CONAGRA BRANDS INC. — Director's Dealing 2021

Jun 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONAGRA BRANDS INC. (CAG)
CIK: 0000023217
Period of Report: 2021-06-01

Reporting Person: JANA PARTNERS LLC (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-06-01	Common Stock	A	4495	—	Acquired	8055499	Direct

Footnotes

F1: Includes a grant from the Issuer of 4,367 restricted stock units ("RSUs") and 128 dividend equivalent units on previously-reported RSUs that vested on June 1, 2021.

F2: Each RSU represents a contingent right to receive one share of the Issuer's common stock on June 1, 2022, or earlier upon certain events. The RSUs were issued to Scott Ostfeld ("Mr. Ostfeld"), a partner of JANA Partners LLC ("JANA"), who currently serves on the board of directors of the Issuer. Mr. Ostfeld assigned the RSUs and all other compensation he will receive as a director of the Issuer to JANA and such RSUs and compensation has been, or will be, transferred directly to JANA

F3: JANA is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. Barry Rosenstein is the Managing Partner of JANA. JANA and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein.