TYSON FOODS, INC. — Director's Dealing 2016

Mar 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYSON FOODS INC (TSN)
CIK: 0000100493
Period of Report: 2015-12-16

Reporting Person: VAN BEBBER DAVID L (EVP & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-16	Class A Common Stock	G	3000	—	Disposed	171996.8242	Direct
2015-12-17	Class A Common Stock	G	1000	—	Disposed	170996.8242	Direct
2016-01-06	Class A Common Stock	G	750	—	Disposed	170246.8242	Direct
2016-03-15	Class A Common Stock	J	124.38	—	Acquired	170371.2042	Direct
2016-03-24	Class A Common Stock	J	416.6037	—	Acquired	2866.1044	Indirect
2016-03-24	Class A Common Stock	M	10000	$4.90	Acquired	180371.2042	Direct
2016-03-24	Class A Common Stock	S	10000	$67.207	Disposed	170371.2042	Direct
2016-03-24	Class A Common Stock	M	10000	$12.02	Acquired	180371.2042	Direct
2016-03-24	Class A Common Stock	S	10000	$67.174	Disposed	170371.2042	Direct
2016-03-24	Class A Common Stock	M	10000	$16.19	Acquired	180371.2042	Direct
2016-03-24	Class A Common Stock	S	10000	$67.141	Disposed	170371.2042	Direct
2016-03-24	Class A Common Stock	M	10000	$19.63	Acquired	180371.2042	Direct
2016-03-24	Class A Common Stock	S	10000	$66.961	Disposed	170371.2042	Direct
2016-03-24	Class A Common Stock	M	15800	$19.36	Acquired	186171.2042	Direct
2016-03-24	Class A Common Stock	S	15800	$66.847	Disposed	170371.2042	Direct
2016-03-24	Class A Common Stock	M	19667	$31.82	Acquired	190038.2042	Direct
2016-03-24	Class A Common Stock	S	19667	$66.743	Disposed	170371.2042	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$4.9	M	10000	Disposed	2018-11-14	Class A Common Stock (10000.0)	Direct
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$12.02	M	10000	Disposed	2019-11-30	Class A Common Stock (10000.0)	Direct
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$16.19	M	10000	Disposed	2020-11-29	Class A Common Stock (10000.0)	Direct
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$19.63	M	10000	Disposed	2021-11-28	Class A Common Stock (10000.0)	Direct
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$19.36	M	15800	Disposed	2022-11-26	Class A Common Stock (15800.0)	Direct
2016-03-24	Non-Qualified Stock Options (Right to Buy)	$31.82	M	19667	Disposed	2023-11-22	Class A Common Stock (19667.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	1150	Indirect

Footnotes

F1: Includes 9,304.909 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2016 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; Includes 6,949.233 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and, includes 8,456.088 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.

F2: Represents shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-11.

F3: Includes 9,325.7619 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2016 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; Includes 6,964.8073 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and, includes 8,475.039 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.

F4: Represents shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3.

F5: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $66.92 to $67.46, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F6: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $66.93 to $67.31, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F7: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $67.06 to $67.25, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F8: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $66.80 to $67.12, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F9: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $66.79 to $66.93, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F10: This is a weighted average price. These shares were sold in multiple transactions on March 24, 2016 at prices ranging from $66.70 to $66.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.