0001127602-22-004918.txt : 20220214 0001127602-22-004918.hdr.sgml : 20220214 20220214184942 ACCESSION NUMBER: 0001127602-22-004918 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220101 FILED AS OF DATE: 20220214 DATE AS OF CHANGE: 20220214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McMullian Ryals CENTRAL INDEX KEY: 0001714892 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16247 FILM NUMBER: 22636092 MAIL ADDRESS: STREET 1: 2922 IVANHOE ROAD CITY: TALLAHASSEE STATE: FL ZIP: 32312 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FLOWERS FOODS INC CENTRAL INDEX KEY: 0001128928 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 582582379 STATE OF INCORPORATION: GA FISCAL YEAR END: 0101 BUSINESS ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 BUSINESS PHONE: 9122269110 MAIL ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 5 1 form5.xml PRIMARY DOCUMENT X0306 5 2022-01-01 0 0 0001128928 FLOWERS FOODS INC FLO 0001714892 McMullian Ryals 1919 FLOWERS CIRCLE THOMASVILLE GA 31757 1 1 President and CEO Common Stock 2021-12-17 5 G 0 1123 0 A 671176.4757 D Common Stock 2021-12-17 5 G 0 1123 0 A 20833 I By Spouse Common Stock 2021-12-17 5 G 0 3369 0 A 101674.1401 I By Trusts for Minor Children Common Stock 2021-12-21 5 G 0 4620 0 D 671176.4757 D Common Stock 2021-12-28 5 G 0 924 0 D 671176.4757 D Common Stock 2021-12-31 5 G 0 1848 0 D 671176.4757 D Common Stock 5060.25 I By 401(k) Common Stock 2000000 I The McMullian Family Wealth Preservation Trust Restricted Stock Award 0 2023-05-23 Common Stock 43330 43330 D Amount includes shares acquired through reinvestment of dividends through 12/17/2021. Beneficial ownership is disclaimed. Total of shares held in irrevocable trusts established for the benefit of reporting person's minor children, over which shares reporting person does not have investment authority or voting or dispositive power. Total includes exempt acquisitions of shares allocated to reporting person under Issuer's 401(k) Plan, based on a plan statement dated as of 12/31/2021. The reporting person is a beneficiary of the The McMullian Family Wealth Preservation Trust (the "Trust") and does not serve as a trustee of the Trust. On November 30, 2021, the Trust purchased 99,900 Class B (Nonvoting) Membership Units in Dellwood-McMullian Holdings, LLC, a limited liability company in which the reporting person's father owned all of the Class B (Nonvoting) Membership Units and the reporting person's sister owned all of the Class A (Voting) Membership Units (the "Family LLC"). The Trust purchased the Class B (Nonvoting) Membership Units from the reporting person's father in exchange for two promissory notes in an aggregate principal amount of approximately $49 million, based on an estimated appraised value of the Class B (Nonvoting) Membership Units in the Family LLC transferred, which consideration is subject to adjustment for a valuation of the Class B (Nonvoting) Membership Units transferred. The reporting person has provided a limited guaranty of the promissory notes. The Family LLC owns 2,000,000 shares of common stock of Flowers Foods, Inc., over which shares the reporting person has no investment authority or voting or dispositive power. Granted under the Flowers Foods, Inc. 2014 Omnibus Equity and Incentive Compensation Plan. None. No expiration date. /s/ Stephanie B. Tillman, Agent 2022-02-14