Conagra EVP exercises RSUs, withholds shares for tax

Noelle O’Mara, EVP & President, R & F of Conagra Brands, reported the vesting and settlement of 12,007 Restricted Stock Units on July 17, 2026, receiving the same number of common shares.

Rhea-AI Filing Summary

Noelle O’Mara, EVP & President, R & F of Conagra Brands, reported the vesting and settlement of 12,007 Restricted Stock Units on July 17, 2026, receiving the same number of common shares. 5,320 shares were withheld at $14.28 per share to cover taxes. The RSUs were granted July 17, 2025 and vest in three annual installments; 24,015 RSUs remain outstanding after this tranche.

Insider Trade Summary

12,007 shares exercised/converted

Exercise 3 txns

Insider O'Mara Noelle

Role EVP & President, R & F

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1	12,007	$0.00	$0.00
Exercise	Common Stock F1	12,007	$0.00	$0.00
Tax Withholding	Common Stock F2	5,320	$14.28	$76K

Holdings After Transaction: Restricted Stock Units — 24,015 contracts (Direct); Common Stock — 32,407 shares (Direct)

Footnotes (2)

1. F1. The restricted stock units ("RSUs") were granted on July 17, 2025, and vested 33.33% on July 17, 2026, and will vest 33.3% on July 17, 2027 and 33.34% on July 17, 2028. Each RSU represents the contingent right to receive one share of the Issuer's common stock on the vesting date.
2. F2. Shares withheld for taxes.

Key Figures

RSUs converted to common stock: 12,007 shares Common shares withheld for taxes: 5,320 shares Tax withholding price: $14.28 per share +3 more

6 metrics

RSUs converted to common stock 12,007 shares Restricted Stock Units converted into common stock on July 17, 2026

Common shares withheld for taxes 5,320 shares Shares withheld to satisfy tax obligations related to RSU vesting

Tax withholding price $14.28 per share Per-share price used for tax withholding on 5,320 common shares

RSUs remaining after transaction 24,015 units Restricted Stock Units outstanding following the July 17, 2026 vesting event

RSU grant date July 17, 2025 Grant date of the RSUs that vest in three annual installments

First vesting tranche 33.33% Portion of the RSU grant that vested on July 17, 2026

Key Terms

Restricted Stock Units, vesting date, contingent right, Shares withheld for taxes

4 terms

Restricted Stock Units financial

"The restricted stock units ("RSUs") were granted on July 17, 2025"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

vesting date financial

"Each RSU represents the contingent right to receive one share on the vesting date."

contingent right financial

"Each RSU represents the contingent right to receive one share on the vesting date."

Shares withheld for taxes financial

"Shares withheld for taxes."

FAQ

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

What insider transaction did Conagra Brands (CAG) report for Noelle O’Mara?

Conagra reported that Noelle O’Mara settled 12,007 RSUs into common stock on July 17, 2026, with a portion of the resulting shares withheld to cover taxes and the remainder added to her direct holdings.

How many Conagra Brands (CAG) RSUs did Noelle O’Mara vest on July 17, 2026?

Noelle O’Mara vested and converted 12,007 Restricted Stock Units into an equal number of Conagra common shares. These RSUs are part of a larger grant that vests in three annual installments starting July 17, 2026.

How many Conagra Brands (CAG) shares were withheld for taxes and at what price?

To satisfy tax obligations, 5,320 Conagra common shares were withheld for taxes at a price of $14.28 per share. This tax-withholding transaction is coded as a disposition under transaction code F.

How many Conagra Brands (CAG) RSUs remain for Noelle O’Mara after this vesting?

After this vesting event, Noelle O’Mara has 24,015 Restricted Stock Units remaining. These RSUs are scheduled to vest in additional tranches on July 17, 2027 and July 17, 2028, subject to the award terms.

When were the RSUs in this Conagra Brands (CAG) Form 4 granted and how do they vest?

The RSUs were granted on July 17, 2025. They vest 33.33% on July 17, 2026, 33.3% on July 17, 2027, and 33.34% on July 17, 2028, with each RSU delivering one share on its vesting date.

Were Noelle O’Mara’s Conagra Brands (CAG) transactions under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not selected, indicating these transactions were not affirmed as being executed under a Rule 10b5-1 or similar pre-arranged trading plan.

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

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Accepted by SEC EDGAR 07/21/2026 - 06:07 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^*

O'Mara Noelle

(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 & President, R & F

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026

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	07/17/2026		M		12,007(1)	A	$0	37,727	D
Common Stock	07/17/2026		F(2)		5,320	D	$14.28	32,407	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
Restricted Stock Units	(1)	07/17/2026		M			12,007(1)	(1)	(1)	Common Stock	12,007	$0	24,015	D

Explanation of Responses:

1. The restricted stock units ("RSUs") were granted on July 17, 2025, and vested 33.33% on July 17, 2026, and will vest 33.3% on July 17, 2027 and 33.34% on July 17, 2028. Each RSU represents the contingent right to receive one share of the Issuer's common stock on the vesting date.

2. Shares withheld for taxes.

	/s/ McLaurin Files, Attorney-in-Fact	07/21/2026
	** 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)