Form 4 for TSN Tyson Foods
Accepted 2023-11-21 00:00:00 ET · period of report 2023-11-17 · accession 0000100493-23-000124 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2023-11-21 | 2023-11-20 | TSN | Soderstrom Johanna | EVP, CHRO | F - Tax | $48.41 | -6,496 | 50.3K | -11% | -$314.5K |
| D | 2023-11-21 | 2023-11-20 | TSN | Soderstrom Johanna | EVP, CHRO | M - OptEx | — | +12.6K | 53.8K | +30% | — |
| D | 2023-11-21 | 2023-11-17 | TSN | Soderstrom Johanna | EVP, CHRO | A - Grant | — | +12.8K | 44.1K | +41% | — |
| D | 2023-11-21 | 2023-11-20 | TSN | Soderstrom Johanna | EVP, CHRO | M - OptEx | — | -25.1K | 0 | -100% | — |
| DM | 2023-11-21 | 2023-11-17 | TSN | Soderstrom Johanna | EVP, CHRO | A - Grant | $0.00 | +123.4K | 16.9K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-11-20 | F | D | 2,849 | $48.41 | 41,243.49 | D | — | — | |
| 2 | Common | Class A Common Stock | 2023-11-20 | M | A | 12,553.51 | — | 53,796.99 | D | — | — | (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. |
| 3 | Common | Class A Common Stock | 2023-11-20 | F | D | 3,647 | $48.41 | 50,333.59 | D | — | — | (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. |
| 4 | Common | Class A Common Stock | 2023-11-17 | A | A | 12,823.14 | — | 44,092.49 | D | — | — | (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. |
| 5 | Derivative | Performance Shares | 2023-11-20 | M | D | 25,107.01 | — | 0 | D | — · — to — | 25,107.01 Class A Common Stock | (F9) A portion of these performance shares vested as described in footnote 3. The remainder of the award expired. |
| 6 | Derivative | Performance Shares | 2023-11-17 | A | A | 51,292.57 | — | 51,292.57 | D | — · — to — | 51,292.57 Class A Common Stock | (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. |
| 7 | Derivative | Non-Qualified Stock Options (Right to Buy) | 2023-11-17 | A | A | 55,164 | $0.00 | 55,164 | D | $48.74 · 2024-11-17 to 2033-11-17 | 55,164 Class A Common Stock | |
| 8 | Derivative | Performance Shares | 2023-11-17 | A | A | 16,926.55 | — | 16,926.55 | D | — · — to — | 16,926.55 Class A Common Stock | (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. |