UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 11, 2026
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 8.01 Other Events.
As previously disclosed, Lamb Weston, Inc. (“Lamb Weston”), a wholly owned subsidiary of Lamb Weston Holdings, Inc. (the “Company”), and several other defendants have been named in a putative class action that was filed by private plaintiffs in the U.S. District Court for the District of Oregon, alleging that the defendants’ business operations contributed to excessive nitrate levels in the groundwater for the lower Umatilla River basin in Eastern Oregon. On November 11, 2026, Lamb Weston entered into a settlement agreement with the plaintiffs pursuant to which Lamb Weston will pay $25 million into a settlement fund. The fund is intended to assist homeowners and others in the region in obtaining property enhancements including deeper wells, water filtration systems, and funds to pay water bills for residents who connect to city water systems. Lamb Weston expects to pay into the settlement fund in the second half of the Company’s fiscal year 2027, subject to the U.S. District Court’s approval of the settlement agreement. The Company had accrued for this estimated expense as a current liability as of August 30, 2026, as previously reported in its Quarterly Report on Form 10-Q as filed on October 6, 2026. The settlement does not include any admission of liability or wrongdoing, and Lamb Weston continues to dispute the claims in this matter.
Forward-Looking Statements
This report contains forward-looking statements within the meaning of the federal securities laws. Words such as “will,” “intend,” “expects,” “continues,” and variations of such words and similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements include statements regarding the settlement agreement, including the timing of payment. These forward-looking statements are based on management’s current expectations and are subject to uncertainties and changes in circumstances. Readers of this report should understand that these statements are not guarantees of performance or results. Many factors could affect these forward-looking statements and actual results and cause them to vary materially from the expectations contained in the forward-looking statements. For a discussion of these and other risks and uncertainties, refer to the Company’s reports filed from time to time with the Securities and Exchange Commission, including “Risk Factors” in the Company’s most recent Annual Report on Form 10-K. The Company cautions readers not to place undue reliance on any forward-looking statements included in this report, which speak only as of the date of this report. The Company undertakes no responsibility for updating these statements, except as required by law.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LAMB WESTON HOLDINGS, INC. | ||||||||
| By: | /s/ Eryk J. Spytek | |||||||
| Name: Eryk J. Spytek | ||||||||
| Title: General Counsel and Chief Compliance Officer | ||||||||
Date: November 12, 2026 | ||||||||
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