Michael J. Smith - Jul 29, 2022 Form 4 Insider Report for Lamb Weston Holdings, Inc. (LW)

Role: SENIOR VICE PRESIDENT
Signature: /s/ Eryk J. Spytek, Attorney-in-Fact
Stock symbol: LW
Transactions as of: Jul 29, 2022
Transactions value $: -$240,414
Form type: 4
Date filed: 8/2/2022, 05:34 PM
Previous filing: Jul 22, 2022
Next filing: Jan 9, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LW	Common Stock	Award	$0	+6.78K	+8.24%	$0.00	89.1K	Jul 29, 2022	Direct	F1
transaction	LW	Common Stock	Tax liability	-$240K	-3.02K	-3.39%	$79.66	86K	Jul 30, 2022	Direct	F2

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	LW	Employee Stock Option (Right to Buy)	Award	$0	+52.1K		$0.00	52.1K	Jul 29, 2022	Common Stock	52.1K	$79.66	Direct	F3
transaction	LW	Performance Shares	Award	$0	+14.8K		$0.00	14.8K	Jul 29, 2022	Common Stock	14.8K	$0.00	Direct	F4

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

Explanation of Responses:

Id	Content
F1	Represents restricted stock units ("RSUs") that vest 33%, 33% and 34%, respectively, on each of the first three anniversaries of the date of grant,or earlier upon certain events. Each RSU represents a contingent right to receive one share of Lamb Weston Holdings, Inc. common stock upon settlement.
F2	Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of RSUs.
F3	The stock options will become exercisable as to 33%, 33% and 34%, respectively, on each of the first three anniversaries of the date of grant.
F4	Represents a performance share award that may be earned based on the increase in Lamb Weston Holding, Inc.'s stock price from the date of grant to the end of a three-year performance period ending May 25, 2025 above certain targeted levels. Each performance share represents a contingent right to receive one share of Lamb Weston Holdings, Inc. common stock upon settlement. The performance shares are shown at the target level, and the actual amount earned after completion of the performance period may range from 0% (for stock price appreciation of less than 25%) to 100% of the target level (for stock price appreciation equal to 50%) and up to 300% of the target level (for stock price appreciation equal to or greater than 75%), subject to an overall payment value limit equal to eight times the grant value of the award.