General Mills Pension

Eligibility Service

*Eligibility Service is generally your total service as an employee of the Company (or one of its subsidiaries or affiliated businesses while part of the Company) beginning with your first day of employment and ending with your termination date, your retirement date, or your date of death, whichever occurs first. A 12-month period of service is one year of Eligibility Service. Periods of less than 12 months are prorated. Eligibility Service requirements for pensions are as follows:

•  *Normal or Late Retirement Pension- If you are age 65 or older and an active participant, you are eligible for a normal or late retirement. There is no Eligibility Service requirement.
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• *Early Retirement Pension- If you are age 55 and have 10 or more years of Eligibility Service at the time your employment terminates, you qualify for an Early Retirement Pension. If you are under age 55 and your employment is terminated due to a plant shutdown, you must have 25 or more years of Eligibility Service to qualify for an Early Retirement Pension.
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• *Disability Retirement Pension - To qualify for a Disability Retirement Pension, you must have 9½ or more years of Eligibility Service on the date you stopped working because of disability and 10 or more years of Eligibility Service as of your disability retirement effective date.
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• *Vested Pension- You must have 5 or more years of Eligibility Service at the time your employment terminates to qualify for a Vested Pension.

Benefit Service

The amount of your pension benefit is based on your years of Benefit Service as an active participant in the Retirement Plan. Benefit Service is determined as follows:

Normal and Late Retirement Pension

Your Normal Retirement Date is the first day of the month coinciding with or following your attainment of age 65. If you retire after your Normal Retirement Date, the first day of the month following your termination of employment will be your Late Retirement Date and will also be the first day you are eligible to receive your pension. Normal and late retirement pensions are calculated in the same manner. The amount of your pension is based on your years of Benefit Service and the negotiated benefit level on your termination of employment date.

Example: Normal Retirement

John was born on January 10, 1959. His last day of work is January 31, 2024. His Normal Retirement Date is February 1, 2024, (first of the month following 65th birthday). He has 28 years of Benefit Service as of February 1, 2024. His monthly-accrued benefit at age 65 in the Life Only form of payment is $2,380.

(Benefit Level: $85) x (Years of Benefit Service: 28)

=

Monthly Lifetime Pension: $,2,380

Early Retirement Pension

You are eligible for early retirement benefits if you have at least 10 years of Eligibility Service and terminate employment after age 55 and before age 65. If you retire between these ages, you may elect to start receiving your pension benefits effective the first of the month following your termination of employment, or the first day of any month you specify, but no later than age 65. Your Early Retirement Pension will be calculated in the same manner as a Normal Retirement Pension. However, your pension will be reduced if your Early Retirement Pension payments begin before you reach age 62. The table above shows the percentage of your Normal Retirement Pension you will receive at each age.

If you retire with 30 or more years of service and commence benefits on or after age 60, your pension will be reduced, and you will receive the following percentage of your Normal Retirement Pension:

If your employment is terminated because of a “plant shutdown” and you have completed 25 or more years of Eligibility Service, you are eligible for an Early Retirement Pension even though you have not met the minimum Early Retirement Pension requirements of age 55 with 10 years of Eligibility Service. In this case, your Early Retirement Pension under the Life Only form of payment will be calculated in the same manner as a regular Early Retirement Pension assuming you were age 55 at the time of your separation. The first payment shall be made to you on the first of the month following the date of your separation and will continue until the first day of the month in which your death occurs unless the form of payment option chosen otherwise provides for payment after your death. However, see the Forms of Payment section for details on how the Level Income Option is calculated if you commence benefits before age 55.

Example: Early Retirement

Carol retires on March 1, 2024, at age 60 with 20 years of Benefit Service. Her monthly accrued benefit payable at age 65 in the Life Only form of payment equals $1,700.

(Benefit Level: $85) x (Years of Benefit Service: X 20)

=

Total Benefit: $1,700

If she starts her pension benefits at age 60, she will receive 94% of her monthly accrued benefit payable at age 65.

(Age 65 Benefit: $1,700) x (Early Retirement Reduction Factor: X .94)

=

Monthly Life Only Pension: $1,598

Vested Pension

If you have completed at least five years of Eligibility Service and leave the company before reaching age 55, you will be vested in your accrued pension benefit from the Plan. If the total single sum value of your pension benefit under the Plan is $5,000 or less at the time you leave the Company, you will automatically receive a lump sum in lieu of monthly payments. See Single Sum Payments for more information. If the total single sum value of your pension benefit is greater than $5,000, you will be entitled to a monthly Vested Pension benefit which can begin on or after you reach age 55 and must begin no later than age 65. Your Vested Pension benefit will be equal to the amount of your accrued benefit earned as of the date your employment ends (or the date you become ineligible to accrue additional benefits under the Plan, if earlier). If you choose to begin to receive benefits prior to age 65, your monthly benefits will be reduced to reflect the longer payment period. The table to the left shows the percentage of your Normal Retirement Pension that you would receive at each age.

Example: Vested Pension

Michael leaves the Company on February 3, 2024, at age 35 with 8 years of Benefit Service with the Company. His monthly-accrued benefit payable at age 65 is $680 ($85 benefit level times 8 years of Benefit Service). If he elects to have his pension benefits begin at age 55, his monthly Life Only benefit payable from the plan will be equal to 60% of $680, or $408.

General Mills Stock Options and Restricted Stock Units (RSUs)

General Mills provides various equity compensation plans to its employees, including stock options and restricted stock units (RSUs). These plans are designed to align the interests of employees with those of shareholders, incentivizing long-term performance and retention.

Stock Options

Stock options give employees the right to purchase a certain number of shares of General Mills stock at a predetermined price, known as the exercise or strike price, after a specified vesting period.

1. Granting of Options: Stock options are granted to employees based on their role, performance, and tenure with the company. The strike price is typically set at the market price of the stock on the grant date.

2. Vesting Schedule: Options usually vest over a period of several years. For instance, an employee might be granted options that vest at 25% per year over four years.

3. Exercising Options: Once vested, employees can exercise their options, meaning they can buy the stock at the strike price. The difference between the market price at the time of exercise and the strike price represents the employee's gain.

4. Expiration: Stock options have an expiration date, often ten years from the grant date, by which they must be exercised or they will expire worthless.

Example Calculation

Consider an employee granted 1,000 stock options with a strike price of $50. If the current market price of General Mills stock is $70, the employee can exercise the options and purchase the shares for $50 each, then sell them at $70, resulting in a gain of $20 per share.

· Grant: 1,000 options at $50 strike price.

· Market Price at Exercise: $70.

· Gain per Share: $70 - $50 = $20.

· Total Gain: 1,000 shares x $20 = $20,000.

Restricted Stock Units (RSUs)

RSUs are company shares given to employees as part of their compensation. Unlike stock options, RSUs do not require the employee to purchase the stock at a strike price.

1. Granting of RSUs: Employees are granted a certain number of RSUs, which will convert to company shares upon vesting.

2. Vesting Schedule: RSUs typically vest over several years. For example, an employee might receive 400 RSUs that vest at 100 shares per year over four years.

3. Receiving Shares: Upon vesting, the employee receives the company shares, which can then be held or sold. The value of the shares at vesting is considered taxable income.

4. Tax Considerations: The market value of the shares at the time of vesting is subject to income tax, and any subsequent gain or loss upon selling the shares is subject to capital gains tax.

Example Calculation

Consider an employee granted 400 RSUs, vesting over four years (100 RSUs per year). If the market price at each vesting date is $60, the employee receives shares worth $60 each year.

· Year 1 Vesting: 100 shares x $60 = $6,000.

· Year 2 Vesting: 100 shares x $60 = $6,000.

· Year 3 Vesting: 100 shares x $60 = $6,000.

· Year 4 Vesting: 100 shares x $60 = $6,000.

· Total Value at Vesting: $24,000.

General Mills 409A Deferred and Executive Compensation Supplemental Savings Plan

General Mills offers a 409A deferred compensation plan and executive compensation supplemental savings plan to provide additional retirement savings opportunities and benefits for its executives and key employees. These plans are designed to supplement the standard retirement benefits and align with IRS regulations under section 409A.

Key Features of the 409A Deferred Compensation Plan

1. Eligibility: The 409A deferred compensation plan is generally available to senior executives and highly compensated employees. Eligibility is determined based on position, salary level, and other criteria established by General Mills.

2. Deferral of Compensation: Participants can elect to defer a portion of their salary, bonuses, and other forms of compensation into the plan. These deferrals are not subject to income tax until they are distributed.

3. Investment Options: Deferred amounts are credited to accounts that mirror the performance of selected investment options. While the investments are notional and do not represent actual ownership, they provide a way to grow the deferred compensation based on market performance.

4. Vesting: The plan may include a vesting schedule for company contributions, if applicable. Typically, employee deferrals are fully vested immediately, while company contributions vest over a period of years.

5. Distribution: Participants elect the timing and form of distribution at the time of deferral. Options typically include lump-sum payments or installment distributions beginning at retirement, a specified future date, or upon separation from service.

6. Compliance with 409A: The plan adheres to IRS regulations under section 409A, which set strict requirements for election timing, distribution events, and penalties for non-compliance.

Executive Compensation Supplemental Savings Plan

1. Purpose: This plan is designed to provide additional retirement benefits to executives beyond the limits imposed by qualified retirement plans. It supplements the standard 401(k) and pension plans.

2. Eligibility: Similar to the 409A plan, this supplemental savings plan is available to senior executives and other key employees.

3. Contributions: General Mills may contribute additional amounts to the plan on behalf of eligible executives. These contributions are often tied to company performance and executive performance metrics.

4. Vesting and Forfeiture: Contributions typically vest over several years. Vesting schedules encourage long-term retention of key executives.

5. Distribution and Taxation: Distributions from the supplemental savings plan are subject to income tax when received. The timing and form of distribution are generally flexible, allowing for lump-sum payments or installments.

Example of Deferred Compensation Calculation

Assume an executive, John, elects to defer $50,000 of his annual bonus into the 409A plan. Over ten years, with an average annual return of 5%, the deferred amount grows as follows:

1. Initial Deferral: $50,000.

2. Annual Growth: 5% per year.

3. Future Value Calculation: Using the formula for compound interest: FV=PV×(1+r)nFV = PV \times (1 + r)^nFV=PV×(1+r)n.

· Year 1: $50,000 \times 1.05 = $52,500.

· Year 10: $50,000 \times (1.05)^{10} = $81,445.

John’s deferred compensation would grow to approximately $81,445 over ten years.

Forms of Payment

The forms of payment available under the Plan are described below. To elect a form of payment other than the “normal form” (as described below), you must make an election in writing before the first day of the month in which your benefits will begin. Elections can be made no more than 90 days prior to the date your pension benefit is to begin. If you do not elect a form of pension prior to the date that pension benefits must begin, your benefits will be paid in the "normal form". If you are married and want to (1) elect a form of payment that would not provide your spouse with a surviving spouse benefit at least as great as the 50% Joint and Survivor Annuity, or (2) name someone other than your spouse as a joint annuitant, your spouse must waive his or her right to the "normal form" of pension payment. The waiver must be in writing, must be specific as to the form of payment being elected and as to the designation of anyone other than the spouse as a joint annuitant, if applicable, and the spouse’s signature must be notarized. You may only choose one joint annuitant, and that joint annuitant cannot be your estate. If the monthly pension amount payable to a joint annuitant would be less than $10, a joint annuitant cannot be named.

Life Only Annuity

This payment option will provide you with a monthly pension payable for your lifetime. Upon your death, no further pension payments will be made. This is the "normal form" of payment for participants who are single at the time pension benefits begin.

50% Joint and Survivor Annuity

This payment option will provide you with a reduced monthly lifetime pension. Upon your death, your designated joint annuitant will receive 50% of your monthly pension if he or she survives you. Should your joint annuitant die after your benefits start, you will continue to receive the reduced benefit amount and upon your death all benefits will stop. This is the “normal form" of payment for a participant who is married at the time benefits begin, with his or her spouse named as the joint annuitant. If you and your joint annuitant are the same age and pension commences the first of the month following your 65th birthday, the amount of the pension that would be payable to you under this option is 87% of the Life Only amount. If your joint annuitant is older than you, the 87% amount will be increased by .8% for each year the joint annuitant is older. If your joint annuitant is younger than you, the 87% amount will be decreased by .8% for each year the joint annuitant is younger.

Example: Sharon starts pension payments at age 55. Her joint annuitant is 57 (2 years older than Sharon). Her monthly pension under the Life Only option beginning at age 55 is $842. If she elects a 50% Joint and Survivor Annuity, her monthly benefit decreases to $746.01, calculated as shown: $842 x [.87 + (.008 x 2 years)] = $746.01

75% Joint and Survivor Annuity

This payment option will provide you with a reduced monthly lifetime pension. Upon your death, your designated joint annuitant will receive 75% of your monthly pension if he or she survives you. Should your joint annuitant die after your benefits start, you will continue to receive the reduced benefit amount and upon your death all benefits will stop. If you and your joint annuitant are the same age and pension commences the first of the month following your 65th birthday, the amount of the pension that would be payable to you under this option is 83% of the Life Only amount. If your joint annuitant is older than you, the 83% amount will be increased by .8% for each year the joint annuitant is older. If your joint annuitant is younger than you, the 83% amount will be decreased by .8% for each year the joint annuitant is younger.

Example: Susan starts pension payments at age 55. Her joint annuitant is 57 (2 years older than Susan). Her monthly pension under the Life Only option beginning at age 55 is $1,114. If she elects a 75% Joint and Survivor Annuity, her monthly benefit decreases to $942.44, calculated as shown:

$1,114 x [.83 + (.008 x 2 years)] = $942.44

100% Joint and Survivor Annuity

This payment option will provide you with a reduced monthly lifetime pension. Upon your death, your designated joint annuitant will receive 100% of your monthly pension if he or she survives you. Should your joint annuitant die after your benefits start, you will continue to receive the reduced benefit amount and upon your death all benefits will stop. If you and your joint annuitant are the same age and pension commences the first of the month following your 65th birthday, the amount of the pension that would be payable to you under this option is 79% of the Life Only option. If your joint annuitant is older than you, the 79% amount will be increased by .8% for each year the joint annuitant is older. If your joint annuitant is younger than you, the 79% amount will be decreased by .8% for each year the joint annuitant is younger.

Example: Steve starts his pension payments at age 61. His joint annuitant is 58 (3 years younger than Steve). His monthly pension under the Life Only option beginning at age 61 is $1,385. If he elects a 100% Joint and Survivor Annuity, his monthly benefit decreases to $1,060.91, calculated as shown:

$1,385 x [.79 – (.008 x 3 years)] = $1,060.91

Level Income

This payment option will provide an increased pension amount payable until the date you specify on your Application for Pension as the date you plan to begin receiving Social Security benefits. After such date, you will then receive a reduced pension amount for your lifetime, with no further payments made after your death. If you do not specify the date you plan to begin receiving Social Security benefits on your Application for Pension, the Plan assumes you will begin receiving Social Security benefits at age 62. The Level Income option cannot be selected if:

• *The reduced monthly pension after Social Security benefits begin would be under $10, or
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• *You are applying for a Disability Retirement Pension.
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This option is available only to those retiring on an Early Retirement Pension. Your Early Retirement Pension is computed by adding a percentage of your projected Social Security benefit to your pension amount payable under the Life Only option. The percentage of the projected Social Security benefit added to your Life Only amount is based on the number of years between the date pension benefits begin and the date you indicated on your Application for Pension that you will begin receiving Social Security benefits. Your projected Social Security benefit will be calculated based on your actual General Mills earnings history and estimated earnings for years prior to your employment with General Mills. The resulting amount is payable until the date you have indicated you will begin to receive your Social Security benefits on your Application for Pension. At that time, your pension will be reduced by 100% of your projected Social Security benefit. The table above shows the percentage of projected Social Security benefits added to your Life Only amount.

Example: Level Income option

Chris retires at age 57 with a pension of $1,240 per month (based on the Life Only option) and a projected age 62 Social Security benefit of $800 per month. Chris will receive a monthly pension payment of $1,740 until he reaches age 62. After he attains age 62, his monthly pension payment will be $940 until his death. The calculation is as follows:

Single Lump Sum Payments

Your pension benefit will automatically be paid as a lump sum, in lieu of monthly payments, if the total single sum present value of your pension benefit under the Plan is $5,000 or less (or the amount set by federal law, if higher) at the time you retire or terminate. The single sum payment is calculated as of the date of the distribution. The assumptions used to calculate the single sum payment are based on the mortality and interest rate assumptions required by federal regulations in effect on October 1 of the preceding Plan Year (the "Plan Year" is January 1 through December 31). If you receive a lump sum distribution that is greater than $1,000 and equal to or less than $5,000 prior to reaching Normal Retirement Age, and you do not make an election regarding your lump sum distribution, it will be automatically rolled over to an individual retirement account. You will have the opportunity to have the payment in a lump sum sent directly to you or to have the payment rolled over to another qualified retirement plan or to an individual retirement account of your choice.

The General Mills 401(k) Plan is a qualified retirement plan, in addition to an ESOP (Employee Stock Ownership Plan. The Plan allows you to save for retirement on a tax-favored basis through a combination of contributions you make through payroll deductions while receiving matching contributions made on behalf of by General Mills. The Plan gives you the responsibility to invest the contributions in a broad array of investment choices.

These days “retirement” can mean different things to different people. Ultimately, preparing for retirement is your responsibility. The Plan is important in terms of helping you accomplish your retirement planning goals. The ability to save on a tax-favored basis has been shown to be a powerful savings vehicle towards meeting your financial needs and goals during your golden years.

Your Contributions

Earnable Compensation

Earnable compensation generally includes base pay, overtime, incentives/bonuses, commissions, vacation and holiday pay, bereavement, jury duty, sick and emergency paid time-off and other payments made as cash compensation for services as noted in the Plan. If you are on a leave of absence, you are unable to contribute to the Plan unless you receive earnable compensation during your leave.

Maximum Contribution Rates

Most employees can elect to contribute up to 50% (pre-tax and Roth 401(k) combined) of total earnable compensation to the Plan. For those employees eligible to make catch-up contributions, the maximum combined rate for pre-tax, Roth 401(k) and catch-up contributions cannot exceed 80%. Catch-up contributions alone cannot be greater than 50%.
Highly Compensated Employees (HCEs) can elect to contribute up to 15% (pre-tax and Roth 401(k) combined) of total earnable compensation. For HCEs eligible to make catch-contributions, the maximum combined rate for pre-tax and Roth 401(k) contributions cannot exceed 65%. Catch-up contributions alone cannot be greater than 50%.

Annual Dollar Limits

There is an annual dollar limit on the combined amount of pre-tax and Roth 401(k) contributions that may be made by individuals. This limit is subject to change each calendar year. You may check My Benefits or call the Benefits Service Center for the current year’s limit. Your contributions will stop when you reach the limit for the calendar year. Your paycheck will be your notification that your contributions have stopped. With the start of each new calendar year, your contributions will automatically resume to your contribution rate election on file.

You should be aware the annual dollar limit is an aggregate limit that applies to all deferrals you may make under this Plan or any other cash or deferred arrangements (including tax-sheltered 403(b) annuity contracts, simplified employee pensions or other 401(k) plans, including Roth 401(k) plans, in which you may be participating). Generally, if your total deferrals under all cash or deferred arrangements for a calendar year exceed the annual dollar limit, the excess must be included in your income for the year. For this reason, it is desirable to request in writing that these excess deferrals be returned to you. If you fail to request such a return, you may be taxed a second time when the excess deferral is ultimately distributed from the Plan. You must decide which plan or arrangement you would like to have return the excess. If you decide that the excess should be distributed from this Plan, you must communicate this in writing to the Benefits Service Center no later than the April 1 following the close of the calendar year in which the excess deferrals were made. The excess deferral and any earnings will be returned to you by April 15th.

Pre-Tax Contributions

Pre-tax contributions are deducted from your pay before taxes and therefore reduce your current taxable income. As a result, your federal and most state taxes will be calculated on fewer dollars. Your 401(k) pre-tax contributions are taxable at the time they are distributed to you, unless they are rolled over to another tax-deferred qualified plan or an Individual Retirement Account (IRA). Earnings on these contributions will not be taxed while held in the Plan but will be taxed when distributed.

After-Tax Contributions

After-tax contributions were permitted until December 31, 2015. Some participants hired prior to that date may have an after-tax balance. After-tax contributions are not the same as Roth contributions; one difference being the earnings on after-tax contributions do not grow tax-free and are taxable at distribution. Provisions related to after-tax contributions are noted throughout this document as “after-tax” and provisions related Roth contributions are noted as “Roth”.

Company Match

For every dollar you contribute up to 6% of your earnable compensation, the Company will match 50 cents. The Company does not match any contributions over 6%.

Company Match vests over five years: