Sec Form 4 Filing - White Noel W @ TYSON FOODS, INC. - 2021-11-29

Insider filing report for Changes in Beneficial Ownership
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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
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
White Noel W
2. Issuer Name and Ticker or Trading Symbol
TYSON FOODS, INC. [ TSN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2200 W DON TYSON PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
11/29/2021
(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 11/29/2021 M( 1 ) 52,100.514 A $ 0 150,510.237 D
Class A Common Stock 11/29/2021 F( 2 ) 23,577 D $ 81.88 126,933.237 D
Class A Common Stock 11/29/2021 F( 3 ) 11,245 D $ 81.88 115,688.237 D
Class A Common Stock 12/17/2021 A( 4 ) 133.103 A $ 0 115,821.34 D
Class A Common Stock 11/29/2021 F( 5 ) 61 D $ 0 115,760.34 D
Class A Common Stock 22,411.4173( 6 ) I Employee Stock Purchase Plan
Class A Common Stock 11,279 I Holding by White Family Foundation
T able 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 ( 7 ) 11/29/2021 M 92,561.428 ( 7 ) ( 7 ) Class A Common Stock 92,561.428 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
White Noel W
2200 W DON TYSON PARKWAY
SPRINGDALE, AR72762
X
Signatures
/s/ Mark Liberman by Power of Attorney for Noel White 12/21/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 19, 2018 the Reporting Person received a grant of 92,561.425 performance shares which vested or expired on November 29, 2021 subject to the achievement of performance criteria in the applicable Stock Incentive Agreement. The performance criteria were (a) a cumulative operating income target of $9,986 million for the 2019-2021 fiscal years and (b) a favorable comparison of the relative shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over the 2019-2021 fiscal years. The performance shares could vest at a level of 50%-200% per performance criteria and were previously reported in the aggregate as derivative securities at the 200% level. On November 29, 2021, 52,100.514 shares vested and are reported herein as acquired non-derivatives securities and the remainder of the award expired.
( 2 )Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations related to the vesting described in footnote 1.
( 3 )On November 29, 2021, 24,849.835 shares of restricted Class A Common Stock vested. These shares were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the awardagreement, 11,245 shares were withheld by the Issuer to satisfy tax withholding obligations.
( 4 )Represents shares received under the Company's dividend reinvestment program in connection with an award under the Company's 2000 Stock Incentive Plan.
( 5 )Represents shares withheld pursuant to the terms of the award agreement to cover taxes due in respect of shares received under the Company's dividend reinvestment program in connection with an award under the Company's 2000 Stock Incentive Plan.
( 6 )Includes 119.0485 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.
( 7 )A portion of these performance shares vested as described in footnote 1. The remainder of the award expired.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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