Pzena Investment Management discloses 5.5% Tyson Foods (TSN) stake in 13G filing

Rhea-AI Filing Summary

Pzena Investment Management, LLC has filed a Schedule 13G reporting a passive ownership stake in Tyson Foods, Inc. common stock. As of 12/31/2025, Pzena reports beneficial ownership of 15,458,901 shares, representing 5.5% of Tyson Foods’ outstanding common stock.

Pzena has sole voting power over 12,997,124 shares and sole dispositive power over 15,458,901 shares, with no shared voting or dispositive power. The filing states the securities are held in the ordinary course of business, not to change or influence control of Tyson Foods.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

TYSON FOODS, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

902494103

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 902494103

1

Names of Reporting Persons

PZENA INVESTMENT MANAGEMENT LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 12,997,124.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 15,458,901.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,458,901.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.5 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: TYSON FOODS, INC.
(b)	Address of issuer's principal executive offices: 2200 DON TYSON PARKWAY, SPRINGDALE, ARKANSAS, 72762-6999
Item 2.
(a)	Name of person filing: Pzena Investment Management, LLC
(b)	Address or principal business office or, if none, residence: 320 Park Avenue, 8th floor New York, NY 10022
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 902494103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 15,458,901
(b)	Percent of class: 5.5 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 12,997,124
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 15,458,901
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. CLIENTS OF THE FILING INVESTMENT MANAGER HAVE THE RIGHT TO RECEIVE AND THE ULTIMATE POWER TO DIRECT THE RECEIPT OF DIVIDENDS FROM, OR THE PROCEEDS OF SALE OF THE SECURITIES REPORTED ON HEREINABOVE. NO INTEREST OF ANY ONE OF SUCH CLIENTS RELATES TO MORE THAN FIVE PERCENT OF THE CLASS.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PZENA INVESTMENT MANAGEMENT LLC

Signature:	s/Steven Coffey
Name/Title:	Chief Legal Risk Officer & Chief Compliance Officer
Date:	01/29/2026

FAQ

What stake does Pzena Investment Management report in Tyson Foods (TSN)?

Pzena Investment Management reports beneficial ownership of 15,458,901 Tyson Foods common shares, representing 5.5% of the class as of 12/31/2025. This position gives Pzena a significant institutional stake while remaining below typical control thresholds for public companies.

Does Pzena have voting control over its Tyson Foods (TSN) shares?

Pzena reports sole voting power over 12,997,124 Tyson Foods shares and no shared voting power. It also has sole dispositive power over 15,458,901 shares, meaning it can decide how to vote most shares and when to sell them.

Is Pzena’s Tyson Foods (TSN) position considered passive or activist?

Pzena certifies the Tyson Foods shares were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control. This language characterizes the holding as a passive investment under Schedule 13G rules.

Who ultimately benefits from the Tyson Foods (TSN) shares managed by Pzena?

The filing states that clients of the investment manager have the right to receive, and direct the receipt of, dividends and sale proceeds for the Tyson Foods shares. No single client’s interest relates to more than five percent of the outstanding common stock.

Why did Pzena Investment Management file a Schedule 13G for Tyson Foods (TSN)?

A Schedule 13G is required when an investor exceeds 5% beneficial ownership while qualifying as a passive holder. Pzena crossed this threshold in Tyson Foods common stock as of 12/31/2025, triggering the need to disclose its position and ownership structure.

What type of security in Tyson Foods (TSN) does Pzena hold?

Pzena reports ownership of Tyson Foods, Inc. common stock, identified by CUSIP 902494103. Common stock represents standard equity ownership, typically carrying voting rights and entitlement to dividends when declared by the company’s board of directors.