FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
![]() |
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
BEYOND MEAT, INC. [ BYND ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 05/07/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/07/2020 | M | 10,009 | A | $3 | 260,288 | D | |||
Common Stock | 05/07/2020 | M | 25,000 | A | $25 | 285,288 | D | |||
Common Stock | 05/07/2020 | S(1) | 8,802 | D | $123.6727 | 276,486 | D | |||
Common Stock | 05/07/2020 | S(2) | 13,128 | D | $124.559 | 263,358 | D | |||
Common Stock | 05/07/2020 | S(3) | 5,940 | D | $125.5876 | 257,418 | D | |||
Common Stock | 05/07/2020 | S(4) | 6,318 | D | $126.7104 | 251,100 | D | |||
Common Stock | 05/07/2020 | S(5) | 821 | D | $127.2142 | 250,279 | D | |||
Common Stock | 05/07/2020 | A | 295(6) | A | $0 | 1,923 | I | By Son | ||
Common Stock | 05/11/2020 | S(7) | 48,700 | D | $130.2983 | 201,579 | D | |||
Common Stock | 05/11/2020 | S(8) | 1,300 | D | $131.005 | 200,279 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $3 | 05/07/2020 | M | 10,009 | (9) | 02/14/2028 | Common Stock | 10,009 | $0 | 137,503 | D | ||||
Stock Option (right to buy) | $25 | 05/07/2020 | M | 25,000 | (10) | 05/01/2029 | Common Stock | 25,000 | $0 | 75,000 | D |
Explanation of Responses: |
1. This transaction was executed in multiple trades at prices ranging from $123.11 to $124.06. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
2. This transaction was executed in multiple trades at prices ranging from $124.11 to $125.105. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
3. This transaction was executed in multiple trades at prices ranging from $125.11 to $126.10. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
4. This transaction was executed in multiple trades at prices ranging from $126.11 to $127.08. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
5. This transaction was executed in multiple trades at prices ranging from $127.15 to $127.62. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
6. Restricted stock units ("RSU") granted under the 2018 Equity Incentive Plan ("Plan") on May 7, 2020; 1/4th of the total number of shares subject to the RSU award vests on April 6, 2021, and 1/16th of the total number of shares subject to the RSU award vests each quarter thereafter, until the award is fully vested on April 5, 2024, subject to continued service by the Reporing Person. |
7. This transaction was executed in multiple trades at prices ranging from $130.00 to $130.88. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
8. This transaction was executed in multiple trades at prices ranging from $131.00 to $131.05. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
9. Exercise of stock option granted under the Plan on February 15, 2018; the option vested and became exercisable as to 25% of the total shares on May 30, 2018, and 1/48th of the total shares vests and becomes exercisable monthly thereafter such that the option is fully vested and exercisable on May 30, 2021, subject to an Executive Change in Control Severance Agreement by and between the Reporting Person and the Issuer. |
10. Exercise of stock option granted under the Plan on May 1, 2019; the option vested and became exercisable as to 25% of the total shares on May 1, 2020, and 1/48th of the total shares vests and becomes exercisable monthly thereafter such that the option is fully vested and exercisable on May 1, 2023, subject to an Executive Change in Control Severance Agreement by and between the Reporting Person and the Issuer. |
Remarks: |
/s/ Teri L. Witteman, as Attorney-In-fact for Charles Muth | 05/11/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |