Pilgrim's Pride (PPC) CFO sells shares to cover taxes as RSUs vest

Rhea-AI Filing Summary

Pilgrim's Pride Chief Financial Officer Matthew R. Galvanoni reported several equity compensation-related transactions in company stock. On February 18, 2026, he sold 6,963 shares of common stock at $43.518 per share to satisfy tax withholding obligations, leaving him with 91,397 directly owned shares.

On February 11, 2026, he earned 15,694 performance-based restricted stock units that vest in three equal installments on 12/31/2026, 12/31/2027, and 12/31/2028, with each unit representing one share of common stock. Related dividend equivalent units accrued and were exercised or converted on February 11 and February 17, 2026, resulting in additional common shares under the same vesting and settlement terms as the underlying RSUs.

Insights

Equity compensation analyst

Activity reflects routine equity awards and tax withholding, not a strategic share sale.

The CFO of Pilgrim's Pride reported a mix of equity transactions centered on performance-based restricted stock units and related dividend equivalent units. The key economic event is the grant of 15,694 performance-based RSUs that vest annually from 2026 through 2028, each delivering one share upon vesting.

The single open-market sale of 6,963 shares at $43.518 per share was explicitly to cover tax withholding tied to vesting, according to the footnotes. This indicates the sale was a mechanical step in administering compensation rather than a discretionary reduction in exposure.

Additional derivative exercises/conversions of dividend equivalent units on February 11 and 17, 2026 increased common share holdings in line with plan terms. Overall, the transactions appear routine for senior executive compensation and, on their own, are unlikely to materially alter an informed investor’s view of the company.

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
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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^*

Galvanoni Matthew R

(Last) (First) (Middle)

1770 PROMONTORY CIRCLE

(Street)

GREELEY CO 80634

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PILGRIMS PRIDE CORP [ PPC ]

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

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

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
Common Stock, par value $0.01 per share	02/11/2026		A		15,694	A	(1)	94,751	D
Common Stock, par value $0.01 per share	02/17/2026		M		1,637(2)	A	(2)	96,388	D
Common Stock, par value $0.01 per share	02/17/2026		M		1,972(2)	A	(2)	98,360	D
Common Stock, par value $0.01 per share	02/18/2026		S		6,963(3)	D	$43.518	91,397	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
Dividend Equivalent Units	(4)	02/11/2026		M		912(4)		(4)	(4)	Common Stock, par value $0.01 per share	912	(4)	912(4)	D
Dividend Equivalent Units	(2)	02/17/2026		M			1,637(2)	(2)	(2)	Common Stock, par value $0.01 per share	1,637	(2)	0(2)	D
Dividend Equivalent Units	(2)	02/17/2026		M			1,972(2)	(2)	(2)	Common Stock, par value $0.01 per share	1,972	(2)	0(2)	D

Explanation of Responses:

1. Represents shares earned pursuant to performance-based restricted stock units ("RSUs") on February 11, 2026 (the date that the Compensation Committee certified satisfaction of the underlying performance metrics), vesting ratably over three years on 12/31/2026, 12/31/2027, and 12/31/2028. Each RSU represents a contingent right to receive one share of PPC common stock.

2. The DEUs reported herein vested on the same schedule as the underlying RSUs to which they relate and were settled in shares of common stock upon the vesting of those RSUs.

3. Shares sold to satisfy tax withholding requirements upon vesting of restricted stock units previously reported as beneficially owned by the Reporting Person.

4. Reflects dividend equivalent units ("DEUs") accrued upon performance certification on February 11, 2026 of RSUs granted to the Reporting Person. Each DEU reflects the right to receive one share of PPC common stock, subject to the terms and conditions (including vesting and settlement terms) applicable to the corresponding RSUs.

Remarks:

	/s/ Matthew R Galvanoni	03/04/2026
	** 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 did Pilgrim's Pride (PPC) CFO Matthew Galvanoni sell in this Form 4?

The CFO sold 6,963 shares of Pilgrim's Pride common stock at $43.518 per share. Footnotes state the shares were sold to cover tax withholding upon vesting of previously granted restricted stock units, indicating an administrative transaction rather than a discretionary portfolio sale.

How many Pilgrim's Pride shares does the CFO own after these transactions?

After the reported transactions, the CFO directly owns 91,397 Pilgrim's Pride common shares. This figure reflects the combined effect of new share awards, dividend equivalent unit conversions, and the tax-related sale disclosed in the filing, all under direct ownership.

What performance-based RSUs were granted to Pilgrim's Pride CFO in this filing?

The CFO earned 15,694 performance-based restricted stock units on February 11, 2026. These RSUs vest in equal installments on 12/31/2026, 12/31/2027, and 12/31/2028, with each unit representing a contingent right to receive one share of PPC common stock.

What are dividend equivalent units (DEUs) mentioned in the Pilgrim's Pride Form 4?

Dividend equivalent units are rights that mirror dividends on underlying RSUs. In this filing, DEUs accrued upon performance certification of RSUs and were settled in common shares, following the same vesting and settlement schedule as the related RSUs granted to the CFO.

Were the Pilgrim's Pride CFO's stock sales in this Form 4 discretionary?

The filing states the shares were sold to satisfy tax withholding on vested RSUs. This means the 6,963-share sale was tied to tax obligations from equity compensation rather than an elective decision to reduce the CFO’s overall economic exposure to Pilgrim's Pride.

How do the reported transactions affect the Pilgrim's Pride CFO's equity exposure?

The CFO’s net equity exposure increases through new RSUs and DEU conversions despite the tax sale. While 6,963 shares were sold for withholding, the grant of 15,694 performance-based RSUs and related common shares from DEUs expand his potential future ownership stake.