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KHC Form 4: Executive Chair Patricio Miguel Receives 37,133 RSUs

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

Rhea-AI Filing Summary

Patricio Miguel, Executive Chair and Director of The Kraft Heinz Company (KHC), reported transactions on Form 4 dated 09/03/2025. He was granted 37,133 restricted stock units (RSUs) that will settle 100% in common stock at the earlier of the 2026 annual meeting or May 31, 2026. After the reported grant and other holdings, Mr. Patricio beneficially owns 165,109 shares directly and additional indirect holdings: 558,488 shares held by a grantor retained annuity trust and 811,817 shares held by a revocable trust of which he and his spouse are co-trustees. The filing notes 1,760 shares were acquired via dividend reinvestment.

Positive

  • Grant of 37,133 RSUs aligns executive compensation with shareholder outcomes through future settlement in common stock
  • Full disclosure of indirect holdings including grantor retained annuity trust and revocable trust improves transparency
  • Dividend reinvestment added 1,760 shares indicating ongoing share accumulation

Negative

  • None.

Insights

TL;DR: Routine executive equity grant increases vested alignment with shareholders but has limited immediate market impact.

The filing documents a time-based equity award of 37,133 RSUs that vest/settle by May 31, 2026 or at the 2026 annual meeting, tying executive compensation to future share performance. The reporting person maintains substantial indirect holdings through trusts totalling 1,370,305 shares, which suggests long-term alignment but does not indicate any immediate change in control or market-moving disposition. This disclosure is typical for senior executives and appears primarily compensatory.

TL;DR: Governance norms followed with timely reporting and disclosure of trust arrangements and dividend reinvestment.

The Form 4 clearly identifies the reporting person as Executive Chair and Director and discloses both direct and indirect ownership, including the nature of indirect ownership (grantor retained annuity trust and revocable trust). The RSU settlement schedule is specified in the explanation. From a governance perspective, the filing meets disclosure expectations and clarifies beneficiary and trustee roles for indirect holdings.

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*
Patricio Miguel

(Last) (First) (Middle)
THE KRAFT HEINZ COMPANY
ONE PPG PLACE, SUITE 3200

(Street)
PITTSBURGH PA 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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chair
3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025
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
Common Stock 09/03/2025 A 37,133(1) A $0 165,109(2) D
Common Stock 558,488 I By grantor retained annuity trust
Common Stock 811,817 I By trust(3)
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. Subject to the terms and conditions of the applicable award agreement, these restricted stocks units are scheduled to settle in common stock 100% the earlier of (i) the 2026 Annual Meeting of Stockholders or (ii) May 31, 2026.
2. Includes an additional 1,760 shares acquired through a dividend reinvestment program.
3. Shares held by revocable trust, of which Mr. Patricio and his spouse are co-trustees and Mr. Patricio, his spouse, and his children are beneficiaries.
Remarks:
/s/ Heidi Miller, by Power of Attorney 09/05/2025
** 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 Patricio Miguel report on the KHC Form 4?

He reported a grant of 37,133 restricted stock units on 09/03/2025 and disclosed direct and indirect beneficial ownership totals.

When will the 37,133 RSUs settle into KHC common stock?

The RSUs are scheduled to settle 100% in common stock at the earlier of the 2026 Annual Meeting or May 31, 2026.

How many KHC shares does Patricio Miguel beneficially own after the transaction?

The filing shows 165,109 shares beneficially owned following the reported transaction, plus indirect holdings of 558,488 and 811,817 shares.

What trusts hold Mr. Patricio's indirect KHC shares?

Indirect holdings include shares held by a grantor retained annuity trust and shares held by a revocable trust where he and his spouse are co-trustees and family are beneficiaries.

Were any shares acquired through dividend reinvestment reported?

Yes, the filing states an additional 1,760 shares were acquired through a dividend reinvestment program.
Kraft Heinz Co

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PITTSBURGH