Home > Insider Trading > Filing (0000100493-24-000129)

Filing Details

Accession Number:: 0000100493-24-000129
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-11-19 21:07:46
Reporting Period:: 2024-06-17

Accepted Time:: 2024-11-19 21:07:46
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
1961511	S. Adam Deckinger	2200 W Don Tyson Parkway Springdale AR 72762	General Counsel And Secretary	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2024-06-17	3,529	$0.00	0	No	4	J	Indirect	Employee Stock Purchase Plan
Class A Common Stock	Acquisiton	2024-06-17	3,529	$0.00	29,760	No	4	J	Direct
Class A Common Stock	Disposition	2024-11-15	10,500	$64.80	19,260	No	4	S	Direct
Class A Common Stock	Acquisiton	2024-11-17	449	$0.00	19,709	No	4	M	Direct
Class A Common Stock	Disposition	2024-11-17	127	$64.32	19,582	No	4	F	Direct
Class A Common Stock	Disposition	2024-11-17	626	$64.32	18,956	No	4	F	Direct
Class A Common Stock	Acquisiton	2024-11-18	8,522	$0.00	27,478	No	4	A	Direct

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

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Performance Shares	Disposition	2024-11-17	449	$0.00	449	$0.00
Class A Common Stock	Performance Shares	Acquisiton	2024-11-18	17,044	$0.00	17,044	$0.00
Class A Common Stock	Non-Qualified Stock Options (Right to Buy)	Acquisiton	2024-11-18	39,455	$0.00	39,455	$64.54

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
449			No	4	M	Direct
17,044			No	4	A	Direct
39,455	2025-11-18	2034-11-18	No	4	A	Direct

Footnotes

On June 17, 2024, the Issuer appointed a new third-party administrator for its Employee Stock Purchase Plan. In connection with this appointment, the holding of Reporting Person's shares of Class A Common stock was changed from indirect to direct ownership. This transaction is exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-13.
Includes 1,363.155 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.
Includes 663.721 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.
This is a weighted average price. These shares were sold in multiple transactions on November 15, 2024, at prices ranging from $64.78 to $64.81, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder 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 this range.
On November 17, 2024, 448.81 shares vested and are reported herein as acquired non-derivative securities. On November 17, 2023, the Reporting Person received a grant of performance shares which would vest in equal installments over two years, and one-half of which vested on November 17, 2024, subject to the achievement of a performance metric in the applicable Stock Incentive Agreement. The performance metric was a cumulative operating income target of $1.161 billion for the 2024 fiscal year. The performance shares could vest at a level of 25 percent - 100 percent per performance criteria and were previously reported in the aggregate as derivative securities at the 100 percent level. The remainder of the award will continue to be held until the final vesting date of November 17, 2025.
Pursuant to the terms of the award agreement, these shares were withheld by the Issuer to satisfy tax withholding obligations related to the vesting described in footnote 5.
On November 17, 2024, 2,213.5 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.
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.
A portion of these performance shares vested as described in footnote 5.
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.
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.