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Filing Details

Accession Number:: 0000100493-17-000164
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-11-21 16:46:37
Reporting Period:: 2017-08-09

Accepted Time:: 2017-11-21 16:46:37
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
100493	Tyson Foods Inc	TSN	Poultry Slaughtering And Processing (2015)	710225165

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1592293	R Stephen Stouffer	2200 W. Don Tyson Parkway Springdale AR 72762	President Fresh Meats	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2017-08-09	350	$0.00	49,075	No	4	G	Direct
Class A Common Stock	Acquisiton	2017-09-19	242	$0.00	49,317	No	4	J	Direct
Class A Common Stock	Acquisiton	2017-11-16	177	$0.00	2,910	No	4	J	Indirect	Employee Stock Purchase Plan
Class A Common Stock	Acquisiton	2017-11-17	19,587	$0.00	68,904	No	4	M	Direct
Class A Common Stock	Disposition	2017-11-17	8,217	$0.00	60,687	No	4	F	Direct
Class A Common Stock	Disposition	2017-11-17	2,977	$0.00	57,710	No	4	F	Direct
Class A Common Stock	Acquisiton	2017-11-17	5,167	$0.00	62,877	No	4	A	Direct
Class A Common Stock	Disposition	2017-11-21	7,754	$79.55	55,123	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	G	Direct
No	4	J	Direct
No	4	J	Indirect	Employee Stock Purchase Plan
No	4	M	Direct
No	4	F	Direct
No	4	F	Direct
No	4	A	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Performance Shares	Disposition	2017-11-17	21,595	$0.00	21,595	$0.00
Class A Common Stock	Non-Qualified Stock Options (Right to Buy)	Acquisiton	2017-11-17	22,100	$77.97	22,100	$77.97
Class A Common Stock	Performance Shares	Acquisiton	2017-11-21	20,668	$0.00	20,668	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
364			No	4	M	Direct
22,100	2018-11-17	2027-11-17	No	4	A	Direct
20,668			No	4	A	Direct

Footnotes

Includes 7,096.0863 shares of Class A Common Stock which vested as described in footnote 5; 8,634.783 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2018 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and, 7,354.251 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.
Represents 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.
Represents 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.
On November 21, 2014 the Reporting Person received a grant of 21,959 performance shares which vested (in whole or in part) or expired on November 17, 2017 subject to the achievement of performance criteria in the applicable Stock Incentive Agreement. The performance criteria were (a) a cumulative adjusted earnings before interest and taxes (EBIT) target of $8,704 million for the 2015-2017 fiscal years and (b) a favorable comparison of the Issuer's Class A common stock price relative to the stock prices of a predetermined peer group of publicly traded companies over the 2015-2017 fiscal years. The performance shares could vest at a level of 50%-200% and were previously reported as derivative securities at the 200% level. On November 17, 2017, 19,587.146 shares vested and are reported herein as acquired non-derivatives securities.
Pursuant to an election made by the Reporting Person, 10,311 shares were sold by the Reporting Person to the Issuer on November 17, 2017, to satisfy tax withholding obligations related to the vesting described in footnote 6.
On November 17, 2017, 7,096.0863 shares of restricted Class A Common Stock vested. These shares were previously reported as beneficially owned by the Reporting Person. Pursuant to an election made by the Reporting Person, 2,977 shares were sold by the Reporting Person to the Issuer on November 17, 2017, to satisfy tax withholding obligations.
Award of Class A Common Stock which vests on November 13, 2020 if the performance metric described in the applicable Stock Incentive Agreement (the Incentive Agreement) are achieved and the Reporting Person is employed by the Issuer on the vesting date. The performance metrics are achievement of a two year (fiscal 2018-2020) cumulative EBIT target as set forth in the Incentive Agreement. If the performance metric is not achieved, the award expires.
Includes 8,634.783 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2018 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 7,354.251 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 5,167.035 shares of Class A Common Stock which vest on November 13, 2020 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.
The stock options vest at 33 1/3% on each of the first, second, and third anniversary dates of the grant.
Award of performance Class A Common Stock which vests on November 13, 2020 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance criteria set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2018-2020) cumulative EBIT 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 2018-2020 ) period. Subject to the achievement of the performance criteria, the performance shares could vest at a level of 50 percent to 200 percent and are reported as derivative securities at the 200 percent level. If neither of the performance criteria is achieved, the award expires.