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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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| Estimated average burden hours per response... | 0.5 |
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(Print or Type Responses)
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1. Name and Address of Reporting Person *
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| Torres Flavio |
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2. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [KHC]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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__X__ Officer (give title below)
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_____ Other (specify below)
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Head of Global Operations
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C/O THE KRAFT HEINZ COMPANY, ONE PPG PLACE, SUITE 3200 |
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2021 |
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PITTSBURGH, PA 15222 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
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7. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 03/01/2021 |
| A |
| 5,932 (1) | A |
$
0
| 125,596 (2) | D |
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| Common Stock | 03/01/2021 |
| A |
| 10,785 (3) | A |
$
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| 136,381 | D |
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| Common Stock (4) | 03/01/2021 |
| A |
| 6,311 | A |
$37.09 | 142,692 | D |
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| Common Stock | 03/01/2021 |
| A |
| 18,028 (5) | A |
$
0
| 160,720 | D |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| 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 control number. | SEC 1474 (9-02) |
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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year)
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7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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| Stock Options (right to buy) |
$37.09 | 03/01/2021 |
| A |
| 2,966 |
| 03/01/2024 (6) | 03/01/2031 | Common Stock | 2,966.00 |
$
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| 2,966 | D |
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Reporting Owners
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Torres Flavio
C/O THE KRAFT HEINZ COMPANY
ONE PPG PLACE, SUITE 3200
PITTSBURGH, PA 15222 |
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Head of Global Operations |
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Signatures
| /s/ Heidi Miller, by Power of Attorney | |
03/03/2021 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| * | 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). |
| (1) | Subject to the terms and conditions of the applicable award agreement, these restricted stock units are scheduled to settle in stock as follows: 100% on the third anniversary of the grant date. |
| (2) | Includes an additional 2,963 shares acquired through a dividend reinvestment program. |
| (3) | Subject to the terms and conditions of the applicable award agreement, these restricted stock units are scheduled to settle in stock as follows: 75% on the third anniversary of the grant date and the remaining 25% on the fourth anniversary of the grant date. |
| (4) | Common stock issued pursuant to the compensation committee approved Issuer's Bonus Swap Program. |
| (5) | Subject to the terms and conditions of the applicable award agreement, these restricted stock units awarded pursuant to the Issuer's Bonus Swap Program are scheduled to settle in stock as follows: 100% on the third anniversary of the grant date. |
| (6) | Options vest 100% on the third anniversary of the grant date, subject to the terms and conditions of the stock options award agreement. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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