Post Holdings, Inc. — Director's Dealing 2019

Nov 15, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Post Holdings, Inc. (POST)
CIK: 0001530950
Period of Report: 2019-11-13

Reporting Person: GRAY DIEDRE J (EVP, GC & CAO, SECY)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-13	Common Stock	A	11023	—	Acquired	19128	Direct
2019-11-13	Common Stock	M	965	—	Acquired	20093	Direct
2019-11-13	Common Stock	F	432	$106.51	Disposed	19661	Direct
2019-11-13	Common Stock	F	886	$106.51	Disposed	18775	Direct
2019-11-14	Common Stock	F	970	$106.34	Disposed	17805	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-13	Restricted Stock Units	$	M	965	Disposed	2027-11-13	Common Stock (965.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13341	Indirect

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Post Holdings, Inc. common stock. The restricted stock units were granted under the Post Holding, Inc. 2019 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and vest in equal annual increments over three years.

F2: Surrender of shares in payment of tax withholding due as a result of the vesting of 965 RSUs in accordance with Rule 16b-3.

F3: Surrender of shares in payment of tax withholding due as a result of the vesting of 1,979 RSUs in accordance with Rule 16b-3.

F4: Surrender of shares in payment of tax withholding due as a result of the vesting of 2,167 RSUs in accordance with Rule 16b-3.

F5: Each restricted stock unit represents a contingent right to receive one share of Post Holdings, Inc. common stock or a cash payment equal to the fair market value of one share of common stock at the Company's discretion upon vesting. The restricted stock units were awarded on November 13, 2017 under the Post Holdings, Inc. 2016 Long-Term Incentive Plan in a transaction exempt under Rule 16b-1 and vest in equal increments over three years.

F6: One-third of the restricted stock units vest on each of the first, second, and third anniversaries of the date of grant without any action on the part of the participant.