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[Form 4] J M SMUCKER Co Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

J M Smucker Co. (SJM) insider transaction: The reporting person, who serves as CEO and Chair, sold 6,500 common shares at $110 per share on 09/24/2025, reducing direct holdings to 76,792 shares. The report also shows 60,000 shares were transferred from direct ownership into a 2025 Grantor Retained Annuity Trust (GRAT). Additional indirect holdings include 7,345 shares in the company 401(k) and dividend reinvestment plan, 19,377 and 41,431 shares held in GRATs and trusts, and smaller family trust holdings; the reporting person disclaims beneficial ownership of certain family-held shares.

Positive

  • 60,000 shares were transferred into a Grantor Retained Annuity Trust (GRAT), which is an explicit, documented estate-planning transfer
  • Holdings include shares held in the company 401(k) and dividend reinvestment plan, indicating continued participation in company benefit plans

Negative

  • A direct sale of 6,500 shares at $110 reduced the reporting person's direct ownership to 76,792 shares
  • The reporting person explicitly disclaims beneficial ownership of certain family-held shares, reducing direct control over those holdings

Insights

TL;DR: Routine insider sale and estate-planning transfer; no immediate corporate governance red flags.

The Form 4 discloses a reported open-market sale of 6,500 shares at $110 and the movement of 60,000 shares into a 2025 GRAT. The reporting person is both CEO and Chair, so transactions by this individual are material to monitor for pattern changes, but this single sale combined with declared trust transfers is commonly associated with personal liquidity or estate planning rather than corporate governance shifts. The report lists multiple indirect ownership vehicles, and the filer explicitly disclaims beneficial ownership of certain family trust shares.

TL;DR: Transfer to a GRAT is an estate-planning move; the Form 4 documents typical estate and benefit-plan holdings.

The filing shows a transfer of 60,000 shares to a Grantor Retained Annuity Trust (2025), which is a recognized estate-planning mechanism to transfer future appreciation. The Form 4 also notes shares held via 401(k) and dividend reinvestment plan. These disclosures align with tax and succession planning strategies rather than operational decisions by 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
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).
1. Name and Address of Reporting Person*
SMUCKER MARK T

(Last) (First) (Middle)
ONE STRAWBERRY LANE

(Street)
ORRVILLE OH 44667-0280

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
J M SMUCKER Co [ SJM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO, Chair of Board
3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025
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
Common Shares 09/24/2025 S 6,500 D $110 76,792(1) D
Common Shares 7,345 I By 401(k)(2)
Common Shares 60,000 I By GRAT (2025)
Common Shares 19,377 I By GRAT (2024)
Common Shares 41,431 I By Trust
Common Shares 3,469 I By Wife(3)
Common Shares 13,002 I By Trusts FBO Son(3)
Common Shares 13,002 I By Trusts FBO Daughter(3)
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. On September 24, 2025, 60,000 shares were moved from the reporting person's direct ownership to a grantor retained annuity trust.
2. This amount includes shares acquired under (i) the Company's 401(k) plan since the date of the reporting person's last ownership report and (ii) the Company's dividend reinvestment plan as administered by its transfer agent.
3. The reporting person disclaims beneficial ownership of these shares.
Remarks:
/s/ Jeannette L. Knudsen, POA 09/25/2025
** 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.
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 shares did the SJM reporting person sell?

The reporting person sold 6,500 common shares at a price of $110 per share on 09/24/2025.

How many shares does the reporting person own after the reported sale?

Following the reported transaction, the reporting person's direct ownership is listed as 76,792 shares.

Were any shares transferred into trusts or estate-planning vehicles?

Yes, 60,000 shares were moved from direct ownership into a 2025 Grantor Retained Annuity Trust (GRAT).

Does the filing disclose shares held through company plans?

Yes, the filing lists 7,345 shares held indirectly via the company 401(k) plan and dividend reinvestment plan.

Does the reporting person claim beneficial ownership of family-held shares?

The reporting person disclaims beneficial ownership of certain shares held by family trusts and the spouse, as noted in the form.
J M Smucker

NYSE:SJM

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SJM Stock Data

11.12B
104.33M
2.28%
88.85%
4.37%
Packaged Foods
Canned, Fruits, Veg, Preserves, Jams & Jellies
Link
United States
ORRVILLE