SEC Form 4 · accession 0001209191-15-001438
TreeHouse Foods, Inc. · THS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sam K Reed
Officer — CEO, Chairman of the Board · Director
Period of report
Jan 2, 2015
Accepted (ET)
Jan 5, 2015 · 6:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001320695
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 2, 2015 | M | 40,000 | $29.65 | A | 40,000 | D | |
| Common StockF3 | Jan 2, 2015 | S | 34,820 | $84.4385 | D | 5,180 | D | |
| Common StockF4 | Jan 2, 2015 | S | 4,930 | $85.5605 | D | 250 | D | |
| Common StockF5 | Jan 2, 2015 | S | 250 | $85.964 | D | 0 | D | |
| Common StockF6 | holding | — | — | — | 574,975 | I | In Trust | |
| Common Stock | holding | — | — | — | 24,242 | I | Held by Spouse's Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified Options (right to buy)F1 | $29.65 | Jan 2, 2015 | M | 40,000 | D | — | Jun 28, 2015 | Common Stock | 40,000 | 80,377 | D |
Explanation of responses
- F1The stock options were granted in 2005, vested in three approximately equal installments on each of the first three anniversaries of the grant date and are nearing the expiration of their ten year term. The stock options expire on June 28, 2015.
- F2Options exercised and underlying shares sold pursuant to a pre-established 10b5-1 trading plan.
- F3The price reported in in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.88 to $84.86, inclusive. The reporting person undertakes to provide to TreeHouse Foods, Inc., any security holder of TreeHouse Foods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F4The price reported in in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.88 to $85.85, inclusive. The reporting person undertakes to provide to TreeHouse Foods, Inc., any security holder of TreeHouse Foods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5The price reported in in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.885 to $86.08, inclusive. The reporting person undertakes to provide to TreeHouse Foods, Inc., any security holder of TreeHouse Foods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F6Held by Sam K. Reed 2008 Trust & Victoria P. Reed 2008 Trust, as Tenants in Common.