Statement of Changes in Beneficial Ownership (4)
November 18 2019 - 4:40PM
Edgar (US Regulatory)
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
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OMB APPROVAL
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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
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1. Name and Address of Reporting Person
*
Oleksiuk Mary |
2. Issuer Name and Ticker or Trading Symbol
TYSON FOODS, INC.
[
TSN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP & Chief HR Officer |
(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)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 9/16/2019 | | J(1) | | 200.54 | A | $0 | 83065.5127 (2) | D | |
Class A Common Stock | 11/14/2019 | | M | | 21015 | A | $58.34 | 104080.5127 (2) | D | |
Class A Common Stock | 11/14/2019 | | S | | 21015 | D | $92.2114 (3) | 83065.5127 (2) | D | |
Class A Common Stock | 11/14/2019 | | M | | 7367 | A | $77.97 | 90432.5127 (2) | D | |
Class A Common Stock | 11/14/2019 | | S | | 7367 | D | $92.2293 (4) | 83065.5127 (2) | D | |
Class A Common Stock | 11/14/2019 | | J(5) | | 305.6856 | A | $0 | 3897.7961 | I | Employee Stock Purchase Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. 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 Date | 7. 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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Non-Qualified Stock Options (Right to Buy) | $58.34 | 11/14/2019 | | M | | | 21015 | 11/28/2017 | 11/28/2026 | Class A Common Stock | 21015.0 | $58.34 | 10507 | D | |
Non-Qualified Stock Options (Right to Buy) | $77.97 | 11/14/2019 | | M | | | 7367 | 11/17/2018 | 11/17/2027 | Class A Common Stock | 7367.0 | $77.97 | 14733 | 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 7,638.741 shares of Class A Common Stock which vest on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement ("SIA") is achieved; 25,707.995 shares of Class A Common Stock which vest on February 15, 2020 if the performance metric described in the applicable SIA is achieved; 5,366.916 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable SIA is achieved; and 7,306.508 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved. |
(3) | This is a weighted average price. These shares were sold in multiple transactions on November 14, 2019 at prices ranging from $92.125 to $93.01, 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. |
(4) | This is a weighted average price. These shares were sold in multiple transactions on November 14, 2019 at prices ranging from $92.08 to $93.01, 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. |
(5) | 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Oleksiuk Mary 2200 W. DON TYSON PARKWAY SPRINGDALE, AR 72762 |
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| EVP & Chief HR Officer |
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Signatures
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/s/ R. Read Hudson by Power of Attorney for Mary Oleksiuk | | 11/18/2019 |
**Signature of Reporting Person | Date |
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