Sec Form 3 Filing - Thomas Phillip W @ TYSON FOODS, INC. - 2020-07-31

FORM 3 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Thomas Phillip W 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) VP, Controller & CAO (Last) (First) (Middle) 2200 W. DON TYSON PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 07/31/2020 (Street) SPRINGDALE, AR72762 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A Common Stock 12,692.8801 ( 1 ) D Class A Common Stock 1,084.5433 I Employee Stock Purchase Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Performance Shares ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 561.113 D Performance Shares ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 736.284 D Performance Shares ( 4 ) ( 4 ) ( 4 ) Class A Common Stock 486.219 D Non-Qualified Stock Options (Right to Buy) $ 42.26 11/21/2015 11/21/2024 Class A Common Stock 1,200 D Non-Qualified Stock Options (Right to Buy) $ 50 11/30/2016 11/30/2025 Class A Common Stock 643 D Non-Qualified Stock Options (Right to Buy) $ 58.34 11/28/2017 11/28/2026 Class A Common Stock 2,261 D Non-Qualified Stock Options (Right to Buy) $ 77.97 11/17/2018( 5 ) 11/17/2027 Class A Common Stock 2,400 D Non-Qualified Stock Options (Right to Buy) $ 59.42 11/19/2019( 5 ) 11/19/2028 Class A Common Stock 3,855 D Non-Qualified Stock Options (Right to Buy) $ 89.98 11/18/2020( 5 ) 11/18/2029 Class A Common Stock 2,611 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Thomas Phillip W 2200 W. DON TYSON PARKWAY SPRINGDALE, AR72762 VP, Controller & CAO Signatures /s/ Phillip W. Thomas 08/10/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 1,188.895 shares of Class A Common Stock which vest on November 17, 2020; 1,534.297 shares of Class A Common Stock which vest on November 19, 2021; and 991.841 shares of Class A Common Stock which vest on November 18, 2022. ( 2 )Award of performance Class A Common Stock which vests on November 13, 2020 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA") are achieved. The performance criteria set forth in the SIA are (1) achievement of a three year (fiscal 2018-2020) cumulative EBIT 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 2018-2020 ) period. Subject to the achievement of the performance criteria, the performance shares could vest at a level of 50 percent to 200 percent and are reported as derivative securities at the 200 percent level. If neither of the performance criteria is achieved, the award expires. ( 3 )Award of performance Class A Common Stock which vests on November 29, 2021 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA") are achieved. The performance metrics set forth in the SIA are (1) achievement of a three year (fiscal 2019-2021) 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 2019-2021) 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. ( 4 )Award of performance Class A Common Stock which vests on November 18, 2022 if the performance metrics described in the applicable Stock Incentive Agreement (the "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. ( 5 ) These options vest in equal annual increments on each of the first, second and third anniversary dates of the grant and become fully vested after three years.

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