Noelle O'Mara, Executive Vice President and President of Research and Flavor at Conagra Brands Inc., received a vesting of restricted stock units on July 17, 2026, according to a regulatory filing. The transaction involved 12,007 restricted stock units that vested as part of a three-year grant schedule. O'Mara's total beneficial ownership of Conagra common stock increased following the vesting event and subsequent tax withholding activity.

Key Points

  • NYSE: CAG
  • Executive Vice President and President of Research and Flavor Noelle O'Mara received a vesting of 12,007 restricted stock units on July 17, 2026
  • The RSUs were originally granted on July 17, 2025, and vested on a three-year schedule with the first tranche vesting at 33.33 percent on July 17, 2026
  • Following the vesting transaction, O'Mara's direct beneficial ownership of Conagra common stock totaled 37,727 shares after the acquisition and 32,407 shares following tax withholding

Details of the Restricted Stock Unit Vesting

Noelle O'Mara, who holds the position of Executive Vice President and President of Research and Flavor at Conagra Brands, completed a vesting transaction involving restricted stock units on July 17, 2026. The filing indicates that 12,007 restricted stock units vested on this date as part of an equity compensation arrangement. Each restricted stock unit represents a contingent right to receive one share of Conagra common stock upon the vesting date, according to the disclosure.

The restricted stock units at issue were originally granted on July 17, 2025, and are subject to a three-year vesting schedule. The first tranche of the grant vested on July 17, 2026, at 33.33 percent of the total award. The disclosure indicates that an additional 33.3 percent of the units will vest on July 17, 2027, and the remaining 33.34 percent will vest on July 17, 2028, completing the vesting schedule over the three-year period from the original grant date.

Impact on O'Mara's Beneficial Share Ownership

Following the vesting of the restricted stock units, O'Mara's beneficial ownership position in Conagra Brands common stock changed. The filing shows that after acquiring 12,007 shares from the vesting of the restricted stock units, O'Mara held a total of 37,727 shares of common stock in direct beneficial ownership form. This transaction increased O'Mara's stake in the company through the conversion of vested equity compensation into actual shares of common stock.

The disclosure also reflects a subsequent tax withholding activity. O'Mara withheld 5,320 shares for tax purposes at a price of $14.28 per share on July 17, 2026. This tax withholding is a standard practice where executives retain shares from their equity awards to cover tax obligations resulting from the vesting of restricted stock units. Following the tax withholding, O'Mara's remaining direct beneficial ownership was reduced to 32,407 shares of common stock.

Executive Compensation and Equity Award Structure

The transaction reflects Conagra Brands' equity compensation program for senior executives. The use of restricted stock units as part of executive compensation is common among publicly traded companies as a means of aligning employee interests with shareholder value creation over time. The three-year vesting schedule employed in this grant is a typical structure designed to encourage retention of key talent over an extended period.

O'Mara's role as Executive Vice President and President of Research and Flavor positions her as a senior leader within Conagra's organizational structure. The receipt of restricted stock units through the company's equity compensation program is consistent with compensation practices for executives at this level. The filing demonstrates the ongoing implementation of the company's equity incentive plans for key members of management.

Vesting Schedule and Future Tranches

Under the terms disclosed in the filing, O'Mara's restricted stock units continue to vest on an annual basis through July 17, 2028. The grant was structured with three equal tranches, with the initial 33.33 percent vesting occurring on July 17, 2026. The subsequent vesting dates represent predetermined milestones in the equity compensation arrangement, allowing investors and the company to anticipate the timing of future equity transactions related to this grant.

The multi-year vesting structure is designed to create long-term alignment between executive compensation and company performance over the vesting period. As each tranche vests, it converts from a contingent right into actual shares of common stock, increasing the executive's direct ownership stake in the company. The remaining tranches scheduled to vest in 2027 and 2028 represent a significant portion of the original grant value and will result in further increases to O'Mara's beneficial ownership if held through their respective vesting dates.

Tax Withholding and Net Share Acquisition

The filing indicates that 5,320 shares were withheld for tax purposes following the vesting event. This tax withholding mechanism is a standard feature of equity compensation programs, allowing executives to satisfy tax obligations resulting from the vesting of restricted stock units without requiring out-of-pocket cash payments. The withholding was executed at a price of $14.28 per share, which represents the fair market value of Conagra common stock on the vesting date or a date in close proximity thereto.

The net result of the vesting and tax withholding activity was an increase in O'Mara's direct beneficial ownership of common stock. The acquisition of shares from the vesting of the restricted stock units, net of the shares withheld for taxes, resulted in a net increase to her total shareholdings. This pattern is consistent with standard equity award practices at large publicly traded food and beverage companies where executives receive restricted stock units as part of their compensation packages.

Beneficial Ownership Disclosure Requirements

The filing represents O'Mara's disclosure of changes in beneficial ownership as required under Section 16(a) of the Securities Exchange Act of 1934. Officers and directors of publicly traded companies are required to report transactions in company securities to the Securities and Exchange Commission on a timely basis. These disclosures are part of the regulatory framework designed to provide transparency regarding insider trading activity and executive compensation arrangements.

The transaction was reported on July 21, 2026, which is within the standard filing window for insider transactions. The filing identifies O'Mara's relationship to Conagra Brands as an officer of the company, specifically noting her title as Executive Vice President and President of Research and Flavor. The disclosure provides investors with visibility into executive equity holdings and the ongoing implementation of the company's equity compensation program for senior management personnel.

Conagra Brands Executive Compensation Program

The restricted stock unit grant to O'Mara reflects Conagra Brands' approach to executive compensation through equity-based awards. Restricted stock units are a common form of equity incentive used by food and beverage companies to compensate senior executives while fostering long-term retention and alignment with shareholder interests. The three-year vesting schedule employed in this grant is typical of arrangements designed to encourage multi-year tenure among key leadership personnel.

Conagra Brands, as a diversified food company operating numerous branded products in the North American marketplace, employs equity compensation as part of its overall executive recruitment and retention strategy. The grant to O'Mara and other senior executives reflects the company's commitment to providing competitive compensation packages that include both cash and equity-based components. The restricted stock unit program allows executives to build meaningful equity stakes in the company over time through continued service.

Direct Ownership and Reporting Classification

The filing indicates that O'Mara holds her shares of common stock in direct beneficial ownership form rather than through indirect means such as trusts or other entities. All of the shares acquired through the vesting of restricted stock units and retained following tax withholding are reported as direct beneficial ownership. This classification means that O'Mara maintains direct control and beneficial interest in the securities without intermediary ownership structures.

The direct beneficial ownership classification is significant for regulatory and disclosure purposes, as it indicates the executive's personal interest in the company's securities. O'Mara's 32,407 shares of direct beneficial ownership following the transaction represent a meaningful stake in the company's equity. This direct ownership structure is typical for senior executives who acquire shares through the company's equity compensation programs and elect to retain them as part of their long-term investment strategy.