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^*

Barnard Stephen J

(Last)

(First)

(Middle)

C/O MISSION PRODUCE, INC.

2500 E. VINEYARD AVENUE, SUITE 300

(Street)

OXNARD

93036

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/30/2020

3. Issuer Name and Ticker or Trading Symbol
Mission Produce, Inc. [ AVO ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	PRESIDENT AND CEO

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	1,107,125	I⁽¹⁾	BARNARD PROPERTIES, LLC
COMMON STOCK	2,005,396	I⁽²⁾	SHELLY R. BARNARD GT TRUST
COMMON STOCK	2,005,396	I⁽²⁾	STEPHEN J. BARNARD GT TRUST

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)
STOCK OPTION (RIGHT TO BUY)	⁽³⁾	07/09/2029	COMMON STOCK	1,700,000	$13.74	D

Explanation of Responses:

1. Mr. Barnard disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.

2. Mr. Barnard is a trustee of these trusts and family members are beneficiaries. Mr. Barnard disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.

3. The option vests: (i) as to 50% of the shares underlying the option, upon the closing of an initial public offering of the Company's common stock and (ii) as to 50% of the shares underlying the option, in five substantially equal installments on each anniversary of the grant date over a five-year period, subject to continued employment.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney.

	/s/ Jeremy B. Warren, Attorney-in-Fact for Stephen J. Barnard	09/30/2020
	** 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 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.
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