4//SEC Filing
Soderstrom Johanna 4
Accession 0000100493-23-000124
CIK 0000100493other
Filed
Nov 20, 7:00 PM ET
Accepted
Nov 21, 4:38 PM ET
Size
306.4 KB
Accession
0000100493-23-000124
Insider Transaction Report
Form 4
Soderstrom Johanna
EVP & Chief HR Officer
Transactions
- Tax Payment
Class A Common Stock
2023-11-20$48.41/sh−2,849$137,920→ 41,243.485 total - Exercise/Conversion
Class A Common Stock
2023-11-20+12,553.506→ 53,796.991 total - Award
Performance Shares
2023-11-17+51,292.573→ 51,292.573 total→ Class A Common Stock (51,292.573 underlying) - Exercise/Conversion
Performance Shares
2023-11-20−25,107.012→ 0 total→ Class A Common Stock (25,107.012 underlying) - Award
Class A Common Stock
2023-11-17+12,823.143→ 44,092.485 total - Tax Payment
Class A Common Stock
2023-11-20$48.41/sh−3,647$176,551→ 50,333.592 total - Award
Non-Qualified Stock Options (Right to Buy)
2023-11-17+55,164→ 55,164 totalExercise: $48.74From: 2024-11-17Exp: 2033-11-17→ Class A Common Stock (55,164 underlying) - Award
Performance Shares
2023-11-17+16,926.549→ 16,926.549 total→ Class A Common Stock (16,926.549 underlying)
Holdings
- 3,021.176(indirect: Employee Stock Purchase Plan)
Class A Common Stock
Footnotes (9)
- [F1]Restricted Stock award of Class A Common Stock which will vest in equal annual increments on each of approximately the first, second and third anniversary dates of the grant and become fully vested after three years.
- [F2]On November 20, 2023, 6,802.053 shares of restricted Class A Common Stock vested. The restricted shares were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations.
- [F3]On November 20, 2020 the Reporting Person received a grant of performance shares which vested or expired on November 20, 2023 subject to the achievement of performance criteria in the applicable Stock Incentive Agreement. The performance criteria were (a) a cumulative operating income target of $7.637 billion for the 2021-2023 fiscal years and (b) a favorable comparison of the relative shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over the 2021-2023 fiscal years. The performance shares could vest at a level of 50 percent -200 percent per performance criteria and were previously reported in the aggregate as derivative securities at the 200 percent level. On November 20, 2023, 12,553.506 shares vested and are reported herein as acquired non-derivative securities and the remainder of the award expired.
- [F4]Pursuant to the terms of the award agreement, these shares were withheld by the Issuer to satisfy tax withholding obligations related to the vesting described in footnote 3.
- [F5]Includes 183.601 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.
- [F6]These options vest in equal annual increments on each of the first, second and third anniversary dates of the grant and become fully vested after three years.
- [F7]Award of performance Class A Common Stock which vests on November 17, 2026 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA") are achieved. The performance metrics set forth in the SIAs are: (1) achievement of a three year (fiscal 2024-2026) 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 2024-2026) 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 none of the performance metrics are achieved, the award expires.
- [F8]Award of performance Class A Common Stock which will vest in equal annual increments on the first and second anniversary dates of the grant if the performance metric described in the applicable Stock Incentive Agreement (the "SIA") is achieved. The performance metric set forth in the SIAs is the achievement of a one year (fiscal 2024) operating income target. Subject to the achievement of the performance metric, the performance shares could vest at a level of 25 to 100 percent and are reported as derivative securities at the 100 percent level. If the performance metric is not achieved, the award expires.
- [F9]A portion of these performance shares vested as described in footnote 3. The remainder of the award expired.
Issuer
TYSON FOODS, INC.
CIK 0000100493
Entity typeother
Related Parties
1- filerCIK 0001628361
Filing Metadata
- Form type
- 4
- Filed
- Nov 20, 7:00 PM ET
- Accepted
- Nov 21, 4:38 PM ET
- Size
- 306.4 KB