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BELLRING BRANDS, INC. Director's Dealing 2022

May 17, 2022

31081_dirs_2022-05-16_f9e57bc9-0e62-4cc8-b175-b7fbad85dc98.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELLRING BRANDS, INC. (BRBR)
CIK: 0001772016
Period of Report: 2022-03-10

Reporting Person: STEIN ELLIOT JR (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2022-03-10 Common Stock A 15927 Acquired 15927 Direct
2022-03-10 Common Stock A 2535 Acquired 2535 Indirect
2022-05-12 Common Stock P 2000 $23.67 Acquired 19551 Direct

Footnotes

F1: Reflects securities acquired 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"). Such securities were originally included on the Form 3 filed by the Reporting Person on March 10, 2022.

F2: Includes unvested restricted stock units ("RSUs"), which awards continue to be subject to the same terms and conditions of the Old BellRing awards. In connection with the Transactions, unvested RSUs of Old BellRing were assumed by Issuer and continue to be subject to the same terms and conditions of the Old BellRing awards.

F3: These shares were inadvertently reported as indirectly held by 401(k) on the Form 3 filed by the Reporting Person on March 10, 2022.

F4: In connection with 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 1,624 additional RSUs received in connection with such adjustment, which RSUs are subject to the same vesting terms as the underlying awards.