Statement of Changes in Beneficial Ownership (4)

Date : 11/20/2019 @ 9:35PM
Source : Edgar (US Regulatory)
Stock : Tyson Foods (TSN)
Quote : 85.93  -2.03 (-2.31%) @ 12:59AM
After Hours
Last Trade
Last $ 86.00 ▲ 0.07 (0.08%)

Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Tu Amy
2. Issuer Name and Ticker or Trading Symbol

TYSON FOODS, INC. [ TSN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP & General Counsel
(Last)          (First)          (Middle)

2200 W DON TYSON PARKWAY
3. Date of Earliest Transaction (MM/DD/YYYY)

9/16/2019
(Street)

SPRINGDALE, AR 72762
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 9/16/2019  J(1)  98.616 A$0 11088.287 (2)D  
Class A Common Stock 11/18/2019  A(3)  16670.371 A$0 27758.658 (4)D  
Class A Common Stock 11/18/2019  A(5)  4723.272 A$0 32481.93 (6)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Shares  (7)11/18/2019  A   18893.088     (7) (7)Class A Common Stock 18893.088  (7)18893.088 D  
Non-Qualified Stock Options (Right to Buy) $89.98 11/18/2019  A (8)  25358    11/18/2020 11/18/2029 Class A Common Stock 25358.0 $0 25358 D  

Explanation of Responses:
(1) 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.
(2) Includes 3,819.586 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable Stock Incentive Agreement ("SIA") is achieved; 6,017.124 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved and 1,251.577 shares of Class A Common Stock which vest on May 10, 2022 if the performance metric described in the applicable SIA is achieved.
(3) Award of Class A Common Stock which vests on November 18, 2021 if the performance metric described in the applicable SIA is achieved. The performance metric is the achievement of a two year (fiscal 2020-2021) cumulative adjusted operating income target as set forth in the SIA. If the performance metric is not achieved, the award expires.
(4) Includes 3,819.586 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable SIA is achieved; 6,017.124 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved; 1,251.577 shares of Class A Common Stock which vest on May 10, 2022 if the performance metric described in the applicable SIA is achieved and 16,670.371 shares of Class A Common Stock which vest on November 18, 2021 if the performance metric described in the applicable SIA is achieved.
(5) Award of Class A Common Stock which vests on November 18, 2022 if the performance metric described in the applicable SIA is achieved. The performance metric is the achievement of a three year (fiscal 2020-2022) cumulative adjusted operating income target as set forth in the SIA. If the performance metric is not achieved, the award expires.
(6) Includes 3,819.586 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable SIA is achieved; 6,017.124 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved; 1,251.577 shares of Class A Common Stock which vest on May 10, 2022 if the performance metric described in the applicable SIA is achieved; 16,670.371 shares of Class A Common Stock which vest on November 18, 2021 if the performance metric described in the applicable SIA is achieved and 4,723.272 shares of Class A Common Stock which vest on November 18, 2022 if the performance metric described in the applicable SIA is achieved.
(7) Award of performance Class A Common Stock which vests on November 18, 2022 if the performance metrics described in the applicable SIA are achieved. The performance metrics set forth in the SIA are (1) achievement of a three year (fiscal 2020-2022) 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 2020-2022) 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 neither of the performance metrics are achieved, the award expires.
(8) The stock options vest at 33 1/3 percent on each of the first, second, and third anniversary dates of the grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Tu Amy
2200 W DON TYSON PARKWAY
SPRINGDALE, AR 72762


EVP & General Counsel

Signatures
/s/ Amy Tu11/20/2019
**Signature of Reporting PersonDate

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