Pilgrim’s Pride has agreed to a $31 million cash settlement in a Delaware stockholder lawsuit tied to a December 2024 charter amendment and tax-sharing deal with controlling owner JBS.
The settlement amount is on top of an already anticipated roughly $50 million that the company was expected to receive under the Tax Sharing Agreement. The settlement would increase the company’s recovery by replacing a $725 million figure in the agreement’s dividend definition with $1.17 billion, according to the notice.
The case centered on Pilgrim’s Pride’s October 25, 2024 preliminary proxy statement, which said the board approved a charter amendment and a Tax Sharing Agreement with JBS. The amendment, later approved by stockholders on December 23, 2024 and effective December 30, 2024, set the board at 10 directors so long as JBS owned at least 80% of the company and gave JBS the right to elect 8 of them.
Plaintiffs filed their derivative and class action complaint on July 17, 2025, saying the defendants breached fiduciary duties by approving the charter amendment and entering into the tax-sharing agreement without fairly dividing the benefits between the company and JBS.
Defendants moved to dismiss on October 1, 2025. The parties then went to mediation on March 31, 2026. After the mediation did not produce a deal, the mediator recommended settlement for a $31 million payout by JBS to the company, which the parties accepted.
Under the proposed terms, JBS would pay $250,000 into an escrow account controlled by plaintiffs’ counsel and $30.75 million into an escrow account controlled by Pilgrim’s Pride. The money, plus any interest, would be transferred to the company after deductions for fees, taxes, and notice costs.
The settlement class covers holders of Pilgrim’s Pride common stock issued and outstanding from September 1, 2024 through December 30, 2024. The market has reacted to these announcements by moving the company's shares 1.86% to a price of $31.69. For the full picture, make sure to review PILGRIMS PRIDE CORP's 8-K report.
