026, are incorporated by reference into Part III of this Annual Report on Form 10‑K.

The Simply Good Foods Company and Subsidiaries

Page PART I Item 1 Business 6 Item 1A Risk Factors 15 Item 1B Unresolved Staff Comments 32 Item 1C Cybersecurity 32 Item 2 Properties 33 Item 3 Legal Proceedings 33 Item 4 Mine Safety Disclosures 33 PART II Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 34 Item 6 Reserved 35 Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 36 Item 7A Quantitative and Qualitative Disclosures About Market Risk 48 Item 8 Financial Statements and Supplementary Data 49 Item 9 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 84 Item 9A Controls and Procedures 84 Item 9B Other Information 86 Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 86 PART III Item 10 Directors, Executive Officers and Corporate Governance 87 Item 11 Executive Compensation 87 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 87 Item 13 Certain Relationships and Related Transactions, and Director Independence 87 Item 14 Principal Accountant Fees and Services 87 PART IV Item 15 Exhibits and Financial Statement Schedules 88 Item 16 Form 10-K Summary 90