Utz Brands, Inc.·4

Apr 27, 4:53 PM ET

DEROMEDI ROGER K 4

4 · Utz Brands, Inc. · Filed Apr 27, 2026

Research Summary

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Utz Brands (UTZ) Director Roger K. Deromedi Receives Award

What Happened
Roger K. Deromedi, a director of Utz Brands, was granted 16,927 restricted stock units (RSUs) on April 23, 2026. The Form 4 reports the award as an acquisition (A) at $0.00 per share (total reported value $0). These RSUs are awards under the Utz Brands, Inc. 2020 Omnibus Equity Incentive Plan and represent a contingent right to receive one share of Class A common stock per unit.

Key Details

  • Transaction date: 2026-04-23; filing date: 2026-04-27 (filed within the Form 4 2-business-day window).
  • Award: 16,927 RSUs reported at $0.00 per share (Form value $0).
  • Vesting: 100% of the RSUs vest on April 23, 2027, subject to continuous service and plan conditions (Footnote F2).
  • Holdings after the transaction: not specified in the provided excerpt of the Form 4.
  • Notable footnotes: RSUs are governed by the company’s 2020 Omnibus Plan (F1). Several trust arrangements are referenced (various GRATs and a Revocable Trust) where the reporting person holds voting/dispositive power (F7, F9–F13); an Irrevocable Trust is controlled by the reporting person’s spouse and the reporting person disclaims beneficial ownership for that trust (F8).

Context
This was an equity compensation award (not a market purchase or sale). RSUs are a common form of compensation and do not require cash outlay by the insider; they represent a future right to receive shares if vesting conditions are met. The filing appears timely and does not indicate an immediate sale or exercise.

Insider Transaction Report

Form 4
Period: 2026-04-23
Transactions
  • Award

    Class A Common Stock

    [F1][F2]
    2026-04-23+16,92726,600 total
Holdings
  • Class A Common Stock

    [F3][F4][F5][F6][F7]
    (indirect: See Footnote)
    440,243
  • Class A Common Stock

    [F8]
    (indirect: See Footnote)
    360,000
  • Class A Common Stock

    [F3][F9]
    (indirect: See Footnote)
    81,380
  • Class A Common Stock

    [F10]
    (indirect: See Footnote)
    409,369
  • Class A Common Stock

    [F4][F11]
    (indirect: See Footnote)
    188,520
  • Class A Common Stock

    [F5][F12]
    (indirect: See Footnote)
    1,997,263
  • Class A Common Stock

    [F6][F13]
    (indirect: See Footnote)
    1,280,610
Footnotes (13)
  • [F1]The shares of Issuer's Class A Common Stock are subject to a restricted stock unit award under the Utz Brands, Inc. 2020 Omnibus Equity Incentive Plan (as amended, the "Plan"). Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  • [F10]The securities are held by the The Roger K. Deromedi Irrevocable Grantor Retained Annuity Trust (GRAT) u/a/d 2/22/2024 (the "2024 GRAT 1"). The Reporting Person holds voting and dispositive power over the 2024 GRAT 1.
  • [F11]The securities are held by the Roger K Deromedi Irrevocable Grantor Retained Annuity Trust (GRAT) u/a/d 11/19/2024 (the "2024 GRAT 2"). The Reporting Person holds voting and dispositive power over the 2024 GRAT 2.
  • [F12]The securities are held by the The Roger K. Deromedi Irrevocable Grantor Retained Annuity Trust (GRAT) u/a/d 1/07/2026 (the "2026 GRAT 1").
  • [F13]The securities are held by the Roger K. Deromedi Irrevocable Grantor Retained Annuity Trust (GRAT) u/a/d 2/17/2026 (the "2026 GRAT 2").
  • [F2]The restricted stock units vest under the following schedule: subject to the terms of the restricted stock unit award agreement, 100% of the shares subject to the restricted stock units vest on April 23, 2027, subject to the reporting person's continuous service to the Company through such dates and subject to certain conditions detailed in the Plan.
  • [F3]Reflects a prior transfer of 380,021 shares of the Issuer's Class A Common Stock from the 2021 GRAT to the Revocable Trust, that was exempt under Rule 16a-13.
  • [F4]Reflects a prior transfer of 811,480 shares of the Issuer's Class A Common Stock from the 2024 GRAT 2 to the Revocable Trust, that was exempt under Rule 16a-13.
  • [F5]Reflects a prior transfer of 1,997,263 shares of the Issuer's Class A Common Stock from the Revocable Trust to the 2026 GRAT 1, that was exempt under Rule 16a-13.
  • [F6]Reflects a prior transfer of 1,280,610 shares of the Issuer's Class A Common Stock from the Revocable Trust to the 2026 GRAT 2, that was exempt under Rule 16a-13.
  • [F7]The securities are held by the Roger K. Deromedi Revocable Trust 2/11/2000 Amended and Restated 11/09/2011 (The "Revocable Trust"). The Reporting Person holds voting and dispositive power over the Revocable Trust.
  • [F8]The securities are held by the Roger K. Deromedi Irrevocable Generation Skipping Trust dated October 1, 2020, Sandra E. Deromedi, Trustee, FBO Sandra E. Deromedi (the "Irrevocable Trust"). To the extent permitted under applicable law, the Reporting Person disclaims beneficial ownership of the shares held by the Irrevocable Trust. The Reporting Person's spouse holds voting and dispositive power over the Irrevocable Trust.
  • [F9]The securities are held by the Roger K. Deromedi Irrevocable Grantor Retained Annuity Trust dated 11/01/2021 (the "2021 GRAT"). The reporting Person holds voting and dispositive power over the 2021 GRAT.
Signature
/s/ Theresa R. Shea, as attorney-in-fact for Roger K. Deromedi|2026-04-27

Documents

1 file
  • 4
    wk-form4_1777323217.xmlPrimary

    FORM 4