4//SEC Filing
Martin Chad Roderick 4
Accession 0000100493-19-000139
CIK 0000100493other
Filed
Nov 19, 7:00 PM ET
Accepted
Nov 20, 4:35 PM ET
Size
157.8 KB
Accession
0000100493-19-000139
Insider Transaction Report
Form 4
Martin Chad Roderick
Group President Poultry
Transactions
- Exercise/Conversion
Class A Common Stock
2019-11-18+803.645→ 21,189.399 total - Award
Class A Common Stock
2019-11-18+4,167.593→ 25,104.992 total - Award
Non-Qualified Stock Options (Right to Buy)
2019-11-18+22,375→ 22,375 totalExercise: $89.98From: 2020-11-18Exp: 2029-11-18→ Class A Common Stock (22,375 underlying) - Other
Class A Common Stock
2019-09-16+163.226→ 20,385.754 total - Exercise/Conversion
Performance Shares
2019-09-16−1,499.828→ 0 total→ Class A Common Stock (1,499.828 underlying) - Award
Performance Shares
2019-11-18+16,670.372→ 16,670.372 total→ Class A Common Stock (16,670.372 underlying) - Other
Class A Common Stock
2019-11-14+251.573→ 1,404.17 total(indirect: Employee Stock Purchase Plan) - Tax Payment
Class A Common Stock
2019-11-18−252→ 20,937.399 total
Holdings
- 1,500(indirect: By Spouse)
Class A Common Stock
Footnotes (10)
- [F1]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.
- [F10]The stock options vest at 33 1/3 percent on each of the first, second, and third anniversary dates of the grant.
- [F2]Includes 1,580.052 shares of Class A Common Stock which vest on November 28, 2019; 1,041.644 shares which vest on May 12, 2020; 999.119 shares of Class A Common Stock which vest on November 17, 2020; 1,289.384 shares of Class A Common Stock which vest on November 19, 2021; and 13,323.15 shares of Class A Common Stock which vest on February 13, 2022 if the performance metric described in the applicable Stock Incentive Agreement is achieved.
- [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 28, 2016 the Reporting Person received a grant of 1,499.828 performance shares which vested or expired on November 18, 2019 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 $9,365 million for the 2017-2019 fiscal years and (b) a favorable comparison of the Issuer's Class A total shareholder return relative to the total shareholder return of a predetermined peer group of publicly traded companies over the 2017-2019 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 18, 2019, 803.645 shares vested and are reported herein as acquired non-derivatives securities and the remainder of the award expired.
- [F5]Pursuant to an election made by the Reporting Person, these shares were sold by the Reporting Person to the Issuer on November 18, 2019, to satisfy tax withholding obligations related to the vesting described in footnote 4.
- [F6]Award of Class A Common Stock which vests on November 18, 2022 if the performance metric described in the applicable Stock Incentive Award Agreement ("SIA") is achieved. The performance metric is the achievement of a three year (fiscal 2020-2022) cumulative adjusted operating income target as set forth in the SIA. If the performance metric is not achieved, the award expires.
- [F7]Includes 1,580.052 shares of Class A Common Stock which vest on November 28, 2019; 1,041.644 shares which vest on May 12, 2020; 999.119 shares of Class A Common Stock which vest on November 17, 2020; 1,289.384 shares of Class A Common Stock which vest on November 19, 2021; 13,323.15 shares of Class A Common Stock which vest on February 13, 2022 if the performance metric described in the applicable SIA is achieved; and 4,167.593 shares of Class A Common Stock which vest on November 18, 2022 if the performance metric described in the applicable SIA is achieved.
- [F8]A portion of these performance shares vested as described in footnote 4. The remainder of the award expired.
- [F9]Award of performance Class A Common Stock which vests on November 18, 2022 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA) are achieved. The performance metrics set forth in the SIA are (1) achievement of a three year (fiscal 2020-2022) cumulative operating income 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 2020-2022) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50 to 200 percent and are reported as derivative securities at the 200 percent level. If neither of the performance metrics are achieved, the award expires.
Issuer
TYSON FOODS, INC.
CIK 0000100493
Entity typeother
Related Parties
1- filerCIK 0001765322
Filing Metadata
- Form type
- 4
- Filed
- Nov 19, 7:00 PM ET
- Accepted
- Nov 20, 4:35 PM ET
- Size
- 157.8 KB