SEC Form 4 · accession 0001209191-15-002862
CONAGRA BRANDS INC. · CAG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nicole B Theophilus
Officer — EVP, Chief HR Officer
Period of report
Jan 5, 2015
Accepted (ET)
Jan 7, 2015 · 4:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000023217
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 5, 2015 | M | 11,200 | $24.74 | A | 55,680 | D | |
| Common StockF1,F2 | Jan 5, 2015 | S | 11,200 | $35.6097 | D | 44,480 | D | |
| Common Stock | Jan 6, 2015 | M | 24,800 | $24.74 | A | 69,280 | D | |
| Common StockF1,F3 | Jan 6, 2015 | S | 24,800 | $35.2198 | D | 44,480 | D | |
| Common StockF4 | holding | — | — | — | 109 | I | By 401(k) Plan Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F5 | $24.74 | Jan 5, 2015 | M | 11,200 | D | — | Jul 15, 2022 | Common Stock | 11,200 | 60,800 | D |
| Employee Stock Options (right to buy)F5 | $24.74 | Jan 6, 2015 | M | 24,800 | D | — | Jul 15, 2022 | Common Stock | 24,800 | 36,000 | D |
Explanation of responses
- F1All of the shares being sold were acquired by the Reporting Person within the past two business days upon the exercise of stock options.
- F2Price reflects a weighted average sale price for multiple transactions ranging from $35.60 to $35.64 per share, inclusive. The Reporting Person undertakes to provide, upon request by the SEC Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3Price reflects a weighted average sale price for multiple transactions ranging from $34.91 to $35.64 per share, inclusive. The Reporting Person undertakes to provide, upon request by the SEC Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F4Reflects updated holdings under the ConAgra Foods, Inc. 401(k) plan. The information in this report is based on a plan statement of January 2, 2015.
- F5These stock options, originally covering 120,000 shares, became exercisable as to 40% on 7/16/2013, 30% on 7/16/2014 and will become exercisable as to 30% on 7/16/2015.