4//SEC Filing
VAN BEBBER DAVID L 4
Accession 0000100493-17-000154
CIK 0000100493other
Filed
Nov 20, 7:00 PM ET
Accepted
Nov 21, 4:43 PM ET
Size
25.8 KB
Accession
0000100493-17-000154
Insider Transaction Report
Form 4
VAN BEBBER DAVID L
Exec. VP & General Counsel
Transactions
- Gift
Class A Common Stock
2016-12-15−3,250→ 184,209.886 total - Tax Payment
Class A Common Stock
2017-11-17−8,733→ 194,938.452 total - Exercise/Conversion
Performance Shares
2017-11-17−21,959→ 0 total→ Class A Common Stock (21,959 underlying) - Award
Non-Qualified Stock Options (Right to Buy)
2017-11-17$77.97/sh+22,100$1,723,137→ 22,100 totalExercise: $77.97From: 2018-11-17Exp: 2027-11-17→ Class A Common Stock (22,100 underlying) - Award
Performance Shares
2017-11-21+20,668.142→ 20,668.142 total→ Class A Common Stock (20,668.142 underlying) - Award
Class A Common Stock
2017-11-17+5,167.035→ 197,674.487 total - Other
Class A Common Stock
2017-09-19+324.42→ 184,084.306 total - Exercise/Conversion
Class A Common Stock
2017-11-17+19,587.146→ 203,671.452 total - Gift
Class A Common Stock
2017-01-12−450→ 183,759.886 total - Other
Class A Common Stock
2017-11-16+1,132.699→ 1,822.195 total(indirect: Employee Stock Purchase Plan) - Tax Payment
Class A Common Stock
2017-11-17−2,431→ 192,507.452 total
Footnotes (10)
- [F1]Includes 7,096.0863 shares of Class A Common Stock which vested as described in footnote 6; 8,634.783 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2018 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and, 7,354.251 shares of Class A Common Stock which vest on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.
- [F10]Award of performance Class A Common Stock which vests on November 13, 2020 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance criteria set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2018-2020) cumulative EBIT target and (2) a favorable comparison of the relative total shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over a three year (fiscal 2018-2020 ) period. Subject to the achievement of the performance criteria, the performance shares could vest at a level of 50 percent to 200 percent and are reported as derivative securities at the 200 percent level. If neither of the performance criteria is achieved, the award expires.
- [F2]Represents shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-11.
- [F3]Represents shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3.
- [F4]On November 21, 2014 the Reporting Person received a grant of 21,959 performance shares which vested (in whole or in part) or expired on November 17, 2017 subject to the achievement of performance criteria in the applicable Stock Incentive Agreement. The performance criteria were (a) a cumulative adjusted earnings before interest and taxes (EBIT) target of $8,704 million for the 2015-2017 fiscal years and (b) a favorable comparison of the Issuer's Class A common stock price relative to the stock prices of a predetermined peer group of publicly traded companies over the 2015-2017 fiscal years. The performance shares could vest at a level of 50%-200% and were previously reported as derivative securities at the 200% level. On November 17, 2017, 19,587.146 shares vested and are reported herein as acquired non-derivatives securities and 2,371.854 shares expired.
- [F5]Pursuant to an election made by the Reporting Person, 8,733 shares were sold by the Reporting Person to the Issuer on November 17, 2017, to satisfy tax withholding obligations related to the vesting described in footnote 4.
- [F6]On November 17, 2017, 7,096.0863 shares of restricted Class A Common Stock vested. These shares were previously reported as beneficially owned by the Reporting Person. Pursuant to an election made by the Reporting Person, 2,431 shares were sold by the Reporting Person to the Issuer on November 17, 2017, to satisfy tax withholding obligations.
- [F7]Award of Class A Common Stock which vests on November 13, 2020 if the performance metric described in the applicable Stock Incentive Agreement (the Incentive Agreement) are achieved and the Reporting Person is employed by the Issuer on the vesting date. The performance metrics are achievement of a three year (fiscal 2018-2020) cumulative EBIT target as set forth in the Incentive Agreement. If the performance metric is not achieved, the award expires.
- [F8]Includes 8,634.783 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2018 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 7,354.251 shares of Class A Common Stock which vest on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 5,167.035 shares of Class A Common Stock which vest on November 13, 2020 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.
- [F9]The stock options vest at 33 1/3% on each of the first, second, and third anniversary dates of the grant.
Documents
Issuer
TYSON FOODS INC
CIK 0000100493
Entity typeother
Related Parties
1- filerCIK 0001050561
Filing Metadata
- Form type
- 4
- Filed
- Nov 20, 7:00 PM ET
- Accepted
- Nov 21, 4:43 PM ET
- Size
- 25.8 KB