0000100493-19-000142.txt : 20191120 0000100493-19-000142.hdr.sgml : 20191120 20191120163632 ACCESSION NUMBER: 0000100493-19-000142 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190321 FILED AS OF DATE: 20191120 DATE AS OF CHANGE: 20191120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spradley Jay Scott CENTRAL INDEX KEY: 0001723124 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14704 FILM NUMBER: 191234639 MAIL ADDRESS: STREET 1: 2200 W DON TYSON PARKWAY CITY: SPRINGDALE STATE: AR ZIP: 72762 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TYSON FOODS, INC. CENTRAL INDEX KEY: 0000100493 STANDARD INDUSTRIAL CLASSIFICATION: POULTRY SLAUGHTERING AND PROCESSING [2015] IRS NUMBER: 710225165 STATE OF INCORPORATION: DE FISCAL YEAR END: 0928 BUSINESS ADDRESS: STREET 1: 2200 DON TYSON PARKWAY CITY: SPRINGDALE STATE: AR ZIP: 72762-6999 BUSINESS PHONE: 479-290-4000 MAIL ADDRESS: STREET 1: P O BOX 2020 STREET 2: P O BOX 2020 CITY: SPRINGDALE STATE: AR ZIP: 72765-2020 FORMER COMPANY: FORMER CONFORMED NAME: TYSON FOODS INC DATE OF NAME CHANGE: 19920703 4 1 wf-form4_157428577674206.xml FORM 4 X0306 4 2019-03-21 0 0000100493 TYSON FOODS, INC. TSN 0001723124 Spradley Jay Scott 2200 W DON TYSON PARKWAY SPRINGDALE AR 72762 0 1 0 0 EVP & Chief Technology Officer Class A Common Stock 2019-03-21 4 J 0 116.806 0 A 9498.567 D Class A Common Stock 2019-05-02 4 J 0 538.5384 0 A 1408.9707 I Employee Stock Purchase Plan Class A Common Stock 2019-05-08 4 J 0 355 0 D 1053.9707 I Employee Stock Purchase Plan Class A Common Stock 2019-05-08 4 J 0 355 0 A 9853.567 D Class A Common Stock 2019-09-16 4 J 0 85.236 0 A 9938.803 D Class A Common Stock 2019-11-14 4 J 0 464.9797 0 A 1518.9504 I Employee Stock Purchase Plan Class A Common Stock 2019-11-18 4 A 0 3611.914 0 A 13550.717 D Performance Shares 2019-11-18 4 A 0 14447.656 A Class A Common Stock 14447.656 14447.656 D Non-Qualified Stock Options (Right to Buy) 89.98 2019-11-18 4 A 0 19392 0 A 2020-11-18 2029-11-18 Class A Common Stock 19392.0 19392 D Represents shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-11. Includes 3,960.93 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable Stock Incentive Agreement ("SIA") is achieved and 5,537.637 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved. Represents shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3. The Reporting Person transferred shares from his Employee Stock Purchase Plan account into his personal stock account thereby changing the ownership of the Class A Common Stock from indirect to direct. Represents shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment plan since June 15, 2019. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-11. Includes 3,996.473 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable SIA is achieved and 5,587.33 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved. Represents shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since May 16, 2019. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3. Award of Class A Common Stock which vests on November 18, 2022 if the performance metric described in the applicable Stock Incentive Award Agreement (the "SIA") is achieved. The performance metric is the achievement of a three year (fiscal 2020-2022) cumulative adjusted operating income target as set forth in the SIA. If the performance metric is not achieved, the award expires. Includes 3,996.473 shares of Class A Common Stock which vest on November 13, 2020 if the performance metric described in the applicable SIA is achieved; 5,587.33 shares of Class A Common Stock which vest on November 29, 2021 if the performance metric described in the applicable SIA is achieved and 3,611.914 shares of Class A Common Stock which vest on November 18, 2022 if the performance metric described in the applicable SIA is achieved. Award of performance Class A Common Stock which vests on November 18, 2022 if the performance metrics described in the applicable SIA are achieved. The performance metrics set forth in the SIA are (1) achievement of a three year (fiscal 2020-2022) cumulative operating income target and (2) a favorable comparison of the relative total shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over a three year (fiscal 2020-2022) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50 to 200 percent and are reported as derivative securities at the 200 percent level. If neither of the performance metrics are achieved, the award expires. The stock options vest at 33 1/3 percent on each of the first, second, and third anniversary dates of the grant. /s/ J. Scott Spradley 2019-11-20 EX-24 2 ex-24.htm J. SCOTT SPRADLEY POA

Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C.

To Whom It May Concern:

I, J. Scott Spradley, the undersigned, of 2200 W. Don Tyson Parkway, Springdale, AR 72762 hereby appoints David L. Van Bebber, R. Read Hudson and Brett Worlow as my true and lawful attorneys in fact, giving to each individually the full power and authority to execute and file on my behalf all forms necessary for reporting my transactions in Tyson Foods, Inc. securities to the Securities and Exchange Commission, including without limitation Forms 3, 4 or 5.

This power of attorney will continue until terminated by me in writing, or until I am no longer required to report my trading activity in Tyson Foods, Inc. securities to the Securities and Exchange Commission.

_______________________________
J. Scott Spradley

STATE OF ARKANSAS )
)
COUNTY OF WASHINGTON )

Before me, the undersigned authority, on this day appeared J. Scott Spradley, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed the instrument for the purposes and consideration expressed in the instrument, as the act and deed of J. Scott Spradley.

Given under my hand and seal of office on the 14th day of November, 2017.

_________________________________
Notary Public

My Commission Expires: ______________