Sec Form 4 Filing - Schreiber Mark @ Utz Brands, Inc. - 2020-08-28

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 Schreiber Mark 2. Issuer Name and Ticker or Trading Symbol Utz Brands, Inc. [ UTZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Chief Customer Officer (Last) (First) (Middle) C/O UTZ BRANDS, INC., 900 HIGH STREET 3. Date of Earliest Transaction (MM/DD/YY) 08/28/2020 (Street) HANOVER, PA17331 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

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 Restricted Stock Unit and tax offset right ( 1 ) 08/28/2020 A 119,454 ( 2 ) ( 3 ) ( 1 ) Class A Common Stock 119,454 $ 0 119,454 D Stock Option (Right to Buy) $ 16.34 08/29/2020 A 30,893 ( 4 ) ( 5 ) 08/28/2030 Class A Common Stock 30,893 $ 0 30,893 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schreiber Mark C/O UTZ BRANDS, INC. 900 HIGH STREET HANOVER, PA17331 EVP & Chief Customer Officer Signatures /s/ Jeremiah G. Garvey, as attorney-in-fact for Mark Schreiber 09/01/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit represents a contingent right to receive one share of Utz Brands, Inc. Class A Common Stock under the Utz Quality Foods, LLC 2020 Long-Term Incentive Plan, a sub-plan to the Issuer's 2020 Omnibus Equity Incentive Plan (the "Plan"), and which is accompanied by a tax-offset right. ( 2 )The accompanying tax-offset right entitles the reporting person to receive, upon settlement of the restricted stock unit, a payment in cash or shares of Class A common stock having a fair market value equal to the difference between the amount of local, state and federal taxes (taking into account income and payroll taxes) with respect to the reporting person's receipt of the shares of Class A Common Stock underlying the restricted stock unit and the amount to which the reporting person would have been paid if the shares of Class A Common Stock underlying the restricted stock unit received capital gains treatment rather than ordinary income tax treatment in connection with the event. ( 3 )Subject to the forfeiture conditions set forth in an agreement with the Issuer, the restricted stock units are fully vested at the date of issuance. Vested shares of Class A Common Stock will be delivered to the reporting person no later than 30 days following a distribution event, which occurs upon the earlier of a change in control of Utz Quality Foods, LLC and December 31, 2021. ( 4 )Represents stock options granted pursuant to the Plan. ( 5 )The shares subject to the stock option vest and become exercisable under the following schedule subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: 50% of the shares subject to the stock option vest and become exercisable on December 31, 2022 and 50% of the shares subject to the stock option vest and become exercisable on December 31, 2023, subject to the reporting person's continuous employment through such dates and subject to certain conditions as detailed in the Plan.

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).

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