B&G Foods (BGS) HR chief gets stock grant, shares withheld for taxes

Rhea-AI Filing Summary

B&G Foods EVP of Human Resources & CHRO Eric H. Hart reported routine equity compensation activity. He received a grant of 39,117 shares of restricted common stock under the Omnibus Incentive Compensation Plan. These restricted shares vest in three equal installments on March 25, 2027, March 25, 2028, and March 25, 2029.

On the same date, 6,846 shares of common stock were withheld by B&G Foods at $5.11 per share to cover tax obligations when 19,988 previously granted restricted shares vested. After these transactions, Hart directly owns 166,228 shares of B&G Foods common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hart Eric H

(Last) (First) (Middle)

C/O B&G FOODS, INC.

8 SYLVAN WAY

(Street)

PARSIPPANY NEW JERSEY 07054

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
B&G Foods, Inc. [ BGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP OF HUMAN RESOURCES & CHRO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/25/2026		A		39,117(1)	A	$0	173,074	D
Common Stock	03/25/2026		F		6,846(2)	D	$5.11	166,228	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of restricted stock granted to the reporting person pursuant to the B&G Foods, Inc. Omnibus Incentive Compensation Plan. The shares of restricted stock vest one-third on each of March 25, 2027, March 25, 2028 and March 25, 2029.

2. Represents shares of common stock withheld by B&G Foods to satisfy tax withholding obligations upon the vesting on March 25, 2026 of 19,988 shares of restricted stock, or one-third of the total number of shares of restricted stock, issued to the reporting person on March 24, 2023, March 25, 2024 and March 25, 2025 pursuant to the B&G Foods, Inc. Omnibus Incentive Compensation Plan.

	/s/ Michele L. Misher as attorney-in-fact for Eric H. Hart	03/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider stock transactions did B&G Foods (BGS) report for Eric H. Hart?

B&G Foods reported that Eric H. Hart received 39,117 restricted shares of common stock as a compensation grant, and 6,846 shares were withheld to cover tax obligations upon vesting of earlier restricted stock awards.

How many B&G Foods (BGS) shares does Eric H. Hart hold after this Form 4?

After the reported transactions, Eric H. Hart directly holds 166,228 shares of B&G Foods common stock. This reflects both the new restricted stock grant and the shares withheld to satisfy tax obligations on previously granted restricted stock vesting.

What are the vesting terms of Eric H. Hart’s new B&G Foods restricted stock grant?

The 39,117 restricted shares granted to Eric H. Hart vest in three equal installments. One-third vests on March 25, 2027, another third on March 25, 2028, and the final third on March 25, 2029, under the Omnibus Incentive Compensation Plan.

Why were 6,846 B&G Foods (BGS) shares disposed of in this Form 4 filing?

The 6,846 shares were withheld by B&G Foods at $5.11 per share to satisfy tax withholding obligations. This occurred when 19,988 restricted shares granted in 2023, 2024 and 2025 vested on March 25, 2026, rather than representing an open-market sale.

Is Eric H. Hart’s transaction in B&G Foods (BGS) an open-market buy or sell?

The filing shows no open-market buy or sell. It reports a grant of 39,117 restricted shares as compensation and a tax-withholding disposition of 6,846 shares, where the company withheld shares to cover taxes on vesting restricted stock.

What role does Eric H. Hart hold at B&G Foods (BGS) in this Form 4?

Eric H. Hart is identified as Executive Vice President of Human Resources and Chief Human Resources Officer. The Form 4 details his equity compensation grant and related tax-withholding share disposition under the B&G Foods Omnibus Incentive Compensation Plan.