X0306 4 2018-04-03 0 0001564822 PINNACLE FOODS INC. PF 0001659925 BARKLEY MICHAEL J. C/O PINNACLE FOODS INC. 399 JEFFERSON ROAD PARSIPPANY NJ 07054-3707 0 1 0 0 EVP, President - Boulder Common Stock, par value $0.01 2018-04-03 4 M 0 7992 0.00 A 15347 D Common Stock, par value $0.01 2018-04-03 4 F 0 2496 54.10 D 12851 D Performance Shares 2018-04-03 4 M 0 7992 0.00 D 2018-04-03 2018-04-03 Common Stock, par value $0.01 7992 0 D On April 1, 2015, the Reporting Person was awarded 5,328 target performance shares with a three-year performance period ending March 31, 2018 pursuant to the Pinnacle Foods Inc. (the "Company") 2013 Omnibus Incentive Plan. On April 3, 2018, the Compensation Committee of the Board of Directors approved a payout of 150% of the target performance shares under the performance standards set in 2015, based on the relative Total Shareholder Return ("TSR") of the Company as compared to the TSR of each of the companies in the Company's peer group over the period beginning April 1, 2015 and ending March 31, 2018. On April 3, 2018, the Reporting Person acquired 7,992 shares of the Company's common stock ("shares") upon the vesting of the performance shares. Each performance share represents a contingent right to receive one share. The Reporting Person received one share for each performance share that vested. 2,496 shares were withheld automatically in order to satisfy the tax liability that arose upon vesting of the performance shares. Reflects the closing price of the shares on March 29, 2018. /s/ Uche Ndumele, by Power of Attorney 2018-04-05