Kellogg Company

1 Kellogg Company 2020 Annual Report SEC Form 10-K and Supplemental Information Fiscal Year End: January 2, 2021 UNITEDSTATESSECURITIESANDEXCHANGECOMMISS IONW ashington, ANNUALREPORTPURSUANTTOSECTION13OR15(d)OF THESECURITIESEXCHANGEACTOF1934 FortheFiscalYearEndedJanuary2,2021 TRANSITIONREPORTPURSUANTTOSECTION13OR15( d)OFTHESECURITIESEXCHANGEACTOF1934 ForTheTransitionPeriodFromToCommissionfi lenumber1-4171 KelloggCompany(Exactnameofregistrantassp ecifiedinitscharter)Delaware38-0710690(S tateorotherjurisdictionofIncorporationor organization)( )OneKelloggSquareBattleCreek,Michigan490 16-3599(AddressofPrincipalExecutiveOffic es)Registrant stelephonenumber:(269)961-2000 SecuritiesregisteredpursuanttoSection12( b)oftheSecuritiesAct:Titleofeachclass:Tr adingsymbol(s):Nameofeachexchangeonwhich registered:CommonStock,$. (g)oftheSecuritiesAct:NoneIndicatebyache ckmarkiftheregistrantisawell-knownseason edissuer,asdefinedinRule405oftheSecuriti esAct.

2 Yes No Indicatebycheckmarkiftheregistrantisnotr equiredtofilereportspursuanttoSection13o rSection15(d)oftheAct. Yes No Note Checkingtheboxabovewillnotrelieveanyregi strantrequiredtofilereportspursuanttoSec tion13or15(d) :(1)hasfiledallreportsrequiredtobefiledb ySection13or15(d)oftheSecuritiesExchange Actof1934duringthepreceding12months(orfo rsuchshorterperiodthattheregistrantwasre quiredtofilesuchreports),and(2)hasbeensu bjecttosuchfilingrequirementsforthepast9 0days. Yes No Indicatebycheckmarkwhethertheregistranth assubmittedelectronicallyeveryInteractiv eDataFilerequiredtobesubmittedpursuantto Rule405ofRegulationS-Tduringthepreceding 12months(orforsuchshorterperiodthatthere gistrantwasrequiredtosubmitsuchfiles). Yes No Indicatebycheckmarkwhethertheregistranti salargeacceleratedfiler,anacceleratedfil er,anon-acceleratedfiler,asmallerreporti ngcompany, largeacceleratedfiler, acceleratedfiler, smallerreportingcompany, and emerginggrowthcompany Acceleratedfiler Non-acceleratedfiler Smallerreportingcompany Emerginggrowthcompany Ifanemerginggrowthcompany,indicatebychec kmarkiftheregistranthaselectednottouseth eextendedtransitionperiodforcomplyingwit hanyneworrevisedfinancialaccountingstand ardsprovidedpursuanttoSection13(a)oftheE xchangeAct.

3 Indicatebycheckmarkwhethertheregistranti sashellcompany(asdefinedinRule12b-2ofthe Act). Yes No Indicatebycheckmarkwhethertheregistranth asfiledareportonandattestationtoitsmanag ement sassessmentoftheeffectivenessofitsintern alcontroloverfinancialreportingunderSect ion404(b)oftheSarbanes-OxleyAct( (b))bytheregisteredpublicaccountingfirmt hatpreparedorissueditsauditreport. Yes No Theaggregatemarketvalueofthecommonstockh eldbynon-affiliatesoftheregistrant( ,directorsandexecutiveofficersmaybeaffil iates)asofthecloseofbusinessonJune27,202 0wasapproximately$ $ , ,2021,343,950, sProxyStatementfortheAnnualMeetingofShar eownerstobeheldonApril30, IITEM 1. BUSINESSThe Company . Kellogg Company , founded in 1906 and incorporated in Delaware in 1922, and its subsidiaries are engaged in the manufacture and marketing of ready-to-eat cereal and convenience address of the principal business office of Kellogg Company is One Kellogg Square, Box 3599, Battle Creek, Michigan 49016-3599.

4 Unless otherwise specified or indicated by the context, Kellogg , the " Company ," we, us and our refer to Kellogg Company , its divisions and Information About Segments. Information on segments is located in Note 17 within notes to the Consolidated Financial Products. Our principal products are snacks, such as crackers, savory snacks, toaster pastries, cereal bars, granola bars and bites; and convenience foods, such as, ready-to-eat cereals, frozen waffles, veggie foods and noodles. These products were, as of February 22, 2021, manufactured by us in 21 countries and marketed in more than 180 countries. They are sold to retailers through direct sales forces for resale to consumers. We use broker and distributor arrangements for certain products and channels, as well as in certain geographies. Our snacks brands are marketed under brands such as Kellogg s, Cheez-It, Pringles, Austin, Parati, and RXBAR.

5 Our cereals and cereal bars are generally marketed under the Kellogg s name, with some under the Kashi and Bear Naked brands. Our frozen foods are marketed under the Eggo and Morningstar Farms brands. We also market crackers, crisps, and other convenience foods, under brands such as Kellogg s, Cheez-It, Pringles, and Austin, to supermarkets in the United States through a variety of distribution information pertaining to the relative sales of our products for the years 2018 through 2020 is located in Note 17 within notes to the Consolidated Financial Statements, which are included herein under Part II, Item & Purpose. In 2020, Kellogg launched a refreshed vision and purpose. Our vision is a good and just world where people are not just fed, but fulfilled. Our purpose is creating better days, and a place at the table for everyone, through our trusted food brands. Our vision and purpose are integrated into our Deploy For Growth business strategy.

6 Our leadership in areas like Nourishing with our Foods, Feeding People in Need, Nurturing our Planet, and Living our Founder's Values are key to how we bring our Vision and Purpose to work is not new - we ve been making progress on these topics for many years and have been reporting our results annually through our Corporate Responsibility Report and other disclosures since 2009. Each year, we assess which environmental, social and governance ( ESG ) topics are included and highlight progress on our commitments. We also report against the Sustainability Accounting Standards Board ( SASB ) and Task Force on Climate-related Financial Disclosures ( TCFD ) reporting frameworks, as well as many other industry disclosures like CDP and the Dow Jones Sustainability Index. In 2020, Kellogg s sustainability performance is within the top 15% of our industry according to the 2020 S&P Global ESG Yearbook, making Kellogg among the world s highest performing sustainable Commitments.

7 Kellogg s global signature purpose platform, Kellogg s Better Days , has helped make billions of days better for people in need, providing more than 3 billion servings of food since 2013. In 2019, Kellogg expanded our commitments again to increase ambition, capture a broader set of goals, and align to the United Nations Sustainable Development Goals. Through the updated Kellogg s Better Days goals, Kellogg is addressing food security and creating Better Days for 3 billion people by the end of 2030. To do so, we re focused on the interconnected issues of wellbeing, hunger relief and climate resiliency to drive positive change for people, communities and the planet. Specifically, we are committed to: Nourishing 1 billion people by fostering well-being with our foods by delivering nutrients of need and addressing hidden hunger Feeding 375 million people in need through food donations and expanded child-feeding programs.

8 Nurturing people and our planet by supporting 1 million farmers and workers while conserving natural resources across our value chain by meeting our science-based targets, responsibly sourcing our ingredients, reducing organic waste and providing sustainable packaging. Living our founder s values by engaging billion people in the issue of global food security by advocating on behalf of children facing hunger, encouraging employee volunteerism, ensuring an ethical supply chain, and supporting diversity and towards these goals will be reported annually, starting in fiscal Disclosure. Climate change and food security are core business issues for Kellogg to ensure the long-term health and viability of the ingredients we use in our products. As a grain-based food Company , the success of Kellogg Company is dependent on having timely access to high quality, low cost ingredients, water and energy for manufacturing globally.

9 Risks are identified annually through annual reporting and evaluated in the short (<3 years), medium (3 - 6 years) and long terms (>6 years). These natural capital dependencies are at risk of shortage, price volatility, regulation, and quality impacts due to climate change which is assessed as part of Kellogg s overall enterprise risk management approach. Specific risks including water stress and social accountability are specifically identified and assessed on a regular basis, especially in emerging market expansion that fuels Company growth. Due to these risks, Kellogg has implemented major short- and long-term initiatives to mitigate and adapt to these environmental pressures, as well as the resulting challenge of food security. While these risks are not currently impacting business growth, they must be monitored, evaluated, and mitigated. The Company has incorporated the risks and opportunities of climate change and food security as part of the Global 2020 Growth Strategy and Kellogg s Better Days by continuing to identify risk, incorporate sustainability indicators into strategic priorities, and report regularly to leadership, the Board, and publicly.

10 Kellogg has been recognized as a 2020 CDP Supplier Engagement Leader, representing the top 7% of companies who disclosed to the full climate questionnaire. Oversight. Kellogg Company s Social Responsibility and Public Policy Committee of the Board of Directors oversees our corporate responsibility strategy. Our Senior Vice President (SVP) of Global Corporate Affairs, who reports to the Chairman and CEO, is responsible for successfully implementing the strategy and regularly updating the CEO and Board Committee. Our Chief Sustainability Officer (CSO) reports to the SVP of Global Corporate Affairs. Additionally, numerous leaders are accountable for achieving specific corporate responsibility commitments, based on their roles. Raw Materials. Agricultural commodities, including corn, wheat, rice, potato flakes, vegetable oils, sugar and cocoa, are the principal raw materials used in our products.