Insider Nelson Receives 243 Class A Shares; 401(k) Units Highlighted

Rhea-AI Filing Summary

Nelson Timothy Robert, Senior VP Operations of Seneca Foods Corp (SENEA), reported a non-market award and ongoing 401(k) holdings. On 08/07/2025 he was awarded 243 Class A shares of restricted stock at $0, which vest 25% per year over four years. After the award his reported direct beneficial ownership was 2,196 shares.

He also holds indirect units in the companys 401(k) Stock Fund: 1,491 Class A units and 375 Class B units. The Stock Fund is unitized and its underlying share counts fluctuate daily; additional units from elective deferrals and company matching since the last report were exempt from current reporting.

Positive

• Officer received 243 restricted Class A shares that align compensation with shareholder interests through multi-year vesting
• Insider ownership exists both directly and indirectly (2,196 direct shares; 1,491 Class A and 375 Class B units in 401(k)), showing alignment

Negative

• None.

Insights

Financial Analyst

TL;DR: Small, routine restricted stock award increases executive ownership; holdings are modest and largely via 401(k), so impact is neutral.

The award of 243 Class A restricted shares at no cash cost that vest over four years is a standard compensation mechanism to align management incentives with shareholders. The post-transaction direct holding of 2,196 shares remains modest relative to typical market caps and does not represent a material change in control or liquidity. The additional indirect exposure through the 401(k) Stock Fund (1,491 Class A and 375 Class B units) further increases insider alignment but is common and fluctuates daily, limiting its immediate market significance.

Corporate Governance Expert

TL;DR: The transaction and disclosure are routine compensation and retirement-plan reporting, consistent with governance norms and Rule 16 reporting exemptions.

The restricted stock award vests 25% annually over four years, a conventional schedule supporting retention. The filing transparently discloses indirect holdings via the 401(k) Stock Fund and notes that routine deferrals and matching contributions were exempt under the applicable rule. From a governance perspective, these are standard practices and the Form 4 shows compliance with Section 16 reporting without indications of unusual or material governance events.

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^*

Nelson Timothy Robert

(Last) (First) (Middle)

C/O SENECA FOODS CORPORATION

418 E CONDE ST

(Street)

JANESVILLE WI 53546

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Seneca Foods Corp [ SENEA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior VP Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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
Seneca Foods Class B Common								375	I	By 401-K Plan(1)
Seneca Foods Class A Common								1,491	I	By 401-K Plan(1)
Seneca Foods Class A Common	08/07/2025		A		243	A	$0(2)	2,196	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

Explanation of Responses:

1. These holdings reflect the Reporting Person's units in the Seneca Foods Corporation Stock Fund (the "Stock Fund") under the 401(k) Plan. The Stock Fund is a unitized stock fund that holds shares of Class A common stock as well as shares of Class B common stock. A cash balance is also maintained in the Stock Fund to facilitate transfers between investment fund options in the 401(k) Plan. The actual number of shares of Class A common stock and Class B common stock owned by the Reporting Person fluctuates daily based on the Stock Fund's aggregate holdings. The Reporting Person's holdings under the 401(k) Plan also include additional units acquired in connection with elective deferrals and Company matching contributions since the Reporting Person's last beneficial ownership report. Those transactions were exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B).

2. Award of restricted stock pursuant to the Company's 2007 Equity Incentive Plan, which was originally approved by the shareholders of the Company on August 10, 2007 and amended and extended July 2017. No price was paid by the reporting person in connection with this award of shares of restricted stock which vests 25% per year over the next four years.

	/s/ Gregory R. Ide, Attorney in Fact	08/11/2025
	** 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).
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FAQ

What did the Seneca Foods insider report on the Form 4 (SENEB)?

The report discloses that Nelson Timothy Robert, Senior VP Operations, was awarded 243 Class A restricted shares on 08/07/2025 at $0, increasing his direct beneficial ownership to 2,196 shares.

How do the restricted shares vest?

The restricted stock award vests 25% per year over four years, meaning one-quarter of the award becomes vested each year until fully vested in four years.

What 401(k) holdings does the filing disclose?

The filing shows indirect holdings in the companys 401(k) Stock Fund of 1,491 Class A units and 375 Class B units; the Stock Funds underlying share counts fluctuate daily.

Were any transactions reported as exempt?

Yes. The filing states that additional units acquired from elective deferrals and company matching since the last report were exempt from reporting pursuant to the applicable SEC rule for such plan transactions.

Did the reporting person pay for the restricted shares?

No. The filing states the restricted shares were awarded at a $0 price to the reporting person.