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^*

Werneck Melissa

(Last)

(First)

(Middle)

C/O THE KRAFT HEINZ COMPANY

ONE PPG PLACE, SUITE 3200

(Street)

PITTSBURGH

15222

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/20/2022

3. Issuer Name and Ticker or Trading Symbol
Kraft Heinz Co [ KHC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & Global Chief People Ofcr

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	226,072⁽¹⁾⁽²⁾	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)
Stock Options (right to buy)	03/01/2021⁽³⁾	03/01/2026	Common Stock	32,192	$77.66	D
Stock Options (right to buy)	03/01/2024⁽⁴⁾	03/01/2031	Common Stock	2,858	$37.09	D

Explanation of Responses:

1. Includes: (i) 58,465 shares of common stock; (ii) 11,760 shares acquired through a dividend reinvestment program; (iii) 8,202 restricted stock units ("RSUs") awarded on March 1, 2017 pursuant to the Issuer's Bonus Swap Program, scheduled to vest 100% on March 1, 2022; (iv) 22,425 RSUs awarded on March 1, 2018, scheduled to vest 100% on March 1, 2023; (v) 24,597 RSUs awarded on August 16, 2019, scheduled to vest 50% on August 16, 2022 and 50% on August 16, 2023; (vi) 10,429 RSUs awarded on August 16, 2019, scheduled to vest 100% on August 16, 2022; (vii) 17,423 RSUs awarded on June 1, 2020, scheduled to vest 50% on June 1, 2022 and 50% on June 1, 2023; (viii) 32,874 RSUs awarded on June 1, 2021, scheduled to vest 50% on June 1, 2022, 25% on June 1, 2023, and 25% on June 1, 2024; (ix) 16,177 RSUs awarded on March 1, 2021, scheduled to vest 75% on March 1, 2024 and 25% on March 1, 2025; (x) 5,716 RSUs awarded on March 1, 2021, scheduled to vest 100% on March 1, 2024; and

2. (continued from footnote 1) (xi) 18,004 RSUs awarded on March 1, 2021 pursuant to the Issuer's Bonus Swap Program, scheduled to vest 100% on March 1, 2024. The RSUs are subject to the terms and conditions of the applicable award agreements.

3. Options vested 100% on March 1, 2021, subject to the terms and conditions of the stock option award agreement.

4. Options vest 100% on March 1, 2024, subject to the terms and conditions of the stock option award agreement.

Remarks:

	/s/ Nicole Fritz, by Power of Attorney	01/31/2022
	** 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).
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