Todd R. Lachman - Jul 3, 2023 Form 4 Insider Report for Sovos Brands, Inc. (SOVO)

Signature
/s/ Isobel A. Jones, Attorney-in-Fact
Stock symbol
SOVO
Transactions as of
Jul 3, 2023
Transactions value $
-$1,103,747
Form type
4
Date filed
7/6/2023, 05:00 PM
Previous filing
Jun 21, 2023
Next filing
Jul 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SOVO Common Stock Sale -$883K -45K -2.04% $19.62 2.16M Jul 3, 2023 Direct F1, F2, F3
transaction SOVO Common Stock Sale -$221K -11.3K -2.87% $19.62 381K Jul 3, 2023 By trust F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on 3/10/2023. The Rule 10b5-1 trading plan, which was structured to include several sale periods, was established as part of the Reporting Person's long-term strategy for asset diversification and financial, retirement, estate and tax planning activities over a period of time.
F2 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $19.25 to $19.81, inclusive. The Reporting Person undertakes to provide to the Issuer, any stockholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 Includes 269,615 restricted shares of common stock of the Issuer subject to time-based vesting (a portion of which vest on December 30, 2023, September 23, 2024 or September 23, 2025, if the original performance goals are not earlier achieved), 420,811 restricted shares of common stock of the Issuer subject to performance-based vesting, and 625,080 restricted stock units subject to time-based vesting (a portion of which will vest on September 23, 2024 or September 23, 2025, if original performance criteria is not earlier achieved), subject in each case to the Reporting Person's continued service with the Issuer and the terms of the applicable award agreement.
F4 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $19.25 to $19.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any stockholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 Includes 67,403 restricted shares of common stock of the Issuer subject to time-based vesting (a portion of which will vest on December 30, 2023, September 23, 2024 or September 23, 2025, if the original performance goals are not earlier achieved) and 91,204 restricted shares of common stock of the Issuer, subject to performance-based vesting, in each case, subject to the Reporting Person's continued service with the Issuer and the terms of the applicable award agreement.