[Form 4] Lamb Weston Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filed 07/28/2025 for Lamb Weston (LW) discloses equity grants to Michael C. Crowley, President – North America.

• RSUs: 6,243 restricted stock units awarded 07/25/2025 at no cost; vest 33 % / 33 % / 34 % on 8/4/26, 8/3/27 and 8/1/28, or earlier upon certain events.
• Stock options: 13,109 options granted the same day with a $60.86 exercise price; become 100 % exercisable 8/1/2028 and expire 7/25/2032.
• Following the transactions Crowley directly owns 11,959 common shares and 13,109 options.

The filing represents routine, compensation-related insider awards rather than open-market buying or selling. Dilution impact is immaterial and no financial performance information is provided.

Positive

• Enhanced alignment of executive incentives with shareholders through multi-year RSU and option grants.

Negative

• Potential, though immaterial dilution from issuance of 19,352 new equity instruments.

Insights

Securities Analyst

TL;DR: Routine comp grant; negligible dilution; neutral signal.

The RSU and option awards align the executive’s incentives with shareholders but do not involve cash purchases, so they carry limited informational value for near-term price direction. The 11.1 k options strike at $60.86—about where LW has recently traded—so upside participation begins immediately above that level. Aggregate share count impact is <1 % and already contemplated in the company’s equity-compensation plan, keeping dilution immaterial. Overall market impact: neutral.

Corporate Governance Expert

TL;DR: Standard equity grant, aligns interests; governance intact.

The three-year vesting on RSUs and delayed option vesting to 2028 encourage retention and long-term value creation. Grant size appears consistent with peer norms for a divisional president. No red flags such as repricing or accelerated vesting on resignation. Filing timeliness meets Section 16 requirements. I view governance impact as routine and non-controversial.

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).

1. Name and Address of Reporting Person^*

Crowley Michael Christopher

(Last) (First) (Middle)

599 S. RIVERSHORE LANE

(Street)

EAGLE ID 83616

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lamb Weston Holdings, Inc. [ LW ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, North America

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

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	07/25/2025		A		6,243(1)	A	$0	11,958.8	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
Employee Stock Option (Right to Buy)	$60.86	07/25/2025		A		13,109		(2)	07/25/2032	Common Stock	13,109	$0	13,109	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") that vest 33%, 33% and 34% on August 4, 2026, August 3, 2027 and August 1, 2028, respectively, or earlier upon certain events. Each RSU represents a contingent right to receive one share of Lamb Weston Holdings, Inc. common stock upon settlement.

2. The stock options will become 100% exercisable on August 1, 2028.

	/s/ Eryk J. Spytek by Power of Attorney from Michael C. Crowley	07/28/2025
	** 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

How many Lamb Weston (LW) shares did Michael Crowley acquire?

He received 6,243 RSUs, each convertible into one LW common share upon vesting.

What is the exercise price of the newly granted LW stock options?

The $60.86 strike price matches the grant-date fair market value.

When do the RSUs granted on 07/25/2025 vest?

They vest 33 % on 8/4/2026, 33 % on 8/3/2027 and 34 % on 8/1/2028, or earlier upon certain events.

How many LW shares does Crowley own after the transaction?

His direct ownership increases to 11,959 common shares plus 13,109 options.

Are these transactions open-market purchases or compensation awards?

They are equity-compensation grants, not open-market purchases or sales.