Brady Stewart - Nov 17, 2024 Form 4 Insider Report for TYSON FOODS, INC. (TSN)

Role: Group President Fresh Meats
Signature: /s/ Marissa Savells by Power of Attorney for Brady Stewart
Stock symbol: TSN
Transactions as of: Nov 17, 2024
Transactions value $: -$96,544
Form type: 4
Date filed: 11/19/2024, 09:18 PM
Previous filing: Nov 21, 2023
Next filing: Nov 21, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TSN	Class A Common Stock	Tax liability	-$96.5K	-1.5K	-1.94%	$64.32	76.1K	Nov 17, 2024	Direct	F1, F2, F3
transaction	TSN	Class A Common Stock	Award	$0	+12.8K	+16.81%	$0.00	88.8K	Nov 18, 2024	Direct	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	Performance Shares	Award		+25.6K			25.6K	Nov 18, 2024	Class A Common Stock	25.6K		Direct	F5
transaction	TSN	Non-Qualified Stock Options (Right to Buy)	Award	$0	+59.2K		$0.00	59.2K	Nov 18, 2024	Class A Common Stock	59.2K	$64.54	Direct	F6

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

Explanation of Responses:

Id	Content
F1	On November 17, 2024, 5,312.401 shares of restricted Class A Common Stock vested. The restricted shares were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations.
F2	Includes 1,103.926 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.
F3	Includes 2,565.39 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	Award of restricted stock units (RSUs) which will 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. Each RSU represents a contingent right to receive one share of the Issuers Class A Common Stock.
F5	Award of performance Class A Common Stock which will vest on November 18, 2027 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 2025-2027) 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 2025-2027) 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.
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.