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Callahan Andrew P

Disclosed activity across 3 companies

Tapewire entity
45193
SEC CIK
0001553018

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
GRAPHIC PACKAGING HOLDING COGPK · Entity 4188DirectorMay 20, 2026May 21, 2026
TYSON FOODS, INC.TSN · Entity 3273Pres Retail Packaged BrandsSeptember 20, 2016November 30, 2016

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

GRAPHIC PACKAGING HOLDING CO

Report date May 20, 2026 · Filed May 21, 2026

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect23,276 Reported balance After 2026-05-20 transaction · row 1
1 source row

Row 1 · 2026-05-20 · Grant · Acquired 16,261 · Balance 23,276

TYSON FOODS, INC.

Report date September 20, 2016 · Filed November 30, 2016

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeDirect63,497.016 Reported balance After 2016-09-20 transaction · row 1 Account or security details depend on footnotes; rows are not merged.
1 source row

Row 1 · 2016-09-20 · Other · Acquired 603.8527 · Balance 63,497.016

F1: Represents 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.

F2: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

Class A Common StockSEC Table I · non-derivativeDirect70,747.916 Reported balance After 2016-11-28 transaction · row 3 Account or security details depend on footnotes; rows are not merged.
1 source row

Row 3 · 2016-11-28 · Grant · Acquired 7,250.9 · Balance 70,747.916

F4: Award of Class A Common Stock which vests on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved. The performance metric is achievement of a three year (fiscal 2017-2019) cumulative EBIT target as set forth in the Stock Incentive Agreement. If the performance metric is not achieved, the award expires.

F5: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 7,250.9 shares of Class A Common Stock which vest on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

Class A Common StockSEC Table I · non-derivativeIndirectEmployee Stock Purchase Plan1,066.4538 Reported balance After 2016-11-17 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2016-11-17 · Other · Acquired 1,066.4538 · Balance 1,066.4538

F3: Represents 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.

Non-Qualified Stock Options (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $58.34 · Expires 2026-11-28Direct31,522 Reported balance After 2016-11-28 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2016-11-28 · Grant · Acquired 31,522 · Balance 31,522

F6: The stock options vest at 33 1/3% on each of the first, second, and third anniversary dates of the grant.

Performance SharesSEC Table II · derivative / convertible securityDirect29,003.6 Reported balance After 2016-11-28 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2016-11-28 · Grant · Acquired 29,003.6 · Balance 29,003.6

F7: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

Filing footnotes · ownership attribution and instrument terms

F1: Represents 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.

F2: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

F3: Represents 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.

F4: Award of Class A Common Stock which vests on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved. The performance metric is achievement of a three year (fiscal 2017-2019) cumulative EBIT target as set forth in the Stock Incentive Agreement. If the performance metric is not achieved, the award expires.

F5: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 7,250.9 shares of Class A Common Stock which vest on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

F6: The stock options vest at 33 1/3% on each of the first, second, and third anniversary dates of the grant.

F7: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Hostess Brands, Inc.

Report date November 07, 2023 · Filed November 07, 2023

Section 16 reporting ended · disclosed 2023-11-07. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common Stock, par value $0.0001 per shareSEC Table I · non-derivativeDirect0 Ending reported balance After 2023-11-07 transaction · row 3
3 source rows · reconciled sequence

Row 1 · 2023-11-07 · Disposition to issuer · Disposed 398,015 · Balance 734,466

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F3: The Reporting Person tendered in the Offer 398,015 shares of Company Common Stock (which includes 625 shares of Company Common Stock purchased pursuant to the Hostess Brands, Inc. 2022 Employee Stock Purchase Plan for the offer period ended September 30, 2023 and not previously reported) and received Offer Consideration of (i) $11,940,450 in Cash Consideration, and (ii) 11,948 shares of Smucker Common Shares in Stock Consideration, plus cash in lieu of fractional shares, in each case, without interest.

Row 2 · 2023-11-07 · Disposition to issuer · Disposed 184,244 · Balance 550,222

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F4: Represents 184,244 shares of Company Common Stock underlying outstanding restricted stock units ("RSUs"), granted under the Hostess Brands' Amended and Restated 2016 Equity Plan (the "2016 Plan"), that under the terms of the Merger Agreement were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock underlying the RSUs, by (y) the Merger Consideration Value (as defined in the Merger Agreement). Upon the closing of the Merger, the Reporting Person received $6,154,468.15 in cash in settlement of the outstanding RSUs, less applicable withholding taxes.

Row 3 · 2023-11-07 · Disposition to issuer · Disposed 550,222 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F5: Represents 550,222 shares of Company Common Stock underlying outstanding performance stock units ("PSUs"), which provides for maximum performance of 200% of applicable performance metrics. The PSUs were granted under the 2016 Plan but not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock issuable in settlement of the PSUs, by (y) the Merger Consideration Value. Upon the closing of the Merger, the Reporting Person received $18,379,560.67 in cash in settlement of the outstanding PSUs, less applicable withholding taxes.

Employee Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $13.99 · Expires 2028-08-01Direct0 Reported balance After 2023-11-07 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2023-11-07 · Disposition to issuer · Disposed 207,808 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F6: These options, which vested in four equal annual installments beginning on May 7, 2019, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,034,363.73, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Employee Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $11.35 · Expires 2029-01-10Direct0 Reported balance After 2023-11-07 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2023-11-07 · Disposition to issuer · Disposed 218,704 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F7: These options, which vested in three equal annual installments beginning on January 11, 2020, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,823,276.15, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Employee Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $13.90 · Expires 2030-01-20Direct0 Reported balance After 2023-11-07 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2023-11-07 · Disposition to issuer · Disposed 141,115 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F8: These options, which vested in three equal annual installments beginning on January 21, 2021, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $2,752,292.85, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Filing footnotes · ownership attribution and instrument terms

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F3: The Reporting Person tendered in the Offer 398,015 shares of Company Common Stock (which includes 625 shares of Company Common Stock purchased pursuant to the Hostess Brands, Inc. 2022 Employee Stock Purchase Plan for the offer period ended September 30, 2023 and not previously reported) and received Offer Consideration of (i) $11,940,450 in Cash Consideration, and (ii) 11,948 shares of Smucker Common Shares in Stock Consideration, plus cash in lieu of fractional shares, in each case, without interest.

F4: Represents 184,244 shares of Company Common Stock underlying outstanding restricted stock units ("RSUs"), granted under the Hostess Brands' Amended and Restated 2016 Equity Plan (the "2016 Plan"), that under the terms of the Merger Agreement were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock underlying the RSUs, by (y) the Merger Consideration Value (as defined in the Merger Agreement). Upon the closing of the Merger, the Reporting Person received $6,154,468.15 in cash in settlement of the outstanding RSUs, less applicable withholding taxes.

F5: Represents 550,222 shares of Company Common Stock underlying outstanding performance stock units ("PSUs"), which provides for maximum performance of 200% of applicable performance metrics. The PSUs were granted under the 2016 Plan but not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock issuable in settlement of the PSUs, by (y) the Merger Consideration Value. Upon the closing of the Merger, the Reporting Person received $18,379,560.67 in cash in settlement of the outstanding PSUs, less applicable withholding taxes.

F6: These options, which vested in four equal annual installments beginning on May 7, 2019, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,034,363.73, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

F7: These options, which vested in three equal annual installments beginning on January 11, 2020, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,823,276.15, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

F8: These options, which vested in three equal annual installments beginning on January 21, 2021, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $2,752,292.85, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
May 20, 2026 Filed May 21, 2026 20:55 UTC GRAPHIC PACKAGING HOLDING CO GPK · Entity 4188 GrantCommon Stock 16,261 $0.00 $0.00
Disclosure

SEC source: 0001193125-26-234750 · ownership.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 23,276

Read SEC document
May 21, 2025 Filed May 22, 2025 20:07 UTC GRAPHIC PACKAGING HOLDING CO GPK · Entity 4188 GrantCommon Stock 7,015 $0.00 $0.00
Disclosure

SEC source: 0000950170-25-076308 · ownership.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 7,015

Read SEC document
November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerEmployee Stock Option (Right to Buy) · Derivative 141,115 $19.50 Strike: $13.90 $2,751,742.50
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · derivative · entry 6

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock, par value $0.0001 per share · 141,115 shares

Expires 2030-01-20

F1 · price: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F8 · price: These options, which vested in three equal annual installments beginning on January 21, 2021, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $2,752,292.85, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

F1 · derivative.exercise_date: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F8 · derivative.exercise_date: These options, which vested in three equal annual installments beginning on January 21, 2021, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $2,752,292.85, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Read SEC document
November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerEmployee Stock Option (Right to Buy) · Derivative 218,704 $22.05 Strike: $11.35 $4,822,423.20
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · derivative · entry 5

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock, par value $0.0001 per share · 218,704 shares

Expires 2029-01-10

F1 · price: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F7 · price: These options, which vested in three equal annual installments beginning on January 11, 2020, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,823,276.15, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

F1 · derivative.exercise_date: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F7 · derivative.exercise_date: These options, which vested in three equal annual installments beginning on January 11, 2020, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,823,276.15, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

Read SEC document
November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerEmployee Stock Option (Right to Buy) · Derivative 207,808 $19.41 Strike: $13.99 $4,033,553.28
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · derivative · entry 4

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock, par value $0.0001 per share · 207,808 shares

Expires 2028-08-01

F1 · price: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F6 · price: These options, which vested in four equal annual installments beginning on May 7, 2019, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,034,363.73, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

F1 · derivative.exercise_date: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F6 · derivative.exercise_date: These options, which vested in four equal annual installments beginning on May 7, 2019, were cancelled under the terms of the Merger Agreement in the Merger in exchange for a cash payment of $4,034,363.73, representing the difference between the Merger Consideration Value and the exercise price of such options, less applicable withholding taxes.

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November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerClass A Common Stock, par value $0.0001 per share 550,222 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · nonDerivative · entry 3

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

F1 · shares: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2 · shares: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F5 · shares: Represents 550,222 shares of Company Common Stock underlying outstanding performance stock units ("PSUs"), which provides for maximum performance of 200% of applicable performance metrics. The PSUs were granted under the 2016 Plan but not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock issuable in settlement of the PSUs, by (y) the Merger Consideration Value. Upon the closing of the Merger, the Reporting Person received $18,379,560.67 in cash in settlement of the outstanding PSUs, less applicable withholding taxes.

F5 · price: Represents 550,222 shares of Company Common Stock underlying outstanding performance stock units ("PSUs"), which provides for maximum performance of 200% of applicable performance metrics. The PSUs were granted under the 2016 Plan but not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock issuable in settlement of the PSUs, by (y) the Merger Consideration Value. Upon the closing of the Merger, the Reporting Person received $18,379,560.67 in cash in settlement of the outstanding PSUs, less applicable withholding taxes.

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November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerClass A Common Stock, par value $0.0001 per share 184,244 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 550,222

F1 · shares: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2 · shares: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F4 · shares: Represents 184,244 shares of Company Common Stock underlying outstanding restricted stock units ("RSUs"), granted under the Hostess Brands' Amended and Restated 2016 Equity Plan (the "2016 Plan"), that under the terms of the Merger Agreement were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock underlying the RSUs, by (y) the Merger Consideration Value (as defined in the Merger Agreement). Upon the closing of the Merger, the Reporting Person received $6,154,468.15 in cash in settlement of the outstanding RSUs, less applicable withholding taxes.

F4 · price: Represents 184,244 shares of Company Common Stock underlying outstanding restricted stock units ("RSUs"), granted under the Hostess Brands' Amended and Restated 2016 Equity Plan (the "2016 Plan"), that under the terms of the Merger Agreement were cancelled in the Merger in exchange for a cash payment, determined by multiplying (x) the aggregate number of shares of Company Common Stock underlying the RSUs, by (y) the Merger Consideration Value (as defined in the Merger Agreement). Upon the closing of the Merger, the Reporting Person received $6,154,468.15 in cash in settlement of the outstanding RSUs, less applicable withholding taxes.

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November 07, 2023 Filed Nov 7, 2023 23:31 UTC Hostess Brands, Inc. TWNK · Entity 108488 Disposition to issuerClass A Common Stock, par value $0.0001 per share 398,015 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-020195 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 734,466

F1 · shares: Pursuant to the terms of that certain Agreement and Plan of Merger, by and among Hostess Brands, Inc. (the "Company"), The J. M. Smucker Company ("Smucker"), and SSF Holdings, Inc. (the "Purchaser"), dated September 10, 2023 (the "Merger Agreement"), on November 7, 2023, Purchaser completed an exchange offer (the "Offer") to purchase any and all of the issued and outstanding shares of the Company's Class A Common Stock, par value $0.0001 per share (the "Company Common Stock"), in exchange for (i) $30.00 in cash (the "Cash Consideration") and (ii) 0.03002 Smucker common shares, no par value ("Smucker Common Shares") (the "Stock Consideration" and, together with the Cash Consideration, the "Offer Consideration"), plus cash in lieu of fractional shares, in each case, without interest.

F2 · shares: (Continued from Footnote 1) Thereafter, on November 7, 2023, in accordance with the terms of the Merger Agreement, the Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and becoming a direct, wholly owned subsidiary of Smucker (the "Merger"). The disposition of the securities by the Reporting Person in the Offer and the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F3 · shares: The Reporting Person tendered in the Offer 398,015 shares of Company Common Stock (which includes 625 shares of Company Common Stock purchased pursuant to the Hostess Brands, Inc. 2022 Employee Stock Purchase Plan for the offer period ended September 30, 2023 and not previously reported) and received Offer Consideration of (i) $11,940,450 in Cash Consideration, and (ii) 11,948 shares of Smucker Common Shares in Stock Consideration, plus cash in lieu of fractional shares, in each case, without interest.

F3 · price: The Reporting Person tendered in the Offer 398,015 shares of Company Common Stock (which includes 625 shares of Company Common Stock purchased pursuant to the Hostess Brands, Inc. 2022 Employee Stock Purchase Plan for the offer period ended September 30, 2023 and not previously reported) and received Offer Consideration of (i) $11,940,450 in Cash Consideration, and (ii) 11,948 shares of Smucker Common Shares in Stock Consideration, plus cash in lieu of fractional shares, in each case, without interest.

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March 31, 2023 Filed Apr 18, 2023 21:46 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantClass A Common Stock, par value $0.0001 per share 625 $19.75 $12,343.75
Disclosure

SEC source: 0001553018-23-000006 · wf-form4_168185439164041.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 397,390

F1 · kind: Shares purchased pursuant to the Hostess Brands, Inc. 2022 Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of October 1, 2022 through March 31, 2023. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the lower of the closing price of the Issuer's common stock on September 30, 2022, the last trading day before the purchase period (since the purchase period began on a non-trading day), or March 31, 2023, the last trading day of the purchase period.

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January 24, 2023 Filed Jan 26, 2023 22:42 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 20,820 $21.81 $454,084.20
Disclosure

SEC source: 0001553018-23-000004 · wf-form4_167477291440347.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 396,765

F1 · security: On January 24, 2023, the Company withheld 20,820 shares of Class A Common Stock to satisfy withholding taxes due in connection with the vesting of shares of Class A common stock underlying two awards of restricted stock units previously granted to the reporting person. Such shares had a market value of $21.81 per share, the closing price of the Class A common stock on January 20, 2023, the last trading date prior to vesting.

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January 19, 2023 Filed Jan 19, 2023 23:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 17,860 $22.93 $409,529.80
Disclosure

SEC source: 0001553018-23-000002 · wf-form4_167416972679652.xml · nonDerivative · entry 4

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 370,590

F4 · security: On January 19, 2023, the Company withheld 17,860 shares of Class A Common Stock to satisfy withholding taxes due in connection with the vesting of shares of Class A common stock underlying two awards of restricted stock units previously granted to the reporting person. Such shares had a market value of $22.93 per share, the closing price of the Class A common stock on January 13, 2023, the last trading date prior to vesting.

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January 19, 2023 Filed Jan 19, 2023 23:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 68,349 $22.99 $1,571,343.51
Disclosure

SEC source: 0001553018-23-000002 · wf-form4_167416972679652.xml · nonDerivative · entry 3

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 348,751

F3 · security: On January 19, 2023, Hostess Brands, Inc. (the "Company") withheld 68,349 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of the PSUs referred to above. Such shares had a market value of $22.99 per share, the closing price of the Class A common stock on January 17, 2023, the date the Company's Talent & Compensation Committee certified the performance results.

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January 17, 2023 Filed Jan 19, 2023 23:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantClass A Common Stock, par value $0.0001 per share 154,286 $0.00 $0.00
Disclosure

SEC source: 0001553018-23-000002 · wf-form4_167416972679652.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 417,100

F2 · security: Represents shares acquired by the reporting person upon the achievement of performance measures under performance share units ("PSUs") granted under the Amended and Restated Hostess Brands, Inc. 2016 Equity Incentive Plan.

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January 17, 2023 Filed Jan 19, 2023 23:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 97,247 $0.00 $0.00
Disclosure

SEC source: 0001553018-23-000002 · wf-form4_167416972679652.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 97,247

F1 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 17 of each 2024, 2025, and 2026, assuming continued employment through the applicable vesting date.

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January 26, 2022 Filed Jan 27, 2022 01:40 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 8,544 $19.41 $165,839.04
Disclosure

SEC source: 0000899243-22-003343 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 262,814

F1 · kind: On January 26, 2022, the Company withheld 8,544 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of one-third of the shares of Class A common stock underlying an award of restricted stock units previously granted to the reporting person. Such shares had a market value of $19.41 per share, the closing price of the Class A common stock on January 21, 2022, the vesting date.

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January 24, 2022 Filed Jan 26, 2022 01:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 17,588 $20.28 $356,684.64
Disclosure

SEC source: 0000899243-22-003227 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 252,072

F1 · kind: On January 24, 2022, the Company withheld 17,588 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of shares of Class A common stock underlying two awards of restricted stock units previously granted to the reporting person. Such shares had a market value of $20.28 per share, the closing price of the Class A common stock on January 14, 2022, the last trading date prior to vesting.

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January 21, 2022 Filed Jan 26, 2022 01:09 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 83,127 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-003227 · doc4.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 83,127

F2 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 21 of each 2023, 2024 and 2025, assuming continued employment through the applicable vesting date.

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January 18, 2022 Filed Jan 18, 2022 23:34 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 11,158 $20.22 $225,614.76
Disclosure

SEC source: 0001553018-22-000002 · wf-form4_164254883080829.xml · nonDerivative · entry 3

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 229,961

F3 · kind: On January 18, 2022, the Company withheld 11,158 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of one-third of the shares of Class A common stock underlying an award of restricted stock units previously granted to the reporting person. Such shares had a market value of $20.22 per share, the closing price of the Class A common stock on January 11, 2022, the vesting date.

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January 18, 2022 Filed Jan 18, 2022 23:34 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 87,069 $19.83 $1,726,578.27
Disclosure

SEC source: 0001553018-22-000002 · wf-form4_164254883080829.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 216,551

F2 · kind: On January 18, 2022, Hostess Brands, Inc. (the "Company") withheld 87,069 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of the PSUs referred to above. Such shares had a market value of $19.83 per share, the closing price of the Class A common stock on January 13, 2022, the date the Company's Talent & Compensation Committee certified the performance results.

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January 13, 2022 Filed Jan 18, 2022 23:34 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantClass A Common Stock, par value $0.0001 per share 196,542 $0.00 $0.00
Disclosure

SEC source: 0001553018-22-000002 · wf-form4_164254883080829.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 303,620

F1 · security: Represents shares acquired by the reporting person upon the achievement of performance measures under performance share units ("PSUs") granted under Hostess Brands, Inc.'s 2016 Equity Incentive Plan.

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May 12, 2021 Filed May 14, 2021 20:05 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 9,801 $15.70 $153,875.70
Disclosure

SEC source: 0000899243-21-019501 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 107,078

F1 · kind: On May 12, 2021, Hostess Brands, Inc. withheld 9,801 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of one-third of the shares of Class A common stock underlying an award of restricted stock units previously granted to the reporting person. Such shares had a market value of $15.70 per share, the closing price of the Class A common stock on May 7, 2021, the vesting date.

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January 15, 2021 Filed Jan 21, 2021 02:00 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 16,240 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-002608 · doc4.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,240

F2 · security: Consists of a grant of restricted stock units awarded to the reporting person to rectify an administrative issue in the grant received on January 21, 2020, where the grant value originally received was lower than the intended value thereof. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 15 of each of 2022 and 2023, assuming continued employment through the applicable vesting date.

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January 15, 2021 Filed Jan 21, 2021 02:00 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 94,737 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-002608 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 94,737

F1 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 15 of each of 2022, 2023 and 2024, assuming continued employment through the applicable vesting date.

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January 21, 2020 Filed Jan 23, 2020 23:47 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantStock Options · Derivative 141,115 $0.00 Strike: $13.90 $0.00
Disclosure

SEC source: 0000899243-20-001896 · doc4.xml · derivative · entry 4

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 141,115

Underlying: Class A Common Stock · 141,115 shares

Expires 2030-01-20

F3 · derivative.exercise_date: Consists of a grant of options to purchase shares of Class A Common Stock. Such options are subject to vesting in equal or nearly equal installments on January 21 of each of 2021, 2022, and 2023, assuming continued employment through the applicable vesting date.

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January 21, 2020 Filed Jan 23, 2020 23:47 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 57,857 $0.00 $0.00
Disclosure

SEC source: 0000899243-20-001896 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,857

F1 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 21 of each of 2021, 2022 and 2023, assuming continued employment through the applicable vesting date.

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January 15, 2020 Filed Jan 17, 2020 23:28 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 11,109 $14.09 $156,525.81
Disclosure

SEC source: 0001553018-20-000003 · wf-form4_157930369671584.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 28,778

F1 · kind: On January 15, 2020, Hostess Brands, Inc. withheld 11,109 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of one-third of the shares of Class A common stock underlying an award of restricted stock units previously granted to the reporting person. Such shares had a market value of $14.09 per share, the closing price of the Class A common stock on January 10, 2020, the trading date immediately preceding the vesting date.

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May 09, 2019 Filed May 9, 2019 21:39 UTC Hostess Brands, Inc. TWNK · Entity 108488 Tax withholdingClass A Common Stock, par value $0.0001 per share 6,804 $12.91 $87,839.64
Disclosure

SEC source: 0001553018-19-000003 · wf-form4_155743793579787.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,320

F1 · kind: On May 9, 2019, Hostess Brands, Inc. withheld 6,804 shares of Class A common stock to satisfy withholding taxes due in connection with the vesting of one-third of the shares of Class A common stock underlying an award of restricted stock units previously granted to the reporting person. Such shares had a market value of $12.91 per share, the closing price of the Class A common stock on May 7, 2019, the vesting date.

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January 11, 2019 Filed Jan 16, 2019 00:02 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantStock Options · Derivative 218,704 $0.00 Strike: $11.35 $0.00
Disclosure

SEC source: 0000899243-19-001248 · doc4.xml · derivative · entry 3

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 218,704

Underlying: Class A Common Stock · 218,704 shares

Expires 2029-01-10

F3 · derivative.exercise_date: Consists of a grant of options to purchase shares of Class A Common Stock. Such options are subject to vesting in equal or nearly equal installments on January 11 of each of 2020, 2021, and 2022, assuming continued employment through the applicable vesting date.

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January 11, 2019 Filed Jan 16, 2019 00:02 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantRestricted Stock Units 73,703 $0.00 $0.00
Disclosure

SEC source: 0000899243-19-001248 · doc4.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 73,703

F1 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on January 11 of each of 2020, 2021 and 2022, assuming continued employment through the applicable vesting date.

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August 01, 2018 Filed Aug 3, 2018 21:17 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantStock Options · Derivative 207,808 $0.00 Strike: $13.99 $0.00
Disclosure

SEC source: 0001553018-18-000006 · wf-form4_153333105486287.xml · derivative · entry 2

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 207,808

Underlying: Class A Common Stock, par value $0.0001 per share · 207,808 shares

Expires 2028-08-01

F2 · derivative.exercise_date: Consists of a grant of options to purchase shares of Class A Common Stock. Such options are subject to vesting in equal or nearly equal installments on each of May 7, 2019, 2020, 2021 and 2022 (an"Option Vesting Date"), subject, in each case, to continued employment until the applicable Option Vesting Date.

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August 01, 2018 Filed Aug 3, 2018 21:17 UTC Hostess Brands, Inc. TWNK · Entity 108488 GrantClass A Common Stock, par value $0.0001 per share 66,372 $0.00 $0.00
Disclosure

SEC source: 0001553018-18-000006 · wf-form4_153333105486287.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 66,372

F1 · security: Consists of a grant of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on each of May 7, 2019, 2020, and 2021, subject, in each case, to continued employment until such vesting date.

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November 28, 2016 Filed Nov 30, 2016 21:58 UTC TYSON FOODS, INC. TSN · Entity 3273 GrantPerformance Shares · Derivative 29,003.6 Not disclosed Not disclosed
Disclosure

SEC source: 0000100493-16-000311 · wf-form4_148054308554908.xml · derivative · entry 5

Callahan Andrew P · CIK 0001553018 · Pres Retail Packaged Brands

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,003.6

Underlying: Class A Common Stock · 29,003.6 shares

Expires not disclosed

F7 · derivative.exercise_price: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

F7 · kind: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

F7 · price: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

F7 · derivative.exercise_date: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

F7 · derivative.expiration_date: Award of performance Class A Common Stock which vests on November 18, 2019 if the performance metrics described in the applicable Stock Incentive Agreement are achieved. The performance metrics set forth in the Stock Incentive Agreement are (1) achievement of a three year (fiscal 2017-2019) cumulative EBIT 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 2017-2019) period. Subject to the achievement of the performance metrics, the performance shares could vest at a level of 50%-200% and are reported as derivative securities at the 200% level. If neither of the performance metrics are achieved, the award expires.

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November 28, 2016 Filed Nov 30, 2016 21:58 UTC TYSON FOODS, INC. TSN · Entity 3273 GrantNon-Qualified Stock Options (Right to Buy) · Derivative 31,522 $58.34 Strike: $58.34 $1,838,993.48
Disclosure

SEC source: 0000100493-16-000311 · wf-form4_148054308554908.xml · derivative · entry 4

Callahan Andrew P · CIK 0001553018 · Pres Retail Packaged Brands

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,522

Underlying: Class A Common Stock · 31,522 shares

Expires 2026-11-28

F6 · kind: The stock options vest at 33 1/3% on each of the first, second, and third anniversary dates of the grant.

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November 28, 2016 Filed Nov 30, 2016 21:58 UTC TYSON FOODS, INC. TSN · Entity 3273 GrantClass A Common Stock 7,250.9 $0.00 $0.00
Disclosure

SEC source: 0000100493-16-000311 · wf-form4_148054308554908.xml · nonDerivative · entry 3

Callahan Andrew P · CIK 0001553018 · Pres Retail Packaged Brands

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 70,747.916

F4 · kind: Award of Class A Common Stock which vests on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved. The performance metric is achievement of a three year (fiscal 2017-2019) cumulative EBIT target as set forth in the Stock Incentive Agreement. If the performance metric is not achieved, the award expires.

F5 · balance_after: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 7,250.9 shares of Class A Common Stock which vest on November 18, 2019 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

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November 17, 2016 Filed Nov 30, 2016 21:58 UTC TYSON FOODS, INC. TSN · Entity 3273 OtherClass A Common Stock 1,066.4538 $0.00 $0.00
Disclosure

SEC source: 0000100493-16-000311 · wf-form4_148054308554908.xml · nonDerivative · entry 2

Callahan Andrew P · CIK 0001553018 · Pres Retail Packaged Brands

10b5-1 filing: Not disclosed

Ownership: Indirect · Employee Stock Purchase Plan

Disclosed balance after: 1,066.4538

F3 · kind: Represents 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.

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September 20, 2016 Filed Nov 30, 2016 21:58 UTC TYSON FOODS, INC. TSN · Entity 3273 OtherClass A Common Stock 603.8527 $0.00 $0.00
Disclosure

SEC source: 0000100493-16-000311 · wf-form4_148054308554908.xml · nonDerivative · entry 1

Callahan Andrew P · CIK 0001553018 · Pres Retail Packaged Brands

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 63,497.016

F1 · kind: Represents 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.

F2 · balance_after: Includes 7,840.583 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; 47,142.996 shares of Class A Common Stock which vest on July 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and 8,513.437 shares of Class A Common Stock which vest on December 1, 2018 if the performance metric described in the applicable Stock Incentive Agreement is achieved.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.