Utz Brands, Inc. — Director's Dealing 2024

Feb 3, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Utz Brands, Inc. (UTZ)
CIK: 0001739566
Period of Report: 2023-01-31

Reporting Person: Schreiber Mark (EVP & Chief Customer Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-31	Class A Common Stock	F	1007	$15.86	Disposed	114338	Direct
2023-06-30	Class A Common Stock	A	301	$15.38	Acquired	114639	Direct
2023-12-29	Class A Common Stock	A	302	$15.43	Acquired	114941	Direct
2023-12-31	Class A Common Stock	F	1157	$16.24	Disposed	113784	Direct
2023-12-31	Class A Common Stock	F	1578	$16.24	Disposed	112206	Direct
2024-01-31	Class A Common Stock	A	13194	—	Acquired	125400	Direct
2024-01-31	Class A Common Stock	A	4274	—	Acquired	129674	Direct
2024-01-31	Class A Common Stock	F	1445	$16.24	Disposed	128229	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	700	Indirect

Footnotes

F1: Represents shares withheld for payment of tax liability arising as a result of the vesting of a performance stock unit award reported by the reporting person in a Form 4 filed with the Commission on February 2, 2023.

F2: The shares of Issuer's Class A Common Stock were acquired on June 30, 2023 pursuant to the Utz Brands, Inc. 2021 Employee Stock Purchase Plan (the "ESPP"). The acquisition of these shares of Class A Common Stock was exempt under Rule 16b-3(c) and Rule 16b-3(d).

F3: The shares of Issuer's Class A Common Stock were acquired on December 29, 2023 pursuant to the ESPP. The acquisition of these shares of Class A Common Stock was exempt under Rule 16b-3(c) and Rule 16b-3(d).

F4: Represents shares withheld for payment of tax liability arising as a result of the settlement of a restricted stock unit award originally reported by the reporting person in a Form 4 filed with the Commission on February 2, 2023.

F5: Represents shares withheld for payment of tax liability arising as a result of the settlement of a restricted stock unit award originally reported by the reporting person in a Form 4 filed with the Commission on December 19, 2022.

F6: The restricted stock units vest under the following schedule: Subject to the terms of the restricted stock unit award agreement, 33.33% of the shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2024, 33.33% of the shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2025, and 33.34% shares of Issuer's Class A Common Stock subject to the restricted stock units vest on December 31, 2026, subject to the reporting person's Continuous Service (as defined in the Utz Brands, Inc. 2020 Omnibus Equity Incentive Plan (the "EIP")) to the Company through such dates and subject to certain conditions detailed in the EIP.

F7: Each of the shares of Issuer's Class A Common Stock are subject to a restricted stock unit award under the EIP, made pursuant to Rule 16b-3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

F8: Represents shares issued upon vesting of performance share unit awards, as approved on January 31, 2024 by the Compensation Committee of the Board of Directors of the Issuer. The acquisition of these shares of Class A Common Stock was exempt under Rule 16b-3.

F9: Represents shares withheld for payment of tax liability arising as a result of the vesting of a performance stock unit award reported by the reporting person in this Form 4.

F10: The shares are held in a trust for the benefit of the reporting person and his spouse. The reporting person and their spouse are trustees of the trust. The reporting person disclaims beneficial ownership of these
securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.