Filing Details

Accession Number:
0001209191-12-016108
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-03-06 16:40:44
Reporting Period:
2012-03-02
Filing Date:
2012-03-06
Accepted Time:
2012-03-06 16:40:44
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
46640 Heinz H J Co HNZ Canned, Frozen & Preservd Fruit, Veg & Food Specialties (2030) 250542520
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
928265 Nelson Peltz 280 Park Avenue
New York NY 10017
Yes No No No
1345471 Trian Fund Management, L.p. 280 Park Avenue
41St Floor
New York NY 10017
Yes No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $.25 Par Value Disposition 2012-03-02 82,754 $53.00 642,130 No 4 S Indirect Please see explanation below
Common Stock, $.25 Par Value Disposition 2012-03-05 42,130 $53.07 600,000 No 4 S Indirect Please see explanation below
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect Please see explanation below
No 4 S Indirect Please see explanation below
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, $.25 Par Value 3,250 Direct
Footnotes
  1. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $52.94 to $53.01. The reporting persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  2. Trian Fund Management, L.P ("Trian Management") serves as the management company for Trian Partners, L.P. ("Trian Onshore"), Trian Partners Master Fund, L.P. ("Trian Offshore") and Trian Partners Parallel Fund I, L.P. ("Parallel Fund I" and collectively, the "Trian Entities") and as such determines the investment and voting decisions of the Trian Entities with respect to the shares of the Issuer held by them. Mr. Peltz is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and therefore is in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Entities. Mr. Peltz is also a member of Trian Partners General Partner, LLC ("Trian GP LLC"), the general partner of Trian Partners GP, L.P. ("Trian GP") and as such is in a position to determine the investment and voting decisions made by Trian GP LLC on behalf of Trian GP.
  3. (FN 2, contd.) Accordingly, Mr. Peltz may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by the Trian Entities and Trian GP. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Peltz is a director of the Issuer.
  4. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $53.00 to $53.1201. The reporting persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.