Kraft Heinz (KHC) director Elio Leoni Sceti receives stock and deferred share awards

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sceti Elio Leoni reported acquisition or exercise transactions in this Form 4 filing.

Kraft Heinz Co director Elio Leoni Sceti reported stock-based awards that increased his holdings. On May 14, 2026, he received 3,218 restricted stock units at $23.31 per share, scheduled to settle in common stock 100% on May 14, 2027. He also received 7,937 deferred shares at $23.31 per share in lieu of a cash retainer, with receipt deferred until the six-month anniversary of his separation from service as a director.

Following these awards, he holds 56,625 shares of Kraft Heinz common stock directly and 40,000 shares indirectly through Elma Investments Ltd, which is wholly owned by Elma Trust, of which he is a beneficiary.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Sceti Elio Leoni

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,937	$23.31	$185K
Grant/Award	Common Stock	3,218	$23.31	$75K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 51,201 shares (Direct, null); Common Stock — 40,000 shares (Indirect, See Footnote)

Footnotes (1)

Subject to the terms and conditions of the applicable award agreement, these restricted stock units are scheduled to settle in common stock 100% on May 14, 2027. Grant of deferred shares pursuant to an election to receive deferred shares in lieu of cash retainer. Receipt of the shares is deferred until the six-month anniversary of Mr. Leoni Sceti's separation from service as a director Includes an additional 2,206 shares acquired through a dividend reinvestment program. Shares owned directly by Elma Investments Ltd., which is wholly owned by Elma Trust. Mr. Leoni Sceti is a beneficiary of Elma Trust.

Key Figures

RSU grant: 3,218 shares at $23.31 Deferred shares grant: 7,937 shares at $23.31 Direct holdings after awards: 56,625 shares +3 more

6 metrics

RSU grant 3,218 shares at $23.31 Restricted stock units granted May 14, 2026

Deferred shares grant 7,937 shares at $23.31 Deferred shares in lieu of cash retainer, May 14, 2026

Direct holdings after awards 56,625 shares Total direct Kraft Heinz common stock after transactions

Indirect holdings 40,000 shares Held by Elma Investments Ltd, wholly owned by Elma Trust

Dividend reinvestment shares 2,206 shares Additional shares acquired via dividend reinvestment program

RSU settlement date May 14, 2027 Scheduled settlement of restricted stock units in common stock

Key Terms

restricted stock units, deferred shares, dividend reinvestment program, cash retainer, +1 more

5 terms

restricted stock units financial

"these restricted stock units are scheduled to settle in common stock 100% on May 14, 2027"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

deferred shares financial

"Grant of deferred shares pursuant to an election to receive deferred shares in lieu of cash retainer"

Deferred shares are a class of stock whose economic benefits or certain shareholder rights are delayed or paid later than ordinary shares—for example, dividends may be paid only after other shareholders receive theirs, or voting or redemption rights may be postponed. For investors, that timing difference matters because deferred shares typically offer lower near-term income and different risk, affecting expected returns, priority in payouts, and the share’s market value; think of them like a delayed paycheck compared with a regular salary.

dividend reinvestment program financial

"Includes an additional 2,206 shares acquired through a dividend reinvestment program"

A dividend reinvestment program lets investors automatically use cash dividends to buy more shares of the same company instead of taking the money as cash. Think of it like an automatic savings plan that turns small payouts into additional ownership, often including fractional shares, which can speed up compound growth and reduce the need for manual buying decisions — a convenience that can boost long-term returns for shareholders.

cash retainer financial

"election to receive deferred shares in lieu of cash retainer"

beneficiary financial

"Mr. Leoni Sceti is a beneficiary of Elma Trust"

Form 4 Insider Transactions: What Each Field Means →

05/18/2026 - 05:58 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^*

Sceti Elio Leoni

(Last)

(First)

(Middle)

C/O THE KRAFT HEINZ COMPANY

ONE PPG PLACE, SUITE 3200

(Street)

PITTSBURGH

PENNSYLVANIA

15222

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/14/2026		A		7,937⁽¹⁾	A	$23.31	51,201	D
Common Stock	05/14/2026		A		3,218⁽²⁾	A	$23.31	56,625⁽³⁾	D
Common Stock								40,000	I	See Footnote⁽⁴⁾

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 stock units are scheduled to settle in common stock 100% on May 14, 2027.

2. Grant of deferred shares pursuant to an election to receive deferred shares in lieu of cash retainer. Receipt of the shares is deferred until the six-month anniversary of Mr. Leoni Sceti's separation from service as a director

3. Includes an additional 2,206 shares acquired through a dividend reinvestment program.

4. Shares owned directly by Elma Investments Ltd., which is wholly owned by Elma Trust. Mr. Leoni Sceti is a beneficiary of Elma Trust.

Remarks:

	/s/ Heidi Miller, by Power of Attorney	05/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Kraft Heinz (KHC) director Elio Leoni Sceti report?

Elio Leoni Sceti reported receiving stock-based awards, not open-market trades. He acquired 3,218 restricted stock units and 7,937 deferred shares of Kraft Heinz common stock as director compensation, both recorded on May 14, 2026, under grant or award transactions.

How many Kraft Heinz (KHC) shares does Elio Leoni Sceti hold after this Form 4?

After these awards, Elio Leoni Sceti holds 56,625 Kraft Heinz shares directly and 40,000 shares indirectly. The indirect holding is through Elma Investments Ltd, which is wholly owned by Elma Trust, where he is a beneficiary, according to the Form 4 footnotes.

What are the terms of Elio Leoni Sceti’s restricted stock units from Kraft Heinz (KHC)?

He received 3,218 restricted stock units at $23.31 per share. Subject to the award agreement, these units are scheduled to settle 100% in Kraft Heinz common stock on May 14, 2027, meaning he will receive shares at that future settlement date.

Why did Elio Leoni Sceti receive deferred shares instead of cash from Kraft Heinz (KHC)?

He elected to receive 7,937 deferred shares in lieu of a cash retainer. These deferred shares are granted as director compensation, with receipt deferred until six months after his separation from service as a director, aligning payment timing with his board tenure ending.

What does the dividend reinvestment footnote in the Kraft Heinz (KHC) Form 4 mean?

One footnote states his holdings include an additional 2,206 shares acquired through a dividend reinvestment program. This indicates some Kraft Heinz dividends were automatically used to purchase more shares, modestly increasing his position over time without separate cash transactions.

How are Elio Leoni Sceti’s indirect Kraft Heinz (KHC) holdings structured?

The Form 4 notes 40,000 shares are owned by Elma Investments Ltd, wholly owned by Elma Trust. Elio Leoni Sceti is a beneficiary of Elma Trust, so these shares are reported as indirectly owned, reflecting his economic interest through the trust structure.