-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QU7cH337xT99y7E1+/NPbPsPfZn1u2rFlx6cNnKBBwXGs5bNzjSGeXz6wTH58R58 uX3LpNGBjW7Y6qZ3QSbcbQ== 0001209191-05-034268.txt : 20050630 0001209191-05-034268.hdr.sgml : 20050630 20050630215735 ACCESSION NUMBER: 0001209191-05-034268 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050628 FILED AS OF DATE: 20050630 DATE AS OF CHANGE: 20050630 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TreeHouse Foods, Inc. CENTRAL INDEX KEY: 0001320695 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] IRS NUMBER: 202311383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2515 MCKINNEY AVENUE STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2143033400 MAIL ADDRESS: STREET 1: 2515 MCKINNEY AVENUE STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WALSH HARRY J CENTRAL INDEX KEY: 0001053896 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32504 FILM NUMBER: 05930155 BUSINESS ADDRESS: STREET 1: 677 KARCH AVE CITY: ELMHURST STATE: IL ZIP: 60126 BUSINESS PHONE: 2123711717 MAIL ADDRESS: STREET 1: 135 E 57TH ST CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2005-06-28 0 0001320695 TreeHouse Foods, Inc. THS 0001053896 WALSH HARRY J 1333 BUTTERFIELD ROAD SUITE 490 DOWNERS GROVE IL 60515 0 1 0 0 Sr VP of Operations Common Stock 2005-06-28 4 A 0 94641 0.00 A 145976 D Non-Qualified Stock Option (right to buy) 29.65 2005-06-28 4 A 0 186534 0.00 A 2015-06-28 common stock 186534 186534 D Restricted Stock Units 2005-06-28 4 A 0 97390 0.00 A common stock 97390 97390 D On June 27, 2005, the common stock of TreeHouse Foods, Inc. split 256.677327:1, resulting in the reporting person's acquisition of 51,135 additional shares of common stock. The stock options will vest in three approximately equal installments on each of the first three anniversaries of the grant date. Each restricted stock unit represents a contingent right to receive one share of common stock of TreeHouse Foods, Inc. The restricted stock units vest in three approximately equal installments on each of the first three anniversaries of the grant date. Vested restricted stock units will be delivered to the reporting person five business days following the earlier to occur of (1) the fifth anniversary of the date of grant or (ii) the sixth month anniversary of the date the reporting person's employment with TreeHouse Foods, Inc. terminates. Restricted stock units that have not become vested on or before the fifth anniversary of the grant date will be forfeited by the reporting person. List of Exhibits: Exhibit No. 24 Power of Attorney /s/ Thomas E. ONeill, pursuant to Power of Attorney 2005-06-30 EX-24.4_91387 2 poa.txt POA DOCUMENT POWER OF ATTORNEY (Section 16 Filings) Know all by these presents, that the undersigned hereby constitutes and appoints each of Thomas E. ONeill, Sam K. Reed, David B. Vermylen, and E. Nichol McCully, signing singly, the undersigneds true and lawful attorney-in-fact to: 1. Execute for and on behalf of the undersigned, in the undersigneds capacity as an officer and/or director of TreeHouse Foods, Inc. (TreeHouse), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder; 2. Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such form with the United States Securities and Exchange Commission and any national quotation system, national securities exchange, stock exchange or similar authority; and 3. Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of or legally required by the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-facts discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is TreeHouse assuming, any of the undersigneds responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigneds holdings of and transactions in securities issued by TreeHouse, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 6th day of June, 2005. /s/ Harry J. Walsh ____________________________________ Signature Harry J. Walsh ____________________________________ Print Name -----END PRIVACY-ENHANCED MESSAGE-----