Freshpet, Inc. — Director's Dealing 2019

Jun 10, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Freshpet, Inc. (FRPT)
CIK: 0001611647
Period of Report: 2019-06-06

Reporting Person: Morris Scott James (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-06-06	common stock	M	7434	$7.10	Acquired	170232	Direct
2019-06-06	common stock	S	7434	$47.647	Disposed	162798	Direct
2019-06-06	common stock	M	11700	$9.05	Acquired	174498	Direct
2019-06-06	common stock	S	11700	$47.818	Disposed	162798	Direct
2019-06-06	common stock	M	9000	$9.05	Acquired	171798	Direct
2019-06-06	common stock	S	9000	$47.75	Disposed	162798	Direct
2019-06-07	common stock	M	5208	$9.05	Acquired	168006	Direct
2019-06-07	common stock	S	5208	$47.9020	Disposed	162798	Direct
2019-06-07	common stock	M	2511	$9.05	Acquired	165309	Direct
2019-06-07	common stock	S	2511	$47.80	Disposed	162798	Direct
2019-06-07	common stock	M	8913	$11	Acquired	171711	Direct
2019-06-07	common stock	S	8913	$47.815	Disposed	162798	Direct
2019-06-07	common stock	M	5000	$11	Acquired	167798	Direct
2019-06-07	common stock	S	5000	$47.872	Disposed	162798	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-06-06	Options to purchase common stock	$7.10	M	7434	Disposed	2021-01-01	Common Stock (7434)	Direct
2019-06-06	Options to purchase common stock	$9.05	M	11700	Disposed	2026-05-10	Common Stock (11700)	Direct
2019-06-06	Options to purchase common stock	$9.05	M	9000	Disposed	2026-05-10	Common Stock (9000)	Direct
2019-06-07	Options to purchase common stock	$9.05	M	5208	Disposed	2026-05-10	Common Stock (5208)	Direct
2019-06-07	Options to purchase common stock	$9.05	M	2511	Disposed	2026-05-10	Common Stock (2511)	Direct
2019-06-07	Options to purchase common stock	$11	M	8913	Disposed	2027-04-03	Common Stock (8913)	Direct
2019-06-07	Options to purchase common stock	$11	M	5000	Disposed	2027-04-03	Common Stock (5000)	Direct

Footnotes

F1: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $48.14. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.08 to $48.13. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F3: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.75 to $48.00. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F4: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.63 to $48.00. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F5: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.75 to $47.855. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F6: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.75 to $47.975. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set in this Form 4.

F7: The options were originally issued pursuant to the Issuer's 2010 Stock Option Plan as performance based awards. On December 30, 2016, the awards were amended from performance based awards to time vested awards. The awards as amended vested on December 31, 2018.

F8: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. Half of the options vest in three equal annual installments beginning May 10, 2017. The remaining options are subject to the satisfaction of certain performance goals over three years beginning December 31, 2016 and the reporting person's continued employment through the vesting date.

F9: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. The option vests in three equal annual installments beginning May 10, 2017.

F10: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. The option vests in three equal annual installments beginning May 10, 2017.

F11: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. Half of the options vest in three equal annual installments beginning May 10, 2017. The remaining options are subject to the satisfaction of certain performance goals over three years beginning December 31, 2016 and the reporting person's continued employment through the vesting date.

F12: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. Half of the options vest in three equal annual installments beginning April 3, 2018. The remaining options are subject to the satisfaction of certain performance goals and vest on December 31, 2020 and the reporting person's continued employment through the vesting date.

F13: The options were issued pursuant to the Issuer's 2014 Omnibus Incentive Plan. Half of the options vest in three equal annual installments beginning April 3, 2018. The remaining options are subject to the satisfaction of certain performance goals and vest on December 31, 2020 and the reporting person's continued employment through the vesting date.