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[Form 4] Utz Brands, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Insider gift of Utz Brands shares reduced reported beneficial ownership. Lissette Dylan, a director of Utz Brands, Inc. (UTZ), reported on Form 4 that on 08/20/2025 she disposed of 74,145 shares of Class A Common Stock by gift to trusts for her children at $0 price, reducing her direct holdings to 114,033 shares. An additional 14,829 shares are shown as indirectly owned in a trust for a child living in her household; the reporting person disclaims beneficial ownership of those trust-held shares. The Form 4 was signed by an attorney-in-fact on 08/21/2025.

Positive

  • Full disclosure provided: The director timely filed a Form 4 documenting the transaction and the nature of the transfers.
  • Transfer purpose stated: Shares were gifted to trusts for the benefit of the reporting person's children, indicating estate-planning intent rather than a sale.

Negative

  • Decrease in direct holdings: The reporting person disposed of 74,145 Class A shares, reducing direct beneficial ownership to 114,033 shares.
  • Potential perceived reduction in insider stake: Public reporting shows a material decline in the director's direct reported holdings.

Insights

TL;DR: Director completed a family gift reducing direct holdings; standard estate-planning move with limited corporate governance impact.

The filing documents a non-sale transfer: 74,145 Class A shares were gifted to trusts for the reporting persons children, with 59,316 moved to trusts for children not in the household and 14,829 to a trust for a child in the household. Such transfers are common for estate planning and succession reasons and do not indicate a market disposition for cash. The report includes an explicit disclaimer regarding beneficial ownership of shares held in the household childs trust, which preserves the directors disclosure clarity. No changes to board status, control, or pledges are indicated.

TL;DR: The transaction reduces the director's direct stake but is a gift, not a cash divestiture; minimal likely market impact.

The Form 4 shows a direct disposal of 74,145 Class A shares at $0 and a remaining direct position of 114,033 shares, plus 14,829 shares indirectly held in a trust. Because the transfer was a gift, there is no reported sale price or proceeds and no options or derivatives involved. For investors tracking insider activity, this is a material change in reported holdings but lacks a sale signal or liquidity event.

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*
Lissette Dylan

(Last) (First) (Middle)
C/O UTZ BRANDS, INC.
900 HIGH STREET

(Street)
HANOVER PA 17331

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Utz Brands, Inc. [ UTZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025
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 08/20/2025 G(1) 74,145 D $0 114,033 D
Class A Common Stock 14,829 I See footnote(2)
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. This transaction involved a gift of 74,145 shares of Class A Common Stock by the reporting person to trusts for the benefit of the reporting person's children. Of the shares gifted, 59,316 were gifted to trusts for the benefit of the reporting person's children not residing in the reporting person's household, and 14,829 were gifted to a trust for the benefit of a child residing in the reporting person's household.
2. Reflects shares directly held by a trust for the benefit of the reporting person's youngest child, who shares the reporting person's household. The reporting person disclaims beneficial ownership of the shares held on behalf of his child by this trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
Remarks:
/s/ Theresa R. Shea, as attorney-in-fact for Dylan Lissette 08/21/2025
** 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 did Lissette Dylan report on Form 4 for UTZ?

She reported a gift of 74,145 Class A shares on 08/20/2025, reducing her direct holdings to 114,033 shares.

Were the shares sold for cash in the reported transaction?

No. The Form 4 lists the transaction price as $0 and describes the transfer as a gift to trusts for her children.

How many shares are shown as indirectly owned after the transaction?

14,829 shares are reported as indirectly held in a trust for a child residing in the reporting person's household, with a disclaimer of beneficial ownership.

When was the Form 4 signed and filed?

The signature (by attorney-in-fact) is dated 08/21/2025 and the earliest transaction date is 08/20/2025.

Does the filing indicate any derivative transactions or sales of other securities?

No. Table II for derivative securities shows no entries; only the non-derivative Class A Common Stock gift is reported.
Utz Brands Inc

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Packaged Foods
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United States
HANOVER