BELLRING BRANDS, INC. — Director's Dealing 2022

Nov 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELLRING BRANDS, INC. (BRBR)
CIK: 0001772016
Period of Report: 2022-11-11

Reporting Person: SINGH ROBIN (SVP, OPERATIONS OF PNC)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-11	Common Stock	A	10667	$25.31	Acquired	35952	Direct
2022-11-11	Common Stock	F	1486	$25.31	Disposed	34466	Direct
2022-11-12	Common Stock	F	1887	$25.31	Disposed	34773	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	542	Indirect

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of BellRing Brands, Inc. Common Stock. The restricted stock units were granted under the BellRing Brands, Inc. 2019 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and vest in equal annual increments over three years.

F2: Surrender of shares in payment of tax withholding due as a result of the vesting of 2,996 restricted stock units ("RSUs") in accordance with Rule 16b-3.

F3: Surrender of shares in payment of tax withholding due as a result of the vesting of 3,805 RSUs in accordance with Rule 16b-3.

F4: In connection with the transactions under the transaction agreement and plan of merger entered into on October 26, 2021, as amended on February 28, 2022, whereby BellRing Intermediate Holdings, Inc. (formerly known as BellRing Brands, Inc.) ("Old BellRing") merged with a subsidiary of Issuer and each outstanding share of Old BellRing Class A common stock was converted into one share of Issuer common stock and $2.97 in cash (the "Cash Consideration" and such transactions the "Transactions"), awards under the Old BellRing 2019 Long-Term Incentive Plan were adjusted to account for the Cash Consideration paid to holders of Old Bell Ring common stock in the Transactions. The amount of securities beneficially owned following the reported transaction includes 2,194 additional RSUs received in connection with such adjustment, which RSUs are subject to the same vesting terms as the underlying awards.