STOCK TITAN

POST (POST) Form 4: Director Defers Retainer into Stock Equivalents Worth $113.15 Each

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

Rhea-AI Filing Summary

Director Dorothy M. Burwell reported a non-derivative grant under Post Holdings, Inc.'s deferred compensation plan for non-management directors. On 08/29/2025 she was credited with 98.196 stock equivalents (reported at $113.15 per unit) which result in 7,509.4 beneficially owned shares following the transaction. The filing states these retainers are deferred into stock equivalents as soon as administratively practicable and that such equivalents have no fixed exercise or expiration dates. The stock equivalents are payable in cash on a one-for-one basis upon separation from the Board.

Positive

  • Director compensation deferred into stock equivalents which aligns director interests with shareholder outcomes
  • Clear cash-settlement provision on separation reduces potential long-term dilution risk

Negative

  • None.

Insights

TL;DR: Routine director retainer deferral into stock equivalents; no immediate cash flow impact on the company.

This Form 4 discloses a typical deferral of director compensation into stock equivalents rather than a purchase or sale of market shares. The reported 98.196 stock equivalents at a unit value of $113.15 equate to the stated 7,509.4 beneficially owned shares after the crediting. For investors this is largely administrative: it aligns director compensation with equity performance but does not indicate dilution, a cash transaction, or a change in control. The filing contains no exercise/expiration dates and expressly provides for cash settlement upon board departure.

TL;DR: Governance practice consistent with typical deferred-compensation for non-management directors; promotes alignment without immediate stock issuance.

The disclosure describes a standard deferred compensation mechanism where director retainers are converted to stock equivalents under the issuer's plan. The absence of exercisable or expiration dates and the one-for-one cash settlement on separation reduce long-term equity dilution risk. This is a routine governance record and does not reflect a change in board composition or an unusual related-party transaction. Documentation appears complete for Section 16 reporting purposes.

Insider BURWELL DOROTHY M
Role Director
Type Security Shares Price Value
Grant/Award Post Holdings, Inc. Stock Equivalents 98.196 $113.15 $11K
Holdings After Transaction: Post Holdings, Inc. Stock Equivalents — 7,509.4 shares (Direct)
Footnotes (1)
  1. Reporting Person's retainers earned as a Director of Issuer are deferred into Post Holdings, Inc. stock equivalents under the Issuer's Deferred Compensation Plan for Non-Management Directors. Reporting Person is credited with stock equivalents as soon as administratively practicable following the month in which such retainer is earned. The value of these stock equivalents is distributed (on a one-for-one basis) in the form of cash upon separation from the Board of Directors. The stock equivalents have no fixed exercisable or expiration dates.
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*
BURWELL DOROTHY M

(Last) (First) (Middle)
C/O POST HOLDINGS, INC.
2503 S. HANLEY ROAD

(Street)
ST. LOUIS MO 63144

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Post Holdings, Inc. [ POST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
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
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
Post Holdings, Inc. Stock Equivalents (1) 08/29/2025 A 98.196 (2) (2) Common Stock 98.196 $113.15 7,509.4 D
Explanation of Responses:
1. Reporting Person's retainers earned as a Director of Issuer are deferred into Post Holdings, Inc. stock equivalents under the Issuer's Deferred Compensation Plan for Non-Management Directors. Reporting Person is credited with stock equivalents as soon as administratively practicable following the month in which such retainer is earned. The value of these stock equivalents is distributed (on a one-for-one basis) in the form of cash upon separation from the Board of Directors.
2. The stock equivalents have no fixed exercisable or expiration dates.
Remarks:
/s/ Diedre J. Gray, Attorney-in-Fact 09/03/2025
** 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.
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