0000902664-24-003098.txt : 20240429 0000902664-24-003098.hdr.sgml : 20240429 20240429163051 ACCESSION NUMBER: 0000902664-24-003098 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240425 FILED AS OF DATE: 20240429 DATE AS OF CHANGE: 20240429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JANA Partners Management, LP CENTRAL INDEX KEY: 0001998597 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32504 FILM NUMBER: 24891486 BUSINESS ADDRESS: STREET 1: 767 5TH AVENUE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-455-0900 MAIL ADDRESS: STREET 1: 767 5TH AVENUE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TreeHouse Foods, Inc. CENTRAL INDEX KEY: 0001320695 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 202311383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2021 SPRING ROAD STREET 2: SUITE 600 CITY: OAK BROOK STATE: IL ZIP: 60523 BUSINESS PHONE: 7084095315 MAIL ADDRESS: STREET 1: 2021 SPRING ROAD STREET 2: SUITE 600 CITY: OAK BROOK STATE: IL ZIP: 60523 4 1 ownership.xml X0508 4 2024-04-25 0 0001320695 TreeHouse Foods, Inc. THS 0001998597 JANA Partners Management, LP 767 5TH AVENUE 8TH FLOOR NEW YORK NY 10153 1 0 0 1 (See Remarks) 0 Common Stock, par value $0.01 per share 2024-04-25 4 M 0 3261 0 A 4910950 I See Footnote Restricted Stock Units 2024-04-25 4 M 0 3261 0 D Common Stock 3261 0 I See Footnote Restricted Stock Units 2024-04-25 4 A 0 4798 0 A Common Stock 4798 4798 I See Footnote Settlement of restricted stock units into shares of common stock. JANA Partners Management, LP ("JANA" or the "Reporting Person") is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. JANA Partners Management GP, LLC (the "GP") is the general partner of JANA. The founder of the GP and indirect control person of JANA is Barry Rosenstein. JANA, the GP and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein, if any. Each restricted stock unit represents a contingent right to receive one share of common stock of TreeHouse Foods, Inc. These restricted stock units have a grant date of April 27, 2023. These restricted stock units vested and settled in stock on April 25, 2024. Scott Ostfeld ("Mr. Ostfeld"), a Partner of the Reporting Person who currently serves on the board of directors of the Issuer, has assigned all rights to any shares issuable pursuant to the grant to the Reporting Person. Pursuant to the assignment, settlement of the award on vesting was made to the Reporting Person. These restricted stock units have a grant date of April 25, 2024. Unless deferred, restricted stock units vest and settle in stock or cash upon the earlier of the 12-month anniversary of the grant date or the Issuer's 2025 Annual Meeting. Mr. Ostfeld has assigned all rights to any shares issuable pursuant to the grant to the Reporting Person. Pursuant to the assignment, settlement of the award on vesting will be made to the Reporting Person. The Reporting Person may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr.Ostfeld currently serves on the board of directors of the Issuer. /s/ JANA Partners Management, LP, by Jennifer Fanjiang, Partner, Chief Legal Officer and Chief Compliance Officer 2024-04-29