X0306 4 2020-05-28 0 0000023217 CONAGRA BRANDS INC. CAG 0001159159 JANA PARTNERS LLC 1330 AVENUE OF THE AMERICAS, 32ND FLOOR NEW YORK NY 10019 1 0 0 1 See Remarks Common Stock 2020-05-28 4 M 0 5054 0.00 A 10858371 D Restricted Stock Units 0.00 2020-05-28 4 M 0 5054 D Common Stock 5054 0 D The restricted stock units ("RSUs") were granted on May 28, 2019 and vested on May 28, 2020. Each RSU represented the contingent right to receive one share of the Issuer's common stock on the vesting date. The RSUs were issued to Scott Ostfeld ("Mr. Ostfeld"), a partner of JANA Partners LLC ("JANA"), who currently serves on the board of directors of the Issuer. Mr. Ostfeld assigned the RSUs and all other compensation he will receive as a director of the Issuer to JANA and such RSUs and compensation has been, or will be, transferred directly to JANA. Includes 114 shares of common stock that Mr. Ostfeld received through dividend equivalent reinvestment since the date of JANA's last Form 4. JANA is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. Barry Rosenstein is the Managing Partner of JANA. JANA and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein. JANA may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr. Ostfeld currently serves on the board of directors of the Issuer. /s/ JANA Partners LLC, by Jennifer Fanjiang, Chief Legal Officer and Chief Compliance Officer 2020-05-29