Luca Zaramella receives Mondelez (MDLZ) stock awards and options grants

Rhea-AI Filing Summary

Mondelez International executive Luca Zaramella reported multiple equity awards and a tax share withholding on February 11, 2026. He received 58,528 shares of Class A common stock upon vesting of performance share units under a company incentive plan, and 23,527 shares were withheld at $61.47 per share to cover related tax obligations.

Zaramella was also granted 37,920 deferred stock units under the 2024 Performance Incentive Plan, vesting in three installments of 33%, 33% and 34% on February 11, 2027, 2028 and 2029. In addition, he received 227,580 stock options with a $61.47 exercise price, vesting on the same schedule and expiring on February 11, 2036. Following these transactions, he directly owned 400,138 shares of Class A common stock and 227,580 options.

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

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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^*

Zaramella Luca

(Last) (First) (Middle)

MONDELEZ INTERNATIONAL, INC.

905 WEST FULTON MARKET, SUITE 200

(Street)

CHICAGO IL 60607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Mondelez International, Inc. [ MDLZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, COO and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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
Class A Common Stock	02/11/2026		A		58,528(1)	A	$0	385,745	D
Class A Common Stock	02/11/2026		F		23,527(2)	D	$61.47	362,218	D
Class A Common Stock	02/11/2026		A		37,920(3)	A	$0	400,138	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
Stock Options (right to buy)	$61.47	02/11/2026		A		227,580		(4)	02/11/2036	Class A Common Stock	227,580	$0	227,580	D

Explanation of Responses:

1. Shares of common stock received upon vesting of performance share units granted under the Issuer's Amended and Restated 2005 Performance Incentive Plan.

2. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of performance share units under the Issuer's Amended and Restated 2005 Performance Incentive Plan.

3. Deferred stock units granted under the Issuer's 2024 Performance Incentive Plan. Deferred stock units vest in three annual installments as follows: 33% on February 11, 2027; 33% on February 11, 2028, and 34% on February 11, 2029.

4. Options vest in three annual installments as follows: 33% on February 11, 2027; 33% on February 11, 2028, and 34% on February 11, 2029.

Remarks:

Exhibit 24.1 Power of Attorney

	/s/ Jamie E. East, by Power of Attorney,	02/13/2026
	** 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 Luca Zaramella report at Mondelez (MDLZ)?

Luca Zaramella reported equity awards and a tax share withholding. He received 58,528 Class A shares from performance share units, 37,920 deferred stock units, 227,580 stock options, and had 23,527 shares withheld to cover tax obligations tied to vesting.

How many Mondelez (MDLZ) stock options were granted to Luca Zaramella?

He was granted 227,580 stock options with a $61.47 exercise price. These options relate to Class A common stock, vest in three annual tranches beginning February 11, 2027, and expire on February 11, 2036 if not exercised earlier.

What are the vesting terms for Luca Zaramella’s deferred stock units at Mondelez (MDLZ)?

The 37,920 deferred stock units vest in three installments under the 2024 Performance Incentive Plan. Vesting occurs 33% on February 11, 2027, 33% on February 11, 2028, and 34% on February 11, 2029, subject to plan conditions.

Why were Mondelez (MDLZ) shares withheld in Luca Zaramella’s Form 4?

23,527 Class A shares were withheld to satisfy tax withholding obligations. This withholding was connected to the vesting of performance share units granted under the Amended and Restated 2005 Performance Incentive Plan, rather than an open-market sale.

How many Mondelez (MDLZ) shares does Luca Zaramella own after these transactions?

After the reported transactions, he directly owned 400,138 shares of Class A common stock. He also held 227,580 stock options tied to Class A shares, reflecting his updated direct equity position as disclosed.