B&G Foods, Inc.·4

Mar 27, 6:12 PM ET

Keller Kenneth C Jr 4

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B&G Foods CEO Kenneth Keller Receives 311,351 Restricted Shares

What Happened Kenneth C. Keller, President & CEO and a director of B&G Foods (BGS), was awarded 311,351 shares of restricted common stock on March 25, 2026 (reported on Form 4). The grant is recorded at $0.00 per share (non‑cash compensation). On the same date, 80,929 shares were withheld/disposed to satisfy tax withholding obligations at an indicated per‑share value of $5.11, totaling $413,547.

Key Details

  • Transaction dates: March 25, 2026 (award and withholding).
  • Award: 311,351 restricted shares granted (code A) — no cash purchase (priced $0.00 in filing).
  • Tax withholding: 80,929 shares withheld/disposed (code F) at $5.11 per share = $413,547.
  • Vesting for the new award: one‑third vests on each of March 25, 2027, 2028 and 2029 (per footnote).
  • The 80,929 shares withheld satisfied tax obligations arising from the vesting on March 25, 2026 of 164,321 previously issued restricted shares (one‑third of earlier grants), per the filing footnote.
  • Shares owned after the transactions: not specified in this Form 4.
  • Filing timeliness: report filed March 27, 2026 for transactions on March 25, 2026 (appears timely).

Context This was primarily a restricted stock grant (compensation), not an open‑market purchase or sale. The withheld 80,929 shares represent a company withholding to pay taxes on earlier vested restricted stock (a common, routine administrative step) rather than an executive-initiated sale. Such awards reflect compensation practices and do not by themselves indicate a buy/sell signal from the insider.