PILGRIMS PRIDE CORP — Director's Dealing 2012

Mar 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PILGRIMS PRIDE CORP (PPC)
CIK: 0000802481
Period of Report: 2012-03-07

Reporting Person: JBS USA Holdings, Inc. (10% Owner)
Reporting Person: VNBM Participacoes LTDA. (10% Owner)
Reporting Person: VVMB Participacoes LTDA. (10% Owner)
Reporting Person: WWMB Participacoes LTDA. (10% Owner)
Reporting Person: ZMF Participacoes LTDA. (10% Owner)
Reporting Person: J&F Participacoes S.A. (10% Owner)
Reporting Person: ZMF Fundo de Investimento em Participacoes (10% Owner)
Reporting Person: JBS S.A. (10% Owner)
Reporting Person: JBS Global A/S (10% Owner)
Reporting Person: JBS Hungary Holdings KFT (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-07	Common Stock, par value $0.01 per share	X	2059907	$4.50	Acquired	176066229	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-07	Subscription Rights (right to buy)	$4.50	X	2059907	Disposed	2012-03-07	Common Stock, par value $0.01 per share (2059907)	Direct

Footnotes

F1: As more particularly described in the Form 4 filed by JBS USA Holdings, Inc. ("JBS USA") and the other reporting persons identified therein with the United States Securities and Exchange Commission on March 2, 2012, the reporting persons exercised in full their basic subscription rights in the rights offering entitling them to purchase shares of Pilgrim's Pride Corporation ("PPC") common stock.

F2: Pursuant to the rights offering, the reporting persons also exercised their over-subscription privilege in full to acquire additional shares of PPC's common stock on a pro rata basis based on the number of shares each over-subscribing stockholder purchased under the basic subscription privilege to the extent any shares offered in the rights offering were not purchased by PPC's stockholders as part of the basic subscription as of the expiration of the rights offering on February 29, 2012. The reporting persons will acquire 2,059,907 shares of common stock, as determined by the transfer agent on March 7, 2012, when issued by PPC at the closing.

F3: As more particularly described in the Schedule 13D filed by JBS USA and the other reporting persons identified therein (the "13D Reporting Persons") with the United States Securities and Exchange Commission on March 7, 2012, the 13D Reporting Persons share beneficial ownership of the shares of common stock of PPC directly owned by JBS USA. The ownership of all of the reporting persons listed above, other than JBS USA, is indirect.