SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

de Abreu Souza Ricardo

(Last)

(First)

(Middle)

5 WESTBROOK CORPORATE CENTER

(Street)

WESTCHESTER

60154

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2014

3. Issuer Name and Ticker or Trading Symbol
Ingredion Inc [ INGR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr VP and Pres, S A Ingr Sol

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	11,877.3116⁽¹⁾⁽²⁾⁽³⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Options (Right to Buy)	⁽⁴⁾	01/23/2016	Common Stock	5,400	$25.825	D
Employee Stock Options (Right to Buy)	⁽⁵⁾	01/22/2017	Common Stock	5,000	$33.8	D
Employee Stock Options (Right to Buy)	⁽⁶⁾	01/28/2018	Common Stock	5,400	$34.36	D
Employee Stock Options (Right to Buy)	⁽⁷⁾	01/26/2019	Common Stock	5,400	$25.58	D
Employee Stock Options (Right to Buy)	⁽⁸⁾	01/25/2020	Common Stock	7,500	$28.75	D
Employee Stock Options (Right to Buy)	⁽⁹⁾	02/07/2021	Common Stock	3,300	$47.95	D
Employee Stock Options (Right to Buy)	⁽¹⁰⁾	02/06/2022	Common Stock	3,700	$55.95	D
Employee Stock Options (Right to Buy)	⁽¹¹⁾	02/04/2023	Common Stock	3,806	$66.07	D

Explanation of Responses:

1. Includes 3,000 shares of restricted stock. The restrictions on these 3,000 shares will lapse on the fifth anniversary of the January 26, 2010 grant date.

2. Includes 4,024 restricted stock units ("RSUs") issued under the Ingredion Stock Incentive Plan. The RSUs may be settled only in shares of Common Stock (one share per RSU). 1,300 RSUs will vest on February 8, 2014, 1,400 RSUs will vest on February 7, 2015 and 1,324 RSUs will vest on February 5, 2016. In the event of termination of employment due to death, disability or retirement (defined as age 55 and 10 years of service), the RSUs will vest on a pro-rata basis using the number of full months employed during the thirty-six month period.

3. Includes RSUs acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest.

4. These options vested in two equal annual installments on January 24, 2007 and 2008.

5. These options vested in three equal annual installments on January 23, 2008, 2009 and 2010.

6. These options vested in three equal annual installments on January 29, 2009, 2010 and 2011.

7. These options vested in three equal annual installments on January 27, 2010, 2011 and 2012.

8. These options vested in three equal annual installments on January 26, 2011, 2012 and 2013.

9. Two thirds of these options vested in two equal annual installments on February 8, 2012 and 2013, and the remaining one third of these options will vest on February 8, 2014.

10. One third of these options vested on February 7, 2013, and the remaining two thirds of these options will vest in two equal annual installments on February 7, 2014 and 2015.

11. These options will vest in three equal annual installments on February 5, 2014, 2015 and 2016.

Remarks:

Exhibit List Exhibit 24 -- Power of Attorney

	Christine M. Castellano, Attorney-in-Fact	01/13/2014
	** 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 5 (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.