[Form 4] TYSON FOODS, INC. Insider Trading Activity

Rhea-AI Filing Summary

Tyson Foods, Inc. (TSN) reported an equity award to its Chief People Officer, Jacqueline Hanson, in connection with a transaction dated 11/25/2025. She acquired 21,876.094 shares of Class A Common Stock at a price of $0, tied to an award of restricted stock units that vest in three equal annual installments and become fully vested after three years, with each unit representing one share. Following this transaction, she beneficially owned 45,430.433 shares of Class A Common Stock in direct ownership, which includes 32.89 shares purchased under the employee stock purchase plan. She also received 21,876.094 performance shares that may vest on November 25, 2028 if specified multi-year operating income and relative total shareholder return targets for fiscal 2026–2028 are achieved, with a possible payout range of 50% to 200% of the target amount.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider HANSON JACQUELINE

Role Chief People Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance Shares	21,876.094	$0.00	--
Grant/Award	Class A Common Stock	21,876.094	$0.00	--

Holdings After Transaction: Performance Shares — 21,876.094 shares (Direct); Class A Common Stock — 45,430.433 shares (Direct)

Footnotes (1)

1. Award of restricted stock units ("RSUs") which will vest in equal annual increments on each of the first, second and third anniversary dates of the grant and become fully vested after three years. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. Includes 32.89 shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3. Award of performance Class A Common Stock which will vest on November 25, 2028 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA") are achieved. The performance metrics set forth in the SIAs are: (1) achievement of a three-year (fiscal 2026-2028) cumulative operating income target; and (2) a favorable comparison of the relative total shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over a three-year (fiscal 2026-2028) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50 to 200 percent and are reported as derivative securities at the 100 percent level. If none of the performance metrics are achieved, the award expires.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/26/2025 - 04:19 PM Learn about SEC filing 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^*

HANSON JACQUELINE

(Last) (First) (Middle)

2200 W. DON TYSON PARKWAY

(Street)

SPRINGDALE AR 72762

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TYSON FOODS, INC. [ TSN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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
Class A Common Stock	11/25/2025		A(1)		21,876.094	A	$0	45,430.433(2)	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
Performance Shares	(3)	11/25/2025		A		21,876.094		(3)	(3)	Class A Common Stock	21,876.094	(3)	21,876.094	D

Explanation of Responses:

1. Award of restricted stock units ("RSUs") which will vest in equal annual increments on each of the first, second and third anniversary dates of the grant and become fully vested after three years. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Includes 32.89 shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3.

3. Award of performance Class A Common Stock which will vest on November 25, 2028 if the performance metrics described in the applicable Stock Incentive Agreement (the "SIA") are achieved. The performance metrics set forth in the SIAs are: (1) achievement of a three-year (fiscal 2026-2028) cumulative operating income target; and (2) a favorable comparison of the relative total shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over a three-year (fiscal 2026-2028) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50 to 200 percent and are reported as derivative securities at the 100 percent level. If none of the performance metrics are achieved, the award expires.

Remarks:

	/s/ Marissa Savells by Power of Attorney for Jacqueline Hanson	11/26/2025
	** 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 equity awards did Tyson Foods (TSN) grant to its Chief People Officer?

Tyson Foods granted its Chief People Officer 21,876.094 restricted stock units and 21,876.094 performance shares linked to its Class A Common Stock.

How do the restricted stock units for Tyson Foods (TSN) CPO vest?

The restricted stock units vest in equal annual increments on each of the first, second and third anniversaries of the grant date and become fully vested after three years. Each RSU represents the right to receive one share of Class A Common Stock.

What are the performance conditions for Tyson Foods (TSN) performance share award?

The performance shares may vest on November 25, 2028 if two metrics are met: a three-year cumulative operating income target for fiscal 2026–2028 and a favorable relative total shareholder return versus a specified peer group over the same period.

What is the potential payout range for Tyson Foods (TSN) performance shares?

Subject to achieving the performance metrics in the Stock Incentive Agreement, the performance shares can vest at between 50% and 200% of the target amount, and are reported at the 100% level.

How many Tyson Foods (TSN) shares does the Chief People Officer own after the reported transactions?

After the reported transactions, the Chief People Officer beneficially owned 45,430.433 shares of Tyson Foods Class A Common Stock in direct ownership.

Does the Tyson Foods (TSN) filing mention shares from an employee stock purchase plan?

Yes. The beneficial ownership figure includes 32.89 shares of Class A Common Stock purchased for the executive’s account under Tyson Foods’ Employee Stock Purchase Plan.