FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [ KHC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2022 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | ||||||
Common Stock | 03/01/2022 | A | 10,135(1) | A | $0 | 569,628.869(2) | D | |||
Common Stock | 03/01/2022 | A | 25,854(3) | A | $0 | 595,482.869 | D | |||
Common Stock | 03/01/2022 | A | 8,478(4) | A | $38.68 | 603,960.869 | D | |||
Common Stock | 03/01/2022 | A | 30,828(5) | A | $0 | 634,788.869 | D | |||
Common Stock | 03/01/2022 | A | 15,138(6) | A | $0 | 649,926.869 | D | |||
Common Stock | 03/01/2022 | F | 1,944(7) | D | $38.68 | 647,982.869 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Stock Options (right to buy) | $38.68 | 03/01/2022 | A | 5,068 | 03/01/2025(8) | 03/01/2032 | Common Stock | 5,068 | $0 | 5,068 | D |
Explanation of Responses: |
1. Subject to the terms and conditions of the applicable award agreement, these restricted stock units are scheduled to settle in stock 100% on March 1, 2025. |
2. Includes an additional 6,690 shares acquired through a dividend reinvestment program. |
3. Subject to the terms and conditions of the applicable award agreement, these restricted stock units are scheduled to settle in stock 75% on March 1, 2025 and 25% on March 1, 2026. |
4. Common stock issued pursuant to the compensation committee approved Issuer's Bonus Swap Program. |
5. Subject to the terms and conditions of the applicable award agreement, these restricted stock units awarded pursuant to the Issuer's Bonus Swap Program are scheduled to settle in stock 100% on March 1, 2025. |
6. Represents the number of shares earned under performance share units granted on June 1, 2020 for which the first of two performance periods has been completed and achievement certified, and which earned units vest and settle with respect to 50% of the earned shares on June 1, 2022, and the remaining 50% of the earned shares in two equal installments on June 1, 2023 and June 1, 2024, in each case subject to the terms and conditions of the applicable award agreement. |
7. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock units. |
8. Subject to the terms and conditions of the applicable award agreement, options vest 100% on March 1, 2025. |
Remarks: |
/s/ Heidi Miller, by Power of Attorney | 03/03/2022 | |
** Signature of Reporting Person | Date | |
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 4 (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 Number. |