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Campbell's (CPB) Form 4 — 2,654.46 Phantom Units Reported by Director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Keith R. McLoughlin, a director of Campbell's Co (CPB), reported a transaction dated 09/25/2025 disclosing the acquisition of 2,654.46 units of Phantom Stock, each economically equivalent to one share of common stock. The Phantom Stock is fully vested and payable in cash from the Company’s Supplemental Retirement Plan upon the reporting person's retirement, resignation, or termination. The filing shows 2,654.46 underlying common shares at a $0 price and a total of 57,956.95 shares beneficially owned after the transaction, which includes 659.97 shares acquired through dividend reinvestment since the last report.

Positive

  • Phantom Stock is fully vested, clarifying immediate economic entitlement under the Supplemental Retirement Plan
  • Beneficial ownership increased by 2,654.46 economic-equivalent shares, now totaling 57,956.95 shares

Negative

  • None.

Insights

TL;DR Routine insider compensation disclosure: vested phantom shares converted to economic ownership, increasing reported beneficial holdings modestly.

The Form 4 documents a non-derivative economic grant in the form of Phantom Stock that is fully vested and payable in cash under the Supplemental Retirement Plan. This is a disclosure of compensation-related ownership rather than an open-market purchase or sale. The report increases the director's reported beneficial ownership to 57,956.95 shares, reflecting prior dividend reinvestment of 659.97 shares. For governance, the filing is standard and consistent with deferred compensation practices; it does not indicate immediate market trading or a change in voting control.

TL;DR Vested Phantom Stock recorded as economic equivalent of shares; payout is cash-based and tied to retirement or termination.

The entry shows 2,654.46 phantom units granted/acquired and treated as equivalent to common shares for reporting purposes. Because the Phantom Stock is payable in cash upon qualifying events, the economic exposure differs from direct share ownership, but the disclosure increases reported beneficial ownership metrics. No exercise price applies and the derivative listing shows a $0 price with cash settlement terms. This is a routine compensation accounting event documented on Form 4.

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*
McLoughlin Keith R

(Last) (First) (Middle)
ONE 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025
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
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
Phantom Stock (1) 09/25/2025 A 2,654.46 (2) (3) Common Stock 2,654.46 $0 57,956.95(4) D
Explanation of Responses:
1. Each share of Phantom Stock is the economic equivalent of one share of issuer common stock.
2. Phantom shares are fully vested.
3. The value of Phantom Stock is payable in cash from the Company's Supplemental Retirement Plan upon reporting person's retirement, resignation or termination.
4. Includes 659.97 shares acquired through dividend reinvestment since the reporting person's last report.
Remarks:
Marci K. Donnelly, Attorney-in-Fact 09/26/2025
** 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 did Keith R. McLoughlin report on Form 4 for CPB?

He reported acquiring 2,654.46 units of Phantom Stock on 09/25/2025, equivalent to 2,654.46 common shares, increasing his beneficial ownership to 57,956.95 shares.

Are the Phantom Stock units vested and how are they paid?

Yes, the Phantom Stock units are stated as fully vested and their value is payable in cash from the Company’s Supplemental Retirement Plan upon retirement, resignation, or termination.

Was there any cash paid or exercise price reported for the transaction?

The Form 4 shows an underlying $0 price for the derivative listing and no cash purchase price; the Phantom Stock is cash-settled upon qualifying events.

How many shares were acquired through dividend reinvestment since the last report?

The filing discloses that 659.97 shares were acquired through dividend reinvestment since the reporting person's last report.

Who signed the Form 4 and when was it filed?

The form bears a signature by Marci K. Donnelly, Attorney-in-Fact dated 09/26/2025 and indicates it was filed by one reporting person.
The Campbell's Company

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8.60B
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Packaged Foods
Food and Kindred Products
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United States
CAMDEN