SENEB Form 4: 243 restricted Class A shares granted; 2,196 direct shares reported

Rhea-AI Filing Summary

Dean Everett Erstad, Senior VP Sales at Seneca Foods, received an award of 243 restricted Class A shares on 08/07/2025 that were granted at no cash cost and vest 25% per year over four years.

He also reports indirect holdings through the companys 401(k) Stock Fund of 2,084 Class A units and 550 Class B units; the Stock Fund is unitized and its underlying share counts fluctuate daily. Following the restricted-stock award, the Form 4 shows 2,196 direct Class A shares beneficially owned by the reporting person.

Positive

• Granted 243 restricted Class A shares at $0 with a 4-year vesting schedule (25% per year), which aligns the officer with long-term shareholder interests
• Participation in the company 401(k) Stock Fund with indirect holdings of 2,084 Class A units and 550 Class B units, plus elective deferrals and matching contributions

Negative

• None.

Insights

Financial Analyst

TL;DR: A modest restricted-stock grant aligns the officer with shareholders but is immaterial to firm valuation given the small share counts.

The 243-share restricted grant at a $0 price vests 25% annually, creating multi-year retention and alignment with long-term performance. The reporting person also holds material 401(k) positions in both classes (2,084 Class A units and 550 Class B units), although those are indirect and unitized, so underlying share exposure fluctuates daily. On balance, this Form 4 documents routine compensation and retirement-plan activity rather than a transaction likely to move markets.

Corporate Governance Expert

TL;DR: Four-year vesting supports retention and insider alignment; disclosures cite 401(k) plan mechanics and exempt plan contributions, consistent with regular governance practice.

The restricted-stock awards 25% annual vesting schedule is a standard retention mechanism and signals management alignment without immediate dilution from exercised options. The filing explicitly notes indirect holdings in the 401(k) Stock Fund and that recent elective deferrals and company matching were exempt from separate reporting under Rule 16a-3(f)(1)(i)(B). There are no indications in the filing of non-routine or compliance issues.

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^*

Erstad Dean Everett

(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 Sales

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								550	I	By 401-K Plan(1)
Seneca Foods Class A Common								2,084	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 transaction did the Form 4 report for SENEB?

The Form 4 reports an award of 243 restricted Class A shares acquired on 08/07/2025 at a $0 grant price.

How do the awarded shares vest?

The restricted Class A shares vest 25% per year over four years.

What indirect holdings does the reporting person have in SENEB?

The reporting person holds indirect units in the companys 401(k) Stock Fund: 2,084 Class A units and 550 Class B units.

What are the reporting persons direct Class A holdings after the transaction?

Following the reported award, the Form 4 lists 2,196 direct Class A shares beneficially owned.

Were any 401(k) plan contributions exempt from reporting?

Yes. The Form 4 states elective deferrals and company matching contributions to the 401(k) were exempt from reporting under Rule 16a-3(f)(1)(i)(B).