Ingredion Inc — Director's Dealing 2021

Feb 11, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ingredion Inc (INGR)
CIK: 0001046257
Period of Report: 2021-02-09

Reporting Person: Xu Jinghuai (SVP, Chief Innovation Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-09	Common Stock	A	1578	$87.12	Acquired	12119.7833	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-09	Employee Stock Options (Right to Buy)	$87.12	A	11170	Acquired	2031-02-09	Common Stock (11170)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (59.478)	59.478	Direct

Footnotes

F1: These are restricted stock units ("RSUs") issued under the Ingredion Incorporated Stock Incentive Plan. The RSUs may be settled only in shares of common stock (one share per RUS) and will vest on February 9, 2024. In the event of termination of employment due to (a) death (b) disability or (c) retirement on or after (i) age 65, (II) age 62 with a minimum of 5 years of continuous employment with or service to the Company or its Subsidiaries or affiliates or (iii) age 55 with a minimum of 10 years of continuous employment with or service to the Company or its Subsidiaries or affiliates (in the case of each termination described in (a), (b) or (c), a "Retirement") the RSUs will vest on a prorata basis determined by multiplying the number of RSUs awarded and or credited by a fraction, the numerator of which is the number of full months that have elapsed between the Grant Date and the termination date and the denominator of which is 36. Notwithstanding the foregoing, in the event of Retirement on or after February 9, 2022, the RSUs shall continue to vest in accordance with the vesting schedule.

F2: Includes restricted stock units (RSUs) acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest.

F3: These options will vest in three equal annual installments on February 9, 2022, 2023, 2024.

F4: Each phantom stock unit represents the right to receive one share of common stock.