INGR

EX-99

2 ingr-20260630xexx99.htm

EX-99

Document

PRESS RELEASE

Ingredion Incorporated

CONTACTS:

5 Westbrook Corporate Center

Investors: Noah Weiss, 773-896-5242

Westchester, IL 60154

Media: Rick Wion, 708-209-6323

INGREDION INCORPORATED REPORTS SECOND QUARTER 2026 RESULTS

•Second quarter 2026 reported and adjusted* operating income decreased 31% and 5% compared to the second quarter 2025

•Second quarter 2026 reported and adjusted EPS were $1.78 and $2.82, compared with $2.99 and $2.87 in the second quarter 2025

•Reaffirming amended full-year guidance, which now reflects the sale of a majority stake in the Pakistan business, for reported EPS to be in the range of $9.15 to $9.75 and adjusted EPS to be in the range of $10.30 to $10.90

•Ingredion’s 595 pence all-cash offer to acquire Tate & Lyle accepted by their shareholders

WESTCHESTER, Ill., August 4, 2026 – Ingredion Incorporated (NYSE: INGR), a leading global provider of ingredient solutions to the food and beverage manufacturing industry, today reported its second quarter 2026 results.

“Ingredion delivered a solid second quarter, with Texture & Healthful Solutions continuing its quarterly net sales volume growth and Food & Industrial Ingredients—U.S./CAN operating results sequentially improving during the quarter," said Jim Zallie, chairman, president and CEO of Ingredion. "Additionally, we completed the sale of our majority stake in the Pakistan business, and we are pleased to report that Tate & Lyle’s shareholders approved our recommended all-cash offer on July 28, marking an important step toward completing the transaction.”

“Texture & Healthful Solutions delivered its ninth consecutive quarter of broad-based net sales volume growth, driven by continued strong customer demand for our solutions offerings, including clean-label ingredients, demonstrating the durability and margin enhancement of our solutions-selling model.”

“Food & Industrial Ingredients—LATAM continued to deliver in line with expectations, which was a result of focused execution across the region, the resilience of our diversified businesses, and the advancement of network optimization opportunities, which included the announced closure of our Cabo, Brazil facility. We also successfully navigated foreign exchange headwinds and macroeconomic pressures.”

“In Food & Industrial Ingredients—U.S./CAN, reliability at our Argo plant improved, with sequentially better production rates, and yields achieved throughout the quarter. We are pleased to say that the plant is operating at normal production rates across all major operating units.”

“Looking ahead, we are focused on continued operational execution across our Food & Industrial Ingredients businesses and accelerating the growth of our Texture & Healthful Solutions portfolio. We have also commenced the integration planning work for the pending acquisition of Tate & Lyle, which, when completed, will establish Ingredion as a more comprehensive global leader in ingredient solutions with the innovation expertise and geographic reach that will help create the future of food.”

*Reported results are in accordance with U.S. generally accepted accounting principles “GAAP.” Adjusted financial measures are non-GAAP financial measures. See “II. Non-GAAP Information” in the Supplemental Financial Information that follows the Condensed Consolidated Financial Statements for a reconciliation of non-GAAP financial measures to the most directly comparable GAAP measures.

INGREDION REPORTS SECOND QUARTER 2026 RESULTS – Page 2

Diluted Earnings Per Share (EPS)

2Q25

2Q26

Reported Diluted EPS

$

2.99

$

1.78

Acquisition/integration costs

—

0.64

Impairment charges

(0.02)

0.34

Restructuring costs

0.03

0.14

Net (gain) on sale of business

—

(0.27)

Tax items and other matters

(0.13)

0.19

Adjusted Diluted EPS**

$

2.87

$

2.82

Factors affecting changes in Reported and Adjusted EPS

2Q26

Total items affecting adjusted diluted EPS**

(0.05)

Total operating items

(0.17)

Margin

(0.34)

Volume

0.03

Foreign exchange

0.05

Other income

0.09

Total non-operating items

0.12

Financing costs

0.05

Non-controlling interests

—

Tax rate

—

Shares outstanding

0.07

Other non-operating income

—

** Totals may not sum or recalculate due to rounding

Business Review

Total Ingredion

Net Sales

$ in millions

2025

FX

Impact

Volume

Price

Mix

2026

Change

Change

excl. FX

Second Quarter

1,833

36

20

(39)

1,850

1%

(1%)

Year-to-Date

3,646

69

(12)

(61)

3,642

—%

(2%)

•Second quarter net sales increased 1%. The increase was primarily driven by higher net sales volume in T&HS and favorable foreign exchange in F&II–LATAM, partially offset by less favorable overall price mix and lower net sales volume in F&II–U.S./CAN.

INGREDION REPORTS SECOND QUARTER 2026 RESULTS – Page 3

Reported Operating Income

$ in millions

2025

FX Impact

Business

Drivers

Restructuring/Impairment

Other

2026

Change

Change

excl. FX

S

EX-99

2 ingr-20260331xexx99.htm

EX-99

Document

PRESS RELEASE

Ingredion Incorporated

CONTACTS:

5 Westbrook Corporate Center

Investors: Noah Weiss, 773-896-5242

Westchester, IL 60154

Media: Rick Wion, 708-209-6323

INGREDION INCORPORATED REPORTS FIRST QUARTER 2026 RESULTS

•First quarter 2026 reported and adjusted* operating income decreased 26% and 22% compared to the first quarter 2025

•First quarter 2026 reported and adjusted EPS were $2.22 and $2.34, compared with $3.00 and $2.97 in the first quarter 2025

•Adjusting full-year guidance for reported EPS to be in the range of $9.60 to $10.30 and adjusted EPS to be in the range of $10.45 to $11.15

WESTCHESTER, Ill., May 5, 2026 – Ingredion Incorporated (NYSE: INGR), a leading global provider of ingredient solutions to the food and beverage manufacturing industry, today reported its first quarter 2026 results.

“While we expected a challenging first quarter after last year’s strong first quarter, results were weaker than anticipated in Food & Industrial Ingredients–U.S./CAN due to operational challenges at our Argo facility,” said Jim Zallie, chairman, president and CEO of Ingredion. “At the same time, performance in our Texture & Healthful Solutions and Food & Industrial Ingredients–LATAM segments were in line with our expectations despite an increasingly uncertain macroeconomic environment.”

“Texture & Healthful Solutions delivered an eighth consecutive quarter of broad-based net sales volume growth driven by continued strong customer demand for our solutions portfolio, including clean label ingredients.”

“Food & Industrial Ingredients–LATAM delivered as expected, reflecting disciplined execution across the region, while absorbing the year-over-year impact of Mexican foreign exchange headwinds.”

“In our Food & Industrial Ingredients–U.S./CAN business, while we anticipated softer customer demand, a longer-than-expected recovery at our Argo facility negatively impacted results during the quarter. We remain focused on strengthening operational reliability, and we expect performance to improve sequentially throughout the second quarter; we are targeting a return to normal operations in the second half of the year.”

“Excluding the impact of Argo, we are pleased with the performance and resilience of the other parts of our business, especially our Texture & Healthful Solutions segment which continues to find opportunities for growth. Our focus going forward remains on servicing our customers, delivering innovative solutions, and driving long-term value creation for our shareholders.”

*Reported results are in accordance with U.S. generally accepted accounting principles “GAAP.” Adjusted financial measures are non-GAAP financial measures. See “II. Non-GAAP Information” in the Supplemental Financial Information that follows the Condensed Consolidated Financial Statements for a reconciliation of non-GAAP financial measures to the most directly comparable GAAP measures.

INGREDION REPORTS FIRST QUARTER 2026 RESULTS – Page 2

Diluted Earnings Per Share (EPS)

1Q25

1Q26

Reported Diluted EPS

$

3.00

$

2.22

Impairment charges

0.08

—

Restructuring costs

0.02

0.15

Tax items and other matters

(0.13)

(0.03)

Adjusted Diluted EPS**

$

2.97

$

2.34

Factors affecting changes in Reported and Adjusted EPS

1Q26

Total items affecting adjusted diluted EPS**

(0.63)

Total operating items

(0.70)

Margin

(0.71)

Volume

(0.14)

Foreign exchange

0.07

Other income

0.08

Total non-operating items

0.07

Financing costs

—

Non-controlling interests

—

Tax rate

0.01

Shares outstanding

0.06

Other non-operating income

—

** Totals may not sum or recalculate due to rounding

Business Review

Total Ingredion

Net Sales

$ in millions

2025

FX

Impact

Volume

Price

Mix

2026

Change

Change

excl. FX

First Quarter

1,813

33

(32)

(22)

1,792

(1%)

(3%)

•First quarter net sales decreased 1%. The decrease was primarily driven by lower volume and less favorable mix in the F&II–U.S./CAN business, partially offset by higher net sales in T&HS and favorable foreign exchange impacts across the segments.

Reported Operating Income

$ in millions

2025

FX Impact

Business

Drivers

Restructuring/Impairment

Other

2026

Change

Change

excl. FX

First Quarter

276

6

(67)

(4)

(8)

203

(26%)

(28%)

INGREDION REPORTS FIRST QUARTER 2026 RESULTS – Page 3

Adjusted Operating Income

$ in millions

2025

FX Impact

Business

Drivers

2026

Change

Change

excl. FX

First Quarter

273

6

(67)

212

(22%)

(24%)

•First quarter reported and adjusted operating income were $203 million and $212 million. The difference between reported and adjusted operating income was primarily attributable to legal-entity restructuring and previously announced plant-closure costs. Excluding foreign exchange translational impacts, reported operating income was down 28% and adjusted operating income was down 24% from a year ago, primarily due to increased operating costs a

ingr-202602030001046257false00010462572026-02-032026-02-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 3, 2026

INGREDION INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware1-1339722-3514823 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

5 Westbrook Corporate Center, Westchester, Illinois 60154 (Address of principal executive offices)(Zip Code)

(708) 551-2600 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SEC 873 (07-24)Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number.

Securities registers pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, par value $0.01 per shareINGRNew York Stock Exchange

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). Emerging growth company o 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 2.02    Results of Operations and Financial Condition. On February 3, 2026, Ingredion Incorporated (the “Company”) issued a press release announcing the Company’s condensed consolidated financial results for the year ended December 31, 2025 (the “Press Release”). A copy of the Company’s Press Release is being furnished as Exhibit 99 and hereby incorporated by reference. The Company will conduct a conference call Tuesday, February 3, 2026 at 8:00 a.m. CT to discuss the fourth quarter and year-end financial results. The information contained in Item 2.02 of this report on Form 8-K, including Exhibit 99, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01    Financial Statements and Exhibits. (d) Exhibits The following exhibit is being furnished as part of this report:

Exhibit NumberDescription 99 Press Release dated February 3, 2026 issued by Ingredion Incorporated

104Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).

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.

INGREDION INCORPORATED

Date:February 3, 2026By:/s/ James D. Gray James D. Gray Executive Vice President and Chief Financial Officer