Utz Brands, Inc. — Director's Dealing 2020

Dec 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Utz Brands, Inc. (UTZ)
CIK: 0001739566
Period of Report: 2020-12-22

Reporting Person: Series U of UM Partners, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-22	Class A Common Stock	C	765000	—	Acquired	765000	Direct
2020-12-22	Class V Common Stock	J	765000	—	Disposed	51296650	Direct
2020-12-23	Class A Common Stock	G	765000	—	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-22	Company Common Units	$	C	765000	Disposed		Class A Common Stock (765000.0)	Direct

Footnotes

F1: These securities are solely owned by Series U of UM Partners, LLC, who is a member of a "group" with Series R of UM Partners, LLC for purposes of Section 13(d) of the Exchange Act.

F2: Reflects an exchange of Common Company Units together with the surrender and cancellation of the same number of Class V Common Stock for an equal number of shares of Class A Common Stock, pursuant to the Third Amended and Restated Limited Liability Company Agreement of Utz Brands Holdings, LLC (the "LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b).

F3: These shares of Class V Common Stock of the Issuer provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock is entitled to vote as a common stockholder of the Issuer, with the number of votes equal to the number of shares of Class V Common Stock held at the time of such vote.

F4: These Common Company Units represent non-voting limited liability company interest of Utz Bands, Inc. pursuant to the terms of the LLC Agreement. Subject to certain exceptions, beginning on the earlier of August 28, 2021 or such earlier time as the lock-up period set forth in an agreement between the Issuer and the Reporting Persons ends, these units may be exchanged at the discretion of the holder for shares of Class A Common Stock on a one-for-one basis pursuant to certain limitations set forth in the LLC Agreement.