CONAGRA BRANDS INC. — Director's Dealing 2015

Sep 1, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONAGRA FOODS INC /DE/ (CAG)
CIK: 0000023217
Period of Report: 2015-08-28

Reporting Person: Wise Robert G (SVP, Corporate Controller)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-08-28	Employee Stock Options (right to buy)	$41.73	A	20226	Acquired	2025-08-27	Common Stock (20226)	Direct
2015-08-28	Restricted Stock Units	$	A	3371	Acquired		Common Stock (3371)	Direct

Footnotes

F1: These stock options will become exercisable as to 33.33% on 8/28/2016, 33.33% on 8/28/2017, and 33.34% on 8/28/2018.

F2: Each restricted stock unit represents a contingent right to receive one share of ConAgra Foods common stock upon settlement.

F3: Restricted stock units vest on August 28, 2018, or earlier upon certain events.