Deckinger Adam S.'s Form 4/A amendment
AmendedTyson Foods, Inc. (TSN) · filed Nov 21, 2024
- Accession no.
- 0000100493-24-000183
- Filed
- Nov 21, 2024
- Trade date
- Nov 18, 2024
- Filing delay
- 3 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Nov 19, 2024
This filing lists 1 derivative transaction. It carries over 9 transactions from the original filing that it did not restate. Open-market sales total $680.4K. It was filed 3 days after the trade.
This amendment restates part of 0000100493-24-000129 (filed Nov 19, 2024). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Deckinger Adam S.CIK 0001961511 | Officer (General Counsel and Secretary) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 18, 2024 | Class A Common Stock | AGrant or awardAcquired | +34,087.39 | –F2 | – | 34,087.39 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0000100493-24-000129 (filed Nov 19, 2024).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 17, 2024 | Class A Common Stock | JOtherDisposed | −3,529.24 | $0.00 | $0 | 0 | Indirect | |
| Jun 17, 2024 | Class A Common Stock | JOtherAcquired | +3,529.24 | $0.00 | $0 | 29,760.03 | Direct | |
| Nov 15, 2024 | Class A Common Stock | SSaleDisposed | −10,500 | $64.80F4 | −$680,400 | 19,260.03 | Direct | |
| Nov 17, 2024 | Class A Common Stock | MOption exerciseAcquired | +448.81 | –F5 | – | 19,708.84 | Direct | |
| Nov 17, 2024 | Class A Common Stock | FTax withholdingDisposed | −127 | $64.32 | −$8,168.64 | 19,581.84 | Direct | |
| Nov 17, 2024 | Class A Common Stock | FTax withholdingDisposed | −626 | $64.32 | −$40,264.32 | 18,955.84 | Direct | |
| Nov 18, 2024 | Class A Common Stock | AGrant or awardAcquired | +8,521.85 | $0.00 | $0 | 27,477.69 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 17, 2024 | Class A Common Stock | MOption exerciseDisposed | −448.81 | –F9 | – | 448.81 | Direct | |
| Nov 18, 2024 | Class A Common Stock | AGrant or awardAcquired | +39,455 | $0.00 | $0 | 39,455 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F4
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.
Referenced by the price of 1 transaction in Table I.
- F5
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.
Referenced by the price of 1 transaction in Table I.
- F9
A portion of these performance shares vested as described in footnote 5.
Referenced by the price of 1 transaction in Table II.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
This Form 4 amendment is being filed to amend the Reporting Person's Form 4 filed on November 19, 2024, to correct the number of performance shares awarded to the Reporting Person on November 18, 2024. Due to an administrative error, the number of shares was incorrectly reported at 100 percent.
- F2
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.
Referenced by the price of 1 transaction in Table II.