CAMPBELL'S Co — Director's Dealing 2015

Sep 17, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAMPBELL SOUP CO (CPB)
CIK: 0000016732
Period of Report: 2015-08-24

Reporting Person: DORRANCE BENNETT (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-08-24	Common Stock	J	2419355	$0.00	Disposed	0	Indirect
2015-08-24	Common Stock	J	2419355	$0.00	Acquired	27876085	Indirect
2015-09-15	Common Stock	J	2411555	—	Disposed	25464530	Indirect
2015-09-15	Common Stock	J	2411555	—	Acquired	27876085	Indirect
2015-09-15	Common Stock	G	7800	$0.00	Disposed	27876085	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5718	Direct
Common Stock	460554	Indirect
Common Stock	2043	Indirect
Common Stock	17957141	Indirect

Footnotes

F1: For estate planning purposes, Clarabelle Investments, LLC ("Clarabelle") transferred shares of Campbell Soup Company stock to Guillermo Investments, LLC ("Guillermo") in exchange for an ownership interest in Guillermo. The sole member of Clarabelle is the Bennett Dorrance Revocable Trust (the "Trust"), of which Mr. Dorrance is sole trustee, and the manager of Clarabelle is Hank, Inc. ("Hank"), of which Mr. Dorrance is the sole director and majority owner. The sole manager of Guillermo is Hank. The transfer constituted a change in the form of indirect beneficial ownership but not a change in Mr. Dorrance's indirect pecuniary interest in the shares that were transferred. Clarabelle then distributed its interest in Guillermo to the Trust, its sole owner. The distribution constituted a change in the form of indirect beneficial ownership but not a change in Mr. Dorrance's indirect pecuniary interest in the shares that were transferred.

F2: Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F3: For estate planning purposes, the membership interest in Guillermo owned by the Trust was sold in a private transaction to DFE Legacy Trust, which is also a member of Guillermo. The underlying shares of Campbell Soup Company Stock held by Guillermo were not sold, assigned or otherwise transferred.

F4: Represents the gift of a 0.02798% interest in Guillermo to a charitable foundation. The underlying shares of Campbell Soup Company stock were not sold, assigned or otherwise transferred.

F5: Bennett Dorrance is the sole Trustee of the Bennett Dorrance Revocable Trust.

F6: Held by Hank, Inc., of which Mr. Dorrance is the majority owner and sole director.

F7: Held by ABD Investments, LLC, of which Hank is the sole manager.