Post Holdings, Inc. — Director's Dealing 2012

Oct 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Post Holdings, Inc. (POST)
CIK: 0001530950
Period of Report: 2012-09-28

Reporting Person: RALCORP HOLDINGS INC /MO (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-28	Common Stock	J	5450000	—	Disposed	1325985	Direct

Footnotes

F1: Pursuant to an Exchange Agreement, dated as of September 27, 2012, among Ralcorp Holdings, Inc. ("Ralcorp") and certain investment banks party thereto, Ralcorp exchanged 5,450,000 shares of common stock of Post Holdings, Inc. (the "Issuer") with certain debt holders of Ralcorp in satisfaction of approximately $166.2 million of outstanding debt of Ralcorp, reflecting consideration of $30.50 per share. On October 3, 2012, Ralcorp plans to exchange its remaining shares of common stock of the Issuer with certain debt holders of Ralcorp.