H. J. Heinz Company (NYSE:HNZ), a global food
manufacturer, today announced that its Chairman, President, and Chief
Executive Officer, William R. Johnson, has adopted a prearranged
trading plan in order to diversify his investment portfolio and
achieve liquidity. The stock trading plan was adopted in accordance
with the guidelines specified under Rule 10b5-1 of the Securities and
Exchange Act of 1934.
Rule 10b5-1 allows persons who may have material non-public information about a company to adopt written, pre-arranged stock trading plans when they are not in possession of material, non-public information. Such plans establish parameters for future stock transactions to automatically take place which may be modified or revoked by the person adopting the plan only in limited circumstances. In providing for these plans, the SEC recognized the need for corporate insiders to gradually diversify their holdings and spread stock trades out over extended periods of time to reduce market impact, without concerns whether such individuals might have had access to material, non-public information at the time of a particular transaction.
Mr. Johnson's plan provides for the exercise of 554,975 options of Heinz Common Stock due to expire in June 2006, the retention of approximately half of the after-tax proceeds in Heinz Common Stock, and the balance to be liquidated at certain predetermined price levels. The sales may begin on December 5, 2005 subject to satisfaction of certain conditions and continue through February 13, 2006, at which date the trading plan terminates. The transactions under the plan will be disclosed publicly as they occur through Form 144 and Form 4 filings with the Securities and Exchange Commission.
ABOUT HEINZ: H.J. Heinz Company, offering "Good Food, Every Day(TM)," is one of the world's leading marketers and producers of branded foods in ketchup, condiments, sauces, meals, soups, seafood, snacks, and infant foods. Heinz satisfies hungry consumers in every outlet, from supermarkets to restaurants to convenience stores and kiosks. Heinz is a global family of leading brands, including Heinz(R) Ketchup, sauces, soups, beans, pasta and infant foods (representing nearly one-third of total sales or close to $3 billion), HP(R) and Lea & Perrins(R), Ore-Ida(R) french fries and roasted potatoes, Boston Market(R) and Smart Ones(R) meals, and Plasmon(R) baby food. Heinz's 50 companies have number-one or number-two brands in 200 countries, showcased by Heinz(R) Ketchup, The World's Favorite Ketchup(TM). Information on Heinz is available at www.heinz.com/news.
Rule 10b5-1 allows persons who may have material non-public information about a company to adopt written, pre-arranged stock trading plans when they are not in possession of material, non-public information. Such plans establish parameters for future stock transactions to automatically take place which may be modified or revoked by the person adopting the plan only in limited circumstances. In providing for these plans, the SEC recognized the need for corporate insiders to gradually diversify their holdings and spread stock trades out over extended periods of time to reduce market impact, without concerns whether such individuals might have had access to material, non-public information at the time of a particular transaction.
Mr. Johnson's plan provides for the exercise of 554,975 options of Heinz Common Stock due to expire in June 2006, the retention of approximately half of the after-tax proceeds in Heinz Common Stock, and the balance to be liquidated at certain predetermined price levels. The sales may begin on December 5, 2005 subject to satisfaction of certain conditions and continue through February 13, 2006, at which date the trading plan terminates. The transactions under the plan will be disclosed publicly as they occur through Form 144 and Form 4 filings with the Securities and Exchange Commission.
ABOUT HEINZ: H.J. Heinz Company, offering "Good Food, Every Day(TM)," is one of the world's leading marketers and producers of branded foods in ketchup, condiments, sauces, meals, soups, seafood, snacks, and infant foods. Heinz satisfies hungry consumers in every outlet, from supermarkets to restaurants to convenience stores and kiosks. Heinz is a global family of leading brands, including Heinz(R) Ketchup, sauces, soups, beans, pasta and infant foods (representing nearly one-third of total sales or close to $3 billion), HP(R) and Lea & Perrins(R), Ore-Ida(R) french fries and roasted potatoes, Boston Market(R) and Smart Ones(R) meals, and Plasmon(R) baby food. Heinz's 50 companies have number-one or number-two brands in 200 countries, showcased by Heinz(R) Ketchup, The World's Favorite Ketchup(TM). Information on Heinz is available at www.heinz.com/news.
© 2005 Business Wire
