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Campbell's (CPB) Insider Report: 99,094 Shares Held After PRSU Vesting

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Diane Johnson May, EVP and Chief People & Culture Officer of Campbell's Co (CPB), reported multiple equity transactions on 09/30/2025 and 10/01/2025. She sold 7,739 shares at $30.87 and received 6,535 shares upon vesting of performance-restricted share units tied to three-year total shareholder return and adjusted EPS growth. On 10/01/2025 an additional 23,551 shares were reported as acquired, bringing her total beneficial ownership to 99,094 shares.

The report shows the post-transaction ownership is held directly and indirectly through the Diane Johnson May Revocable Trust. The acquisitions at $0 reflect vesting of performance-restricted units rather than open-market purchases. The Form 4 was signed by an attorney-in-fact on 10/02/2025.

Positive

  • Acquired 30,086 shares via vesting of performance-restricted share units, increasing ownership to 99,094 shares
  • Vesting tied to multi-year performance metrics (total shareholder return and adjusted EPS CAGR) indicates alignment with shareholder outcomes

Negative

  • Sold 7,739 shares at $30.87 on 09/30/2025, a reduction in direct holdings
  • Some ownership held indirectly through the Diane Johnson May Revocable Trust, which changes direct control visibility

Insights

Insider exercised and vested performance awards, modest open-market sale reported.

The filing shows a sale of 7,739 shares at $30.87 on 09/30/2025 and vesting-based acquisitions of 6,535 and 23,551 shares on 09/30/2025 and 10/01/2025, respectively.

Because the acquisitions were recorded at $0, they represent shares earned from performance-restricted share units tied to a three-year performance period, not cash purchases; this increases reported beneficial ownership to 99,094 shares and includes indirect ownership via a revocable trust.

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).
1. Name and Address of Reporting Person*
Johnson May Diane

(Last) (First) (Middle)
1 CAMPBELL PLACE

(Street)
CAMDEN NJ 08103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CAMPBELL'S Co [ CPB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief People&Culture Ofcr
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 09/30/2025 F 7,739 D $30.87 69,008 D
Common Stock 09/30/2025 A 6,535(1) A $0 75,543 D
Common Stock 10/01/2025 A 23,551 A $0 99,094 D
Common Stock 10 I Diane Johnson May Revocable Trust
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 (i) shares earned upon vesting of performance-restricted share units based on total shareholder return over a three-year performance period; and (ii) shares earned upon vesting of performance-restricted share units based on adjusted EPS compound annual growth rate over a three-year performance period.
Remarks:
Marci K. Donnelly, Attorney-in-Fact 10/02/2025
** 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.

FAQ

What transactions did Diane Johnson May report on the Form 4 for CPB?

She reported a sale of 7,739 shares at $30.87 on 09/30/2025 and acquisitions of 6,535 and 23,551 shares (vested PRSUs) on 09/30/2025 and 10/01/2025.

Why are some acquired shares shown with a price of $0 on the Form 4?

Shares at $0 reflect vesting of performance-restricted share units earned over a three-year performance period, not open-market purchases.

What is Diane Johnson May’s reported total beneficial ownership after these transactions?

The Form 4 reports total beneficial ownership of 99,094 shares following the reported transactions.

Does the filing indicate indirect ownership and how?

Yes. The filing lists ownership as direct and indirect with indirect holdings attributable to the Diane Johnson May Revocable Trust.

When was the Form 4 signed and filed?

The signature by the attorney-in-fact is dated 10/02/2025 as shown on the Form 4.
The Campbell's Company

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