TreeHouse Foods, Inc. — Director's Dealing 2015

Jul 1, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TreeHouse Foods, Inc. (THS)
CIK: 0001320695
Period of Report: 2015-06-26

Reporting Person: Sliva Christopher D (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-27	Common Stock	M	1270	$0.00	Acquired	5222	Direct
2015-06-27	Common Stock	F	395	$76.30	Disposed	4827	Direct
2015-06-27	Common Stock	M	1250	$0.00	Acquired	6077	Direct
2015-06-27	Common Stock	F	389	$76.30	Disposed	5688	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-06-26	Restricted Stock Unit	$	A	4290	Acquired		Common Stock (4290)	Direct
2015-06-26	Non-qualified Stock Option (right to buy)	$76.30	A	21150	Acquired		Common Stock (21150)	Direct
2015-06-27	Restricted Stock Unit	$	M	1270	Disposed		Common Stock (1270)	Direct
2015-06-27	Restricted Stock Unit	$	M	1250	Disposed		Common Stock (1250)	Direct

Footnotes

F1: Settlement of restricted stock units into shares of common stock.

F2: Shares withheld to satisfy minimum tax withholding obligations upon vesting of restricted stock award.

F3: Each restricted stock unit represents a contingent right to receive one share of common stock of TreeHouse Foods, Inc.

F4: The restricted stock units vest and settle in stock or cash in three approximately equal installments on each of the first three anniversaries of the grant date.

F5: The stock options have a ten-year term and will vest in three approximately equal installments on each of the first three anniversaries of the grant date.