FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response...
0.5
                      
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 *

Litman Brian
2. Date of Event Requiring Statement (MM/DD/YYYY)
9/28/2021 

3. Issuer Name and Ticker or Trading Symbol

Whole Earth Brands, Inc. [FREE]
(Last)        (First)        (Middle)

C/O WHOLE EARTH BRANDS, INC., 125 S. WACKER DRIVE, SUITE 3150
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Chief Accounting Officer /
(Street)

CHICAGO, IL 60606      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
9/30/2021 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units  (2) (2)Common Stock 4418 (5) (1)D  
Restricted Stock Units  (3) (3)Common Stock 6818 (5) (1)D  
Performance-Based Restricted Stock Units  (4) (4)Common Stock 6818 (5) (1)D  

Explanation of Responses:
(1) Each restricted stock unit represents a contingent right to receive one (1) share of Whole Earth Brands, Inc. Common Stock.
(2) Subject to the reporting person's continuous employment, the restricted stock units shall vest in full in twelve (12) months, commencing on March 18, 2021, except in the case of the reporting person's earlier involuntary termination. In the event of a voluntary termination by the reporting person prior to the vesting date, all restricted stock units will be forfeited.
(3) Subject to the reporting person's continuous employment through the vesting date, the restricted stock units shall vest one-third (1/3) annually over the next three (3) years, commencing on March 18, 2021, except in the case of the reporting person's earlier involuntary termination. In the event of a voluntary termination by the reporting person prior to the vesting date, all restricted stock units will be forfeited.
(4) The vesting of these performance-based restricted stock units ("PSUs") is dependent upon the achievement by Whole Earth Brands, Inc. of certain financial performance criteria. Subject to continued employment through the applicable vesting date and to accelerated vesting in certain circumstances, the number of PSUs scheduled to vest on the third anniversary of the grant date following the 2023 annual performance period will vary between 0% and 200% of the number reported, depending on whether and the extent to which Whole Earth Brands, Inc. meets certain financial performance goals.
(5) These restricted stock units were omitted from the reporting person's previous filings.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Litman Brian
C/O WHOLE EARTH BRANDS, INC.
125 S. WACKER DRIVE, SUITE 3150
CHICAGO, IL 60606


Chief Accounting Officer

Signatures
/s/ Brian Litman, by Ira W. Schlussel, as Attorney-in Fact3/22/2022
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Whole Earth Brands (NASDAQ:FREE)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Whole Earth Brands Charts.
Whole Earth Brands (NASDAQ:FREE)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Whole Earth Brands Charts.