Johanna Soderstrom - Nov 18, 2022 Form 4 Insider Report for TYSON FOODS, INC. (TSN)

Role
EVP & Chief People Officer
Signature
/s/ Mark Liberman by Power of Attorney for Johanna Soderstrom
Stock symbol
TSN
Transactions as of
Nov 18, 2022
Transactions value $
-$26,863
Form type
4
Date filed
11/22/2022, 03:57 PM
Previous filing
Nov 23, 2021
Next filing
May 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSN Class A Common Stock Award $0 +8.59K +45.59% $0.00 27.4K Nov 18, 2022 Direct F1
transaction TSN Class A Common Stock Tax liability -$26.9K -410 -1.47% $65.52 27.4K Nov 20, 2022 Direct F2, F3
holding TSN Class A Common Stock 1.31K Nov 18, 2022 Employee Stock Purchase Plan F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TSN Class A Common Stock Award +34.3K 34.3K Nov 18, 2022 Class A Common Stock 34.3K Direct F5
transaction TSN Class A Common Stock Award $0 +35.6K $0.00 35.6K Nov 18, 2022 Class A Common Stock 35.6K $65.52 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Restricted Stock award of Class A Common Stock which vests on November 18, 2025.
F2 On November 20, 2022, 905.23 shares of restricted stock units of Class A Common Stock vested. These shares were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement, 410 shares were withheld by the Issuer to satisfy tax withholding obligations.
F3 Includes 416.674 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.
F4 Includes 1,032.4397 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.
F5 Award of performance Class A Common Stock which vests on November 18, 2025 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 2023-2025) 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 2023-2025) period; and (3) achievement of a three year (fiscal 2023-2025) average return on invested capital target. 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.
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.