0001209191-23-044477.txt : 20230803 0001209191-23-044477.hdr.sgml : 20230803 20230803165639 ACCESSION NUMBER: 0001209191-23-044477 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230802 FILED AS OF DATE: 20230803 DATE AS OF CHANGE: 20230803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McGough Thomas M CENTRAL INDEX KEY: 0001576059 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07275 FILM NUMBER: 231140974 MAIL ADDRESS: STREET 1: C/O CONAGRA FOODS, INC. STREET 2: ONE CONAGRA DRIVE, MS 1-330 CITY: OMAHA STATE: NE ZIP: 68102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CONAGRA BRANDS INC. CENTRAL INDEX KEY: 0000023217 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 470248710 STATE OF INCORPORATION: DE FISCAL YEAR END: 0528 BUSINESS ADDRESS: STREET 1: 222 W. MERCHANDISE MART PLAZA STREET 2: SUITE 1300 CITY: CHICAGO STATE: IL ZIP: 60654 BUSINESS PHONE: 312-549-5000 MAIL ADDRESS: STREET 1: 222 W. MERCHANDISE MART PLAZA STREET 2: SUITE 1300 CITY: CHICAGO STATE: IL ZIP: 60654 FORMER COMPANY: FORMER CONFORMED NAME: CONAGRA FOODS INC /DE/ DATE OF NAME CHANGE: 20001006 FORMER COMPANY: FORMER CONFORMED NAME: CONAGRA INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NEBRASKA CONSOLIDATED MILLS CO DATE OF NAME CHANGE: 19721201 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-02 0 0000023217 CONAGRA BRANDS INC. CAG 0001576059 McGough Thomas M C/O CONAGRA BRANDS, INC. 222 W. MERCHANDISE MART PLAZA, STE 1300 CHICAGO IL 60654 0 1 0 0 EVP & Co-COO 0 Common Stock 2023-08-02 4 M 0 90951 23.00 A 232646.67 D Common Stock 2023-08-02 4 S 0 75522 33.07 D 157124.67 D Common Stock 111303 I By trust Common Stock 400 I By wife Employee Stock Option (right to buy) 23.00 2023-08-02 4 M 0 90951 0.00 D 2024-07-13 Common Stock 90951 0 D All of the shares being sold were acquired by the Reporting Person within the past two business days upon the exercise of stock options. Price reflects the weighted average purchase price for multiple transactions ranging from $32.820 to $33.230 per share, inclusive. The Reporting Person undertakes to provide, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price. Reflects an antidilution adjustment to the number of options and the exercise price for such options, which adjustment was made in connection with the spinoff of Lamb Weston Holdings, Inc. from the Issuer on November 9, 2016 (the "Spinoff"). These stock options became exercisable as to 40% on July 14, 2015, 30% on July 14, 2016, and 30% on July 14, 2017. Exhibit 24 - Power of Attorney /s/ McLaurin Files, Attorney-in-fact 2023-08-03 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints
each
of Carey Bartell, Mclaurin Files, and Henry Turner, or any of them signing
singly, and with full
power of substitution, the undersigned's true and lawful attorney-in-fact to:

1. 	prepare, execute in the undersigned's name and on the undersigned's behalf,
and
submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID,
including
amendments thereto, and any other documents necessary or appropriate to obtain
codes and passwords enabling the undersigned to make electronic filings with the
SEC
of reports required by Section 16(a) of the Securities Exchange Act of 1934 or
any rule or
regulation of the SEC;

2. 	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer
and/or director of Conagra Brands, Inc. (the "Company"), Forms 3, 4, and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934 ("Section
16") and
the rules thereunder, and Form 144 ("Form 144") pursuant to Rule 144 under the
Securities Act of 1933 ("Rule 144") and the rules thereunder;

3. 	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, 5, or 144,
complete
and execute any amendment or amendments thereto, and timely file such form with
the SEC and any stock exchange or similar authority; and

4. 	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-fact's discretion.

The undersigned hereby grants to each 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 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 each of the foregoing
attorneys-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company
assuming, any of the undersigned's responsibilities to comply with Section 16
and Rule 144.

This Power of Attorney shall remain in full force and effect until the
undersigned is no
longer required to file Forms 3, 4, 5, and 144 with respect to the undersigned's
holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.

*****

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of
this _21_day of _June_ , 2023.


/s/ Thomas McGough
Thomas McGough