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

Rhea-AI Filing Summary

Tyson Foods President & CEO Donnie King reported multiple equity award events involving the company’s Class A common stock. On November 17, 2025, 20,161.447 restricted stock units vested and 33,854.098 performance shares vested into Class A common stock, with 8,720.09 and 12,577 shares withheld by Tyson to cover tax obligations. On November 18, 2025, additional restricted stock units of 46,556.989 and 15,736.57 vested, and 20,136 and 6,807 shares were likewise withheld for taxes. A separate 2022 performance share grant covering 167,887.668 shares expired without vesting after cumulative operating income, relative shareholder return and return on invested capital performance criteria were not met. After these transactions, King directly beneficially owned 397,441.257 shares of Tyson Class A common stock.

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^*

King Donnie

(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)
	President&CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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	11/17/2025		F(1)		8,720.09	D	$53.11	392,223.813	D
Class A Common Stock	11/17/2025		M(2)		33,854.098	A	(2)	426,077.911	D
Class A Common Stock	11/17/2025		F(3)		12,577	D	$53.11	413,500.911	D
Class A Common Stock	11/18/2025		F(4)		20,136	D	$53.66	393,364.911	D
Class A Common Stock	11/18/2025		F(5)		6,807	D	$53.66	397,441.257(6)(7)	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	(8)	11/17/2025		M			33,854.098	(8)	(8)	Class A Common Stock	33,854.098	(8)	0	D
Performance Shares	(9)	11/18/2025		M			167,887.668	(9)	(9)	Class A Common Stock	167,887.668	(9)	0	D

Explanation of Responses:

1. On November 17, 2025, 20,161.447 restricted stock units vested. The restricted stock units were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations.

2. On November 17, 2025, 33,854.098 shares vested and are reported herein as acquired non-derivative securities. On November 17, 2023, the Reporting Person received a grant of performance shares which would vest in equal installments over two years, and one-half of which vested on November 17, 2024, subject to the achievement of a performance metric in the applicable Stock Incentive Agreement. The performance metric was a cumulative operating income target of $1.161 billion for the 2024 fiscal year. The performance shares could vest at a level of 25 percent - 100 percent per performance criteria and were previously reported in the aggregate as derivative securities at the 100 percent level.

3. Pursuant to the terms of the award agreement, these shares were withheld by the Issuer to satisfy tax withholding obligations related to the vesting described in footnote 2.

4. On November 18, 2025, 46,556.989 restricted stock units vested. The restricted stock units were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations.

5. On November 18, 2025, 15,736.57 restricted stock units vested. The restricted stock units were previously reported as beneficially owned by the Reporting Person. Pursuant to the terms of the award agreement these shares were withheld by the Issuer to satisfy tax withholding obligations.

6. Includes 3,629.227 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.

7. Includes 7,254.116 shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment 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 16a-11.

8. These performance shares vested as described in footnote 2.

9. On November 18, 2025, the Reporting Person's grant of performance shares expired without any shares vesting. On November 18, 2022, the Reporting Person received a grant of performance shares, subject to the achievement of performance criteria in the applicable Stock Incentive Agreement. The performance criteria were (a) a cumulative operating income target of $12 billion for the 2023-2025 fiscal years and (b) a favorable comparison of the relative shareholder return of the Issuer's Class A Common Stock compared to a predetermined peer group of publicly traded companies over the 2022-2024 fiscal years, and (c) a cumulative return on invested capital of 11.5% for the 2023-2025 fiscal years. The performance shares could have vested at a level of up to 200 percent per performance criteria and were previously reported in the aggregate as derivative securities at the 200 percent level.

Remarks:

	/s/ Marissa Savells by Power of Attorney for Donnie King	11/19/2025
	** 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.
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FAQ

What insider transaction did Tyson Foods (TSN) report for its CEO?

Tyson Foods reported that President & CEO Donnie King had multiple equity awards vest on November 17–18, 2025, including restricted stock units and performance shares in the company’s Class A common stock.

How many Tyson Foods (TSN) shares did the CEO own after these transactions?

Following the reported transactions, Donnie King directly beneficially owned 397,441.257 shares of Tyson Foods Class A common stock.

What performance-based Tyson Foods (TSN) awards vested for the CEO?

On November 17, 2025, 33,854.098 performance shares vested into Tyson Foods Class A common stock. These were tied to a $1.161 billion cumulative operating income target for the 2024 fiscal year and could vest at 25%–100% of the target level.

Why were some Tyson Foods (TSN) shares withheld from the CEO upon vesting?

For each vesting event, Tyson Foods withheld shares (including 8,720.09, 12,577, 20,136 and 6,807 shares) to satisfy Donnie King’s tax withholding obligations under the award agreements.

What happened to the large 2022 performance share grant at Tyson Foods (TSN)?

On November 18, 2025, a 2022 grant of 167,887.668 performance shares expired with no shares vesting. The grant depended on cumulative operating income of $12 billion for 2023–2025, relative shareholder return versus a peer group, and a cumulative return on invested capital of 11.5% for 2023–2025.

Were the CEO’s Tyson Foods (TSN) performance shares subject to caps or ranges?

Yes. The 2024-focused performance shares could vest at 25%–100% of target per performance criteria, while the 2022 grant could have vested at up to 200% per performance criteria if goals were met.