Jana Partners Llc - May 6, 2021 Form 4 Insider Report for CONAGRA BRANDS INC. (CAG)

Role: Director, Other*
Signature: /s/ JANA Partners LLC, by Jennifer Fanjiang, Chief Legal Officer and Chief Compliance Officer
Stock symbol: CAG
Transactions as of: May 6, 2021
Transactions value $: -$105,725,673
Form type: 4
Date filed: 5/7/2021, 09:00 PM
Next filing: Jun 3, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CAG	Common Stock	Sale	-$106M	-2.81M	-25.89%	$37.60	8.05M	May 6, 2021	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Includes 33 shares of common stock that Scott Ostfeld ("Mr. Ostfeld") received through dividend equivalent reinvestment since the date of the last Form 4 of JANA Partners LLC ("JANA"). Mr. Ostfeld, a partner of JANA who currently serves on the board of directors of the Issuer, has assigned all compensation he will receive as a director of the Issuer to JANA, and such compensation has been, or will be, transferred directly to JANA.
F2	JANA is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. Barry Rosenstein is the Managing Partner of JANA. JANA and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein.

Content

Includes 33 shares of common stock that Scott Ostfeld ("Mr. Ostfeld") received through dividend equivalent reinvestment since the date of the last Form 4 of JANA Partners LLC ("JANA"). Mr. Ostfeld, a partner of JANA who currently serves on the board of directors of the Issuer, has assigned all compensation he will receive as a director of the Issuer to JANA, and such compensation has been, or will be, transferred directly to JANA.

JANA is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. Barry Rosenstein is the Managing Partner of JANA. JANA and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein.

Remarks:

JANA may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr. Ostfeld currently serves on the board of directors of the Issuer.