Sec Form 3 Filing - Xu Yang @ Kraft Heinz Co - 2022-03-02

Insider filing report for Changes in Beneficial Ownership
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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
Xu Yang
2. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [ KHC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Global Head of Corp Dev
(Last) (First) (Middle)
C/O THE KRAFT HEINZ COMPANY, ONE PPG PLACE, SUITE 3200
3. Date of Earliest Transaction (MM/DD/YY)
03/02/2022
(Street)
PITTSBURGH, PA15222
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
Common Stock 196,841( 1 )( 2 )( 3 ) D
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
Stock Options (right to buy) $ 58.27 08/31/2023( 4 ) 08/31/2028 Common Stock 34,323 D
Stock Options (right to buy) $ 37.09 03/01/2024( 5 ) 03/01/2031 Common Stock 1,618 D
Stock Options (right to buy) $ 38.68 03/01/2025( 6 ) 03/01/2032 Common Stock 1,784 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Xu Yang
C/O THE KRAFT HEINZ COMPANY
ONE PPG PLACE, SUITE 3200
PITTSBURGH, PA15222
SVP, Global Head of Corp Dev
Signatures
/s/ Nicole Fritz, as Power of Attorney 03/14/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes: (i) 27,128 shares of common stock; (ii) 8,027 shares acquired through a dividend reinvestment program; (iii) 7,871 shares earned under performance share units ("PSUs") granted on August 16, 2019 for which the performance period has been completed and achievement certified, and which earned units are scheduled to settle in stock 50% on August 16, 2022 and 50% on August 16, 2023; (iv) 2,952 restricted stock units ("RSUs") awarded on August 16, 2019 and scheduled to settle in stock 100% on August 16, 2022; (v) 11,807 RSUs awarded on August 16, 2019 and scheduled to settle in stock 50% on August 16, 2022 and 50% on August 16, 2023; (vi) 5,807 RSUs awarded on August 16, 2019 and scheduled to settle in stock 100% on August 16, 2024;
( 2 )(continued from footnote 1) (vii) 10,553 RSUs awarded on March 2, 2020 pursuant to the Issuer's Bonus Swap Program and scheduled to settle in stock 100% on March 2, 2023; (viii) 18,923 shares earned under PSUs granted on June 1, 2020 for which the first of two performance periods has been completed and achievement certified, and which earned units are scheduled to vest and settle in stock 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; (ix) 9,862 RSUs awarded on June 1, 2020 and scheduled to settle in stock 50% on June 1, 2022 and 50% on June 1, 2023; (x) 41,092 RSUs awarded on June 1, 2020 and scheduled to settle in stock 50% on June 1, 2022, 25% on June 1, 2023, and 25% on June 1, 2024; (xi) 3,236 RSUs awarded on March 1, 2021 and scheduled to settle in stock 100% on March 1, 2024;
( 3 )(continued from footnote 2) (xii) 5,393 RSUs awarded on March 1, 2021 and schedule to settle in stock 75% on March 1, 2024 and 25% on March 1, 2025; (xiii) 9,304 RSUs awarded on March 1, 2021 pursuant to the Issuer's Bonus Swap Program and scheduled to settle in stock 100% on March 1, 2024; (xiv) 3,568 RSUs and scheduled to settle in stock 100% on March 1, 2025; (xv) 15,512 RSUs awarded on March 1, 2022 and scheduled to settle in stock 75% on March 1, 2025 and 25% on March 1, 2026; and (xvi) 15,806 RSUs awarded on March 1, 2022 pursuant to the Issuer's Bonus Swap Program and scheduled to settle in stock 100% on March 1, 2025. The PSUs and RSUs are subject to the terms and conditions of the applicable award agreements.
( 4 )Subject to the terms and conditions of the applicable award agreement, options vest 100% on August 31, 2023.
( 5 )Subject to the terms and conditions of the applicable award agreement, options vest 100% on March 1, 2024.
( 6 )Subject to the terms and conditions of the applicable award agreement, options vest 100% on March 1, 2025.

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