Curt Calaway - Jun 13, 2024 Form 3 Insider Report for TYSON FOODS, INC. (TSN)

Role: interimChief Financial Officer
Signature: /s/ Marissa Savells by Power of Attorney for Curt Calaway
Stock symbol: TSN
Transactions as of: Jun 13, 2024
Transactions value $: $0
Form type: 3
Date filed: 6/21/2024, 01:58 PM
Next filing: Nov 19, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	TSN	Class A Common Stock						7.73K	Jun 13, 2024	Direct	F1
holding	TSN	Class A Common Stock						27.1K	Jun 13, 2024	Joint Revocable Trust

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
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	6.54K	$50.00	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	5.59K	$58.34	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	4.12K	$77.97	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	6.61K	$59.42	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	4.48K	$89.98	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	6.7K	$60.74	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	4.54K	$81.51	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	4.74K	$65.52	Direct
holding	TSN	Non-Qualified Stock Options (Right to Buy)							Jun 13, 2024	Class A Common Stock	6.62K	$48.74	Direct
holding	TSN	Performance Shares							Jun 13, 2024	Class A Common Stock	3.68K		Direct	F2
holding	TSN	Performance Shares							Jun 13, 2024	Class A Common Stock	4.58K		Direct	F3
holding	TSN	Performance Shares							Jun 13, 2024	Class A Common Stock	6.16K		Direct	F4
holding	TSN	Performance Shares							Jun 13, 2024	Class A Common Stock	6.16K		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 3,969.2602 shares of Class A Common Stock held in the Employee Stock Purchase Plan; 991.542 shares of Class A Common Stock which vest on November 19, 2024; 1,206.132 shares of Class A Common Stock which vest on November 18, 2025; and 1,566.943 shares of Class A Common Stock which 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	Award of performance Class A Common Stock which vests on November 19, 2024 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 2022-2024) 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 2022-2024) period; and (3) achievement of a three year (fiscal 2022-2024) 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.
F3	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.
F4	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.
F5	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.