Sec Form 4 Filing - 3G Global Food Holdings LP @ Kraft Heinz Co - 2019-09-16

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
3G Global Food Holdings LP
2. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [ KHC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O 3G CAPITAL, INC., 600 THIRD AVENUE, 37TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
09/16/2019
(Street)
NEW YORK, NY10016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Common Stock 09/16/2019 S( 1 )( 2 ) 25,068,657 D $ 28.44 245,028,716 I ( 1 ) ( 2 ) See Footnote ( 1 ) ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
3G Global Food Holdings LP
C/O 3G CAPITAL, INC.
600 THIRD AVENUE, 37TH FLOOR
NEW YORK, NY10016
X
3G Global Food Holdings GP LP
C/O 3G CAPITAL, INC.
600 THIRD AVENUE, 37TH FLOOR
NEW YORK, NY10016
X
3G Capital Partners II, L.P.
C/O 3G CAPITAL, INC.
600 THIRD AVENUE, 37TH FLOOR
NEW YORK, NY10016
X
3G Capital Partners Ltd.
C/O 3G CAPITAL, INC.
600 THIRD AVENUE, 37TH FLOOR
NEW YORK, NY10016
X
Signatures
/s/ Bernardo Piquet 09/16/2019
Signature of Reporting Person Date
/s/ Bernardo Piquet 09/16/2019
Signature of Reporting Person Date
/s/ Bernardo Piquet 09/16/2019
Signature of Reporting Person Date
/s/ Bernardo Piquet 09/16/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )3G Global Food Holdings GP LP, as the general partner of 3G Global Food Holdings LP ("3G GFH"), 3G Capital Partners II L.P., as the general partner of 3G Global Food Holdings GP LP, and 3G Capital Partners Ltd., as the general partner of 3G Capital Partners II L.P., and HK3 18 LP ("HK3"), an affiliate of 3G GFH, may be deemed to have voting and dispositive power with respect to the reported securities. Each of 3G GFH, 3G Global Food Holdings GP LP, 3G Capital Partners II L.P., 3G Capital Partners Ltd. and HK3 disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
( 2 )(Continued from footnote 1) In connection with the reported transactions, certain partners of 3G Capital have acquired 6,993,006 shares of common stock, par value $0.01 per share, of Kraft Heinz Company (the "Issuer").

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