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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 12/31/22 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1739566 |
| Issuer Name: Utz Brands, Inc. |
| Issuer Trading Symbol: UTZ |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1934042 |
| | Owner Name: Whyte Chad |
| Reporting Owner Address: |
| | Owner Street 1: 900 HIGH STREET |
| | Owner Street 2: |
| | Owner City: HANOVER |
| | Owner State: PA |
| | Owner ZIP Code: 17331 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: EVP, Supply Chain |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 12/31/22 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 2,305 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 15.86 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 45,832 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 12/31/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,159 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 16.24 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 44,673 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 12/31/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 2,305 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 16.24 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 42,368 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 12/31/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1936 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Value: 16.24 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 40,432 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 1/31/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 10,776 |
| Footnote ID: F4 |
| Footnote ID: F5 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 51,208 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Derivative Table: |
Footnotes: |
| Footnote - F1: Represents shares withheld for payment of tax liability arising as a result of the settlement of a restricted stock unit award originally reported by the reporting person in a Form 3/A filed with the Commission on March 15, 2023. |
| Footnote - F2: Represents shares withheld for payment of tax liability arising as a result of the settlement of a restricted stock unit award originally reported by the reporting person in a Form 4 filed with the Commission on February 2, 2023. |
| Footnote - F3: Represents shares withheld for payment of tax liability arising as a result of the settlement of a restricted stock unit award originally reported by the reporting person in a Form 3/A filed with the Commission on March 15, 2023. |
| Footnote - F4: The restricted stock units vest under the following schedule: Subject to the terms of the restricted stock unit award agreement, 33.33% of the shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2024, 33.33% of the shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2025, and 33.34% shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2026, subject to the reporting person's Continuous Service (as defined in the Utz Brands, Inc. 2020 Omnibus Equity Incentive Plan (the "EIP")) to the Company through such dates and subject to certain conditions detailed in the EIP. |
| Footnote - F5: Each of the shares of Issuer's Class A Common Stock are subject to a restricted stock unit award under the EIP, made pursuant to Rule 16b-3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
Remarks: See Power of Attorney attached hereto as Exhibit 24.1. |
Owner Signature: |
| Signature Name: /s/ Theresa R. Shea, as attorney-in-fact for Chad Whyte |
| Signature Date: 2/2/24 |