Flowers Foods (NYSE: FLO) CHRO logs award vesting and tax-share disposal

Rhea-AI Filing Summary

FLOWERS FOODS INC Chief Human Resources Officer Cindy Cox reported equity compensation transactions in company common stock. On February 25, 2026, she acquired 12,096 shares at a price of $0.00 per share from the vesting of contingent performance share units granted under the Flowers Foods, Inc. 2014 Omnibus Equity and Incentive Compensation Plan. In a related move the same day, 3,070 shares were disposed of at $9.65 per share to satisfy tax withholding obligations, leaving her with 45,430 shares of common stock held directly after these transactions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Cox Cindy

Role Chief Human Resources Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	12,096	$0.00	--
Tax Withholding	Common Stock	3,070	$9.65	$30K

Holdings After Transaction: Common Stock — 48,500 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Cox Cindy

(Last) (First) (Middle)

1919 FLOWERS CIRCLE

(Street)

THOMASVILLE GA 31757

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLOWERS FOODS INC [ FLO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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
Common Stock	02/25/2026		A		12,096(1)	A	$0	48,500	D
Common Stock	02/25/2026		F		3,070	D	$9.65	45,430	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

Explanation of Responses:

1. Vesting of contingent performance share units granted under the Flowers Foods, Inc. 2014 Omnibus Equity and Incentive Compensation Plan (Amended and Restated Effective May 25, 2023).

	/s/ Stephanie B. Tillman, Agent	02/27/2026
	** 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 FLO officer Cindy Cox report on this Form 4?

Cindy Cox reported a grant-related acquisition and a tax withholding disposition. She acquired 12,096 shares through vesting of performance share units and disposed of 3,070 shares to cover tax obligations, all in FLOWERS FOODS INC common stock.

How many FLO shares did Cindy Cox acquire in the latest Form 4 filing?

She acquired 12,096 shares of FLOWERS FOODS INC common stock. The shares came from vesting of contingent performance share units under the company’s 2014 Omnibus Equity and Incentive Compensation Plan, reflecting equity-based compensation rather than an open-market purchase.

Why were some FLO shares disposed of in Cindy Cox’s Form 4?

3,070 shares of FLOWERS FOODS INC common stock were disposed of to pay tax liabilities. The Form 4 identifies the transaction as a tax-withholding disposition, where shares from an equity award are withheld or delivered to satisfy associated tax obligations.

What is Cindy Cox’s direct ownership in FLO after these Form 4 transactions?

After the reported transactions, Cindy Cox directly holds 45,430 shares of FLOWERS FOODS INC common stock. This balance reflects both the vesting-related acquisition of 12,096 shares and the tax-withholding disposition of 3,070 shares on February 25, 2026.

What compensation plan governed the FLO performance share units that vested for Cindy Cox?

The contingent performance share units vested under the Flowers Foods, Inc. 2014 Omnibus Equity and Incentive Compensation Plan. The plan is noted as amended and restated effective May 25, 2023, and it provides the framework for these equity award transactions.