Conagra Brands grants 19,532 shares to its COO

Conagra Brands EVP & COO Thomas M. McGough received 19,532 shares of common stock on July 22, 2026 as a grant earned under the fiscal 2024‑2026 long term incentive plan, including dividend equivalents.

Rhea-AI Filing Summary

Conagra Brands EVP & COO Thomas M. McGough received 19,532 shares of common stock on July 22, 2026 as a grant earned under the fiscal 2024‑2026 long term incentive plan, including dividend equivalents. On the same date, 5,723 shares were withheld at $14.83 per share to cover tax obligations. He also reports indirect holdings of 111,303 shares held by a trust and 400 shares held by his wife.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider McGough Thomas M

Role EVP & COO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	19,532	$0.00	$0.00
Tax Withholding	Common Stock F2	5,723	$14.83	$85K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 263,893.67 shares (Direct); Common Stock — 111,303 shares (Indirect, By trust); Common Stock — 400 shares (Indirect, By wife)

Footnotes (2)

1. F1. The shares acquired were earned under the Conagra Brands fiscal year 2024-2026 long term incentive plan and include dividend equivalents paid in additional shares of common stock on the earned amount.
2. F2. Shares withheld for taxes.

Key Figures

Equity award shares: 19,532 shares Tax withholding shares: 5,723 shares Tax withholding price: $14.83 per share +2 more

5 metrics

Equity award shares 19,532 shares Common stock granted on July 22, 2026 under fiscal 2024-2026 long term incentive plan

Tax withholding shares 5,723 shares Shares withheld for taxes on July 22, 2026

Tax withholding price $14.83 per share Price used for shares withheld for taxes

Trust-held shares 111,303 shares Indirect common stock holdings by trust as of July 22, 2026

Spouse-held shares 400 shares Indirect common stock holdings by wife as of July 22, 2026

Key Terms

long term incentive plan, dividend equivalents, Shares withheld for taxes

3 terms

long term incentive plan financial

"earned under the Conagra Brands fiscal year 2024-2026 long term incentive plan"

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

dividend equivalents financial

"include dividend equivalents paid in additional shares of common stock"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Shares withheld for taxes financial

"Shares withheld for taxes."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did Conagra Brands (CAG) grant to Thomas M. McGough?

Conagra Brands granted EVP & COO Thomas M. McGough 19,532 shares of common stock on July 22, 2026. The award was earned under the fiscal 2024‑2026 long term incentive plan and includes dividend equivalents paid in additional shares.

How many Conagra Brands (CAG) shares were withheld for Thomas M. McGough’s taxes?

To satisfy tax obligations, 5,723 Conagra Brands common shares were withheld from Thomas M. McGough on July 22, 2026. The Form 4 notes this disposition as shares withheld for taxes rather than an open‑market sale.

What tax price was applied to Thomas M. McGough’s withheld CAG shares?

The 5,723 shares withheld for Thomas M. McGough’s taxes were valued at $14.83 per share. This per‑share figure is disclosed as the price for the tax‑withholding disposition on July 22, 2026.

What indirect Conagra Brands (CAG) holdings does Thomas M. McGough report?

Thomas M. McGough reports indirect ownership of 111,303 Conagra Brands shares held by a trust and 400 shares held by his wife. These positions are listed as indirect holdings separate from directly held shares.

Were Thomas M. McGough’s CAG transactions part of a Rule 10b5-1 plan?

The Form 4’s Rule 10b5‑1 checkbox is not marked, indicating the reported transactions were not affirmed as occurring under a pre‑arranged trading plan. They are reported as regular insider transactions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/24/2026 - 02:53 PM EDT Learn about SEC filing dates

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^*

McGough Thomas M

(Last) (First) (Middle)

C/O CONAGRA BRANDS, INC.

222 W. MERCHANDISE MART PLAZA, STE. 1300

(Street)

CHICAGO ILLINOIS 60654

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CONAGRA BRANDS INC. [ CAG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2026

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	07/22/2026		A		19,532(1)	A	$0	269,616.67	D
Common Stock	07/22/2026		F(2)		5,723	D	$14.83	263,893.67	D
Common Stock								111,303	I	By trust
Common Stock								400	I	By wife

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. The shares acquired were earned under the Conagra Brands fiscal year 2024-2026 long term incentive plan and include dividend equivalents paid in additional shares of common stock on the earned amount.

2. Shares withheld for taxes.

	/s/ McLaurin Files, Attorney-in-Fact	07/24/2026
	** 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)