Kraft Heinz Co (KHC) senior officer granted stock awards, shares withheld for taxes

Q: What performance outcome is tied to Janelle Aydin’s KHC performance share units?

The Form 4 notes that performance share units granted March 1, 2023 were earned at 61.47% of target. The performance period has been completed and achievement certified, and these units vest and settle in stock under the applicable award agreement’s terms and conditions.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kraft Heinz Co Chief Procuring and Sustainability Officer Janelle Marie Aydin reported multiple equity awards in common stock. On March 1, 2026, she acquired 39,102, 9,603, 2,881 and 10,786 shares through grants and awards, with 4,602 shares withheld to cover tax obligations.

Footnotes state some awards are restricted stock units scheduled to vest or settle between March 1, 2028 and March 1, 2030, including performance share units earned at 61.47% of target and shares from a dividend reinvestment and Bonus Investment Plan.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Aydin Janelle Marie

Role Chief Procur & Sust Ofcr

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	39,102	$0.00	--
Grant/Award	Common Stock	9,603	$0.00	--
Grant/Award	Common Stock	2,881	$24.61	$71K
Grant/Award	Common Stock	10,786	$0.00	--
Tax Withholding	Common Stock	4,602	$24.61	$113K

Holdings After Transaction: Common Stock — 105,867 shares (Direct)

Footnotes (1)

Subject to the terms and conditions of the applicable award agreement, these restricted stocks units are scheduled to settle in common stock 75% on March 1, 2029 and 25% on March 1, 2030. Includes an additional 1,843 shares acquired through a dividend reinvestment program. Subject to terms and conditions of the applicable award agreement, these restricted stock units awarded pursuant to the Issuer's Bonus Investment Plan are scheduled to vest 50% on March 1, 2028 and 50% on March 1, 2029. Common stock issued pursuant to the Compensation Committee approved Issuer's Bonus Investment Plan. Represents number of shares earned under performance share units granted on March 1, 2023, for which the performance period has been completed and achievement certified at 61.47%, and which vest and settle in stock, subject to the terms and conditions of the applicable award agreement. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of performance share units and restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 08:05 PM

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^*

Aydin Janelle Marie

(Last)

(First)

(Middle)

C/O THE KRAFT HEINZ COMPANY

ONE PPG PLACE, SUITE 3200

(Street)

PITTSBURGH

15222

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [ KHC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Procur & Sust Ofcr

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/01/2026		A		39,102⁽¹⁾	A	$0	105,867⁽²⁾	D
Common Stock	03/01/2026		A		9,603⁽³⁾	A	$0	115,470	D
Common Stock	03/01/2026		A		2,881⁽⁴⁾	A	$24.61	118,351	D
Common Stock	03/01/2026		A		10,786⁽⁵⁾	A	$0	129,137	D
Common Stock	03/01/2026		F		4,602⁽⁶⁾	D	$24.61	124,535	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Subject to the terms and conditions of the applicable award agreement, these restricted stocks units are scheduled to settle in common stock 75% on March 1, 2029 and 25% on March 1, 2030.

2. Includes an additional 1,843 shares acquired through a dividend reinvestment program.

3. Subject to terms and conditions of the applicable award agreement, these restricted stock units awarded pursuant to the Issuer's Bonus Investment Plan are scheduled to vest 50% on March 1, 2028 and 50% on March 1, 2029.

4. Common stock issued pursuant to the Compensation Committee approved Issuer's Bonus Investment Plan.

5. Represents number of shares earned under performance share units granted on March 1, 2023, for which the performance period has been completed and achievement certified at 61.47%, and which vest and settle in stock, subject to the terms and conditions of the applicable award agreement.

6. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of performance share units and restricted stock units.

Remarks:

	/s/ Heidi Miller, by Power of Attorney	03/03/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did KHC officer Janelle Aydin report?

Janelle Marie Aydin reported equity awards in Kraft Heinz common stock. On March 1, 2026, she received several stock grants totaling tens of thousands of shares and had 4,602 shares withheld to satisfy tax obligations tied to vesting performance and restricted stock units.

How many Kraft Heinz (KHC) shares were granted to Janelle Aydin?

Kraft Heinz granted Janelle Aydin separate awards of 39,102, 9,603, 2,881 and 10,786 common shares. These reflect a mix of restricted stock units, performance share units, and Bonus Investment Plan issuances, all subject to terms in their respective award agreements and plans.

Why were 4,602 KHC shares disposed of in this Form 4 filing?

The 4,602 Kraft Heinz shares were withheld to cover tax obligations. The filing explains this disposition relates to tax withholding on the vesting of performance share units and restricted stock units, rather than an open-market sale by the officer for discretionary portfolio reasons.

When will Janelle Aydin’s Kraft Heinz restricted stock units vest or settle?

Some restricted stock units are scheduled to settle 75% on March 1, 2029 and 25% on March 1, 2030. Another award under the Bonus Investment Plan is scheduled to vest 50% on March 1, 2028 and 50% on March 1, 2029, subject to award terms.

Did Janelle Aydin acquire any Kraft Heinz shares through dividend reinvestment?

Yes. The filing discloses that her holdings include an additional 1,843 Kraft Heinz common shares acquired through a dividend reinvestment program. This program automatically reinvests cash dividends into more shares, gradually increasing the reported share balance over time.