Kellanova (K) Proxy Filing summary

Executive summary

• Mars, Incorporated will acquire Kellanova, making it a wholly owned subsidiary, with the transaction expected to close in the first half of 2025, pending shareholder and regulatory approvals.

• Integration planning will begin post-closing, with a joint team from both companies to determine the best approach for combining operations and cultures.

• Mars values Kellanova’s brands and has no current plans to discontinue any; both companies’ complementary geographies and product portfolios are seen as strategic advantages.

• Mars emphasizes a long-term, people-centric culture rooted in its Five Principles, and intends to blend the best aspects of both organizations.

• The acquisition aims to create a leading global snacking business, expanding Mars’ reach into new, fast-growing segments.

Voting matters and shareholder proposals

• Shareholder approval is required for the merger; a special meeting will be called, and proxy materials will be distributed to all eligible shareholders.

• Investors are urged to review the proxy statement and related materials in full when available, as they will contain important information about the merger.

Board of directors and corporate governance

• Information about directors, executive officers, and their compensation is referenced in prior SEC filings and will be included in the upcoming proxy statement.

• Certain directors and officers may be considered participants in the proxy solicitation process.