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FDP (FDP) CEO adds Ordinary Shares through RSU and PSU conversions

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

Rhea-AI Filing Summary

Fresh Del Monte Produce Chairman and CEO Mohammad Abu-Ghazaleh reported equity award activity, mainly from the vesting and conversion of stock-based incentives on March 3, 2026. He acquired 1,776.5380 Dividend Equivalent Units, which track dividends and can convert into Ordinary Shares under the same terms as related RSUs and PSUs.

He also exercised or converted 23,651 Restricted Stock Units and 25,661 Performance Stock Units into Ordinary Shares at a stated price of $0.0000 per share, increasing his directly held Ordinary Shares to 5,083,729. Footnotes state RSUs and PSUs generally convert on a one-for-one basis and vest in three equal annual installments.

Certain PSU awards exceeded performance criteria, with one tranche earned at 105.5% of target and another at 108%, which increased the number of PSUs and related DEUs. Following these transactions, he continued to hold significant balances of unvested RSUs and PSUs scheduled to vest through 2029.

Positive

  • None.

Negative

  • None.
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*
ABU GHAZALEH MOHAMMAD

(Last) (First) (Middle)
C/O FRESH DEL MONTE PRODUCE INC.
241 SEVILLA AVENUE

(Street)
CORAL GABLES FL 33134

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FRESH DEL MONTE PRODUCE INC [ FDP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026
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
Ordinary Shares 03/03/2026 M 23,651 A $0 5,056,292 D
Ordinary Shares 03/03/2026 M 25,661 A $0 5,081,953 D
Ordinary Shares 03/03/2026 M 1,776(1) A $0 5,083,729 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
Dividend Equivalent Units (2) 03/03/2026 M 1,776.538(1) (2) (2) Ordinary Shares 1,776.538 $0 7,859.2545(3) D
Restricted Stock Unit (4) 03/03/2026 M 23,651 (5) (5) Ordinary Shares 23,651 $0 47,310 D
Restricted Stock Units (4) (6) (6) Ordinary Shares 55,788 55,788 D
Performance Stock Units (7) (8) (8) Ordinary Shares 57,721 57,721 D
Performance Stock Units (7) 03/03/2026 M 25,661 (9) (9) Ordinary Shares 25,661 $0 51,331 D
Performance Stock Units (7) (10) (10) Ordinary Shares 55,788 55,788 D
Explanation of Responses:
1. A fractional share of Dividend Equivalent Units ("DEUs") on the Restricted Stock Units ("RSUs") and Performance Stock Units ("PSUs") vesting was paid in cash.
2. Each DEU represents a contingent right to receive one Ordinary Share of FDP. DEUs are subject to the same restrictions and vesting and/or performance criteria based on the underlying RSUs and/or PSUs to which they relate.
3. Includes 217.2764 DEUs were acquired as an increase in the number of PSUs due to exceeding performance criteria at 108%.
4. The RSUs convert to Ordinary Shares on a one-for-one basis.
5. The RSUs were awarded on 3/3/2025 and will vest in three equal installments over three years. The remaining vestings will occur on 3/3/2027 and 3/3/2028.
6. The RSUs were awarded on 3/2/2026 and vest in three equal installments over three years. The vestings will occur on each 3/2/2027, 3/2/2028 and 3/2/2029.
7. The PSUs convert to Ordinary Shares on a one-to-one basis.
8. The PSUs were awarded on 3/1/2024 subject to meeting the minimum performance criteria which was met at 105.5%. The PSUs vest in three equal annual installments. The remaining vesting will occur on 3/1/2027.
9. The PSUs were awarded on 3/3/2025 subject to meeting minimum performance criteria which was met at 108%. The PSUs vest in equal annual installments. The remaining vestings will occur on 3/3/2027 and 3/3/2028.
10. The PSUs were awarded on 3/2/2026 and are earned subject to meeting minimum performance criteria. Once earned, the PSUs vest in three equal annual installments on each of 3/2/2027, 3/2/2028 and 3/2/2029.
Remarks:
/s/ Effie D. Silva, Attorney-in-Fact for Mohammad Abu-Ghazaleh 03/05/2026
** 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.

FAQ

What insider transactions did FDP Chairman and CEO Mohammad Abu-Ghazaleh report?

Mohammad Abu-Ghazaleh reported equity award activity from stock-based incentives, not open-market trades. He exercised or converted Restricted Stock Units, Performance Stock Units, and Dividend Equivalent Units into Ordinary Shares, reflecting vesting of prior grants and related performance adjustments under the company’s long-term incentive programs.

How many Ordinary Shares did the FDP CEO hold after these Form 4 transactions?

After these transactions, the CEO directly held 5,083,729 Ordinary Shares. This total reflects shares received from the conversion of 23,651 Restricted Stock Units, 25,661 Performance Stock Units, and 1,776 Ordinary Shares tied to Dividend Equivalent Units, all reported as derivative exercises or conversions.

What are Dividend Equivalent Units (DEUs) in the FDP Form 4 filing?

Dividend Equivalent Units represent a contingent right to receive one Ordinary Share of FDP for each unit. They mirror the restrictions, vesting schedule, and performance criteria of the underlying Restricted Stock Units or Performance Stock Units to which they relate, and a small fractional DEU amount was instead paid in cash.

How did performance criteria affect FDP Performance Stock Units for the CEO?

Some Performance Stock Units exceeded minimum performance criteria, increasing the number earned. One award was earned at 105.5% of target and another at 108%, which increased the number of PSUs and related Dividend Equivalent Units reported, with remaining vesting installments scheduled through 2027 and 2028.

What are the vesting schedules for the FDP CEO’s RSUs and PSUs?

Restricted Stock Units and Performance Stock Units generally vest in three equal annual installments. Different grants vest on dates including March 2 or March 3 of 2027, 2028, and 2029, with some PSU awards also dependent on meeting specified minimum performance criteria before vesting occurs.

Did the FDP CEO buy or sell shares on the open market in this Form 4?

The Form 4 reports derivative exercises and conversions at a stated price of $0.0000 per share, not open-market purchases or sales. Activity stems from vesting and conversion of Restricted Stock Units, Performance Stock Units, and Dividend Equivalent Units granted under the company’s equity compensation arrangements.
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