The Court has directed the issuance of the Notice to inform potential Settlement Class Members about the Action and the proposed Settlement and their options in connection therewith before the Court rules on the Settlement. Additionally, Settlement Class Members have the right to understand how this class action lawsuit may generally affect their legal rights.

The Notice explains the Action, the Settlement, Settlement Class Members’ legal rights, what benefits are available under the Settlement, who is eligible for the benefits, and how to get them. The issuance of the Notice is not an expression of any opinion by the Court concerning the merits of any claim in the Action, and the Court still has to decide whether to approve the Settlement. If the Court approves the Settlement and the Plan of Allocation (or some other plan of allocation), the Claims Administrator will make payments to eligible Settlement Class Members pursuant to the Settlement after any objections and appeals are resolved.

This is a securities class action against Defendants for alleged violations of the federal securities laws during the Class Period. Among other things, Plaintiffs generally alleged that Defendants made materially false or misleading statements and omissions during the Class Period about the sustainability of Kraft Heinz’s cost-cutting measures, its brand investment and operations, Kraft Heinz’s Canadian retail business, its financial performance, and the Kraft Heinz’s valuation and testing for impairment of its goodwill and intangible assets. Plaintiffs further alleged that the price of Kraft Heinz’s common stock was artificially inflated as a result of Defendants’ allegedly false or misleading misstatements and omissions, and declined when the truth was revealed, causing damage to Kraft Heinz’s investors. Plaintiffs also allege that 3G Capital sold Kraft Heinz stock on August 7, 2018, while in possession of material nonpublic information.  Defendants deny all of the allegations of wrongdoing asserted in the Action and deny any liability whatsoever to any member of the Settlement Class.

The Action was commenced on February 24, 2019, with the filing of the initial complaint in the Court, asserting violations of the federal securities laws against Kraft Heinz and certain of its executives.

On October 8, 2019, the Court appointed Sjunde AP-Fonden (“AP7”) and Union Asset Management Holding AG (“Union”) as Lead Plaintiffs for the Action, and approved Lead Plaintiffs’ selection of Bernstein Litowitz Berger & Grossmann LLP and Kessler Topaz Meltzer & Check, LLP as Lead Counsel for the class.

On January 6, 2020, Plaintiffs filed the Consolidated Class Action Complaint. On March 6, 2020, the Kraft Heinz Defendants and 3G Capital filed motions to dismiss the Consolidated Class Action Complaint.

On June 15, 2020, Plaintiffs moved for leave to file an amended complaint based on information from the newly unsealed complaint in a related shareholder derivative action in the Delaware Court of Chancery, In re The Kraft Heinz Co. Derivative Litigation, No. 2019‑0587‑AGB, which described documents that Kraft Heinz produced in response to a shareholder demand for inspection pursuant to 8 Del. C. § 220. On June 30, 2020, the Court granted Plaintiffs’ motion to amend the complaint.

On June 19, 2020, Plaintiffs moved for limited relief from the PSLRA discovery stay and requested that Defendants produce copies of the books and records produced by Kraft Heinz pursuant to 8 Del. C. § 220 as well as unredacted copies of documents filed under seal in this Action and in the Delaware Court of Chancery that referenced such documents. Plaintiffs’ motion was fully briefed and, on July 30, 2020, the Court denied Plaintiffs’ motion to lift the discovery stay without prejudice.

On August 14, 2020, Plaintiffs filed the operative complaint in the Action – the Consolidated Amended Class Action Complaint (“Complaint”), which asserted claims against the Kraft Heinz Defendants under Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b‑5 promulgated thereunder, against 3G Capital and the Individual Defendants under Section 20(a) of the Exchange Act, and against 3G Capital under Section 20A of the Exchange Act. On September 28, 2020, Defendants filed motions to dismiss the Complaint. Defendants’ motions were fully briefed and, on August 11, 2021, the Court denied Defendants’ motions to dismiss. Thereafter, on October 25, 2021, Defendants filed their answers to the Complaint, denying the claims and asserting a number of affirmative defenses.

Following the Court’s ruling on Defendants’ motions to dismiss, discovery commenced. The Parties prepared and served initial disclosures; prepared and served multiple sets of requests for production of documents; prepared and served several interrogatories; exchanged considerable correspondence and participated in numerous meet-and-confers regarding those requests. Plaintiffs also prepared and served document subpoenas on 23 third parties; and exchanged correspondence and participated in meet-and-confers and other discussions with those third-parties. Defendants and third parties produced a total of over 14.7 million pages of documents to Plaintiffs. In addition, Plaintiffs produced over 53,000 pages of documents to Defendants in response to their discovery requests. In addition, two corporate representatives from Union, one corporate representative from AP7, and Luke Booker from Booker Enterprises Pty Ltd. prepared and sat for depositions in connection with the motion for class certification. The Parties also litigated several motions to compel.

On March 28, 2022, Plaintiffs filed their motion for class certification, which was accompanied by a report from Plaintiffs’ expert on market efficiency and common damages methodologies. Plaintiffs’ motion was fully briefed. Defendants deposed Plaintiffs’ expert on May 5, 2022 and Plaintiffs deposed Defendants’ experts in June 2022.

While discovery was ongoing and Plaintiffs’ class certification motion was pending, the Parties engaged in private mediation before former United States District Court Judge Layn Phillips. In advance of the mediation, the Parties exchanged and also submitted to Judge Phillips detailed opening and reply mediation statements with numerous exhibits. Mediation sessions with Judge Phillips were held on January 31, 2023 and February 3, 2023. On February 7, 2023, Judge Phillips issued a mediator’s recommendation, which the Parties accepted on February 13, 2023. Thereafter, the Parties memorialized their agreement in principle to resolve the Action in a term sheet executed on March 14, 2023.

After additional negotiations regarding the specific terms of their agreement, the Parties entered into the Stipulation on May 2, 2023. The Stipulation, which sets forth the terms and conditions of the Settlement, can be viewed on the Important Documents page of this website.

On May 12, 2023, the Court preliminarily approved the Settlement, authorized notice of the Settlement to be provided to potential Settlement Class Members, and scheduled the Settlement Hearing to consider whether to grant final approval of the Settlement.

Defendants have denied and continue to deny any wrongdoing or that they have committed any act or omission giving rise to any liability or violation of law, including the U.S. securities laws. Defendants have denied and continue to deny each and every one of the claims and contentions alleged in this Action, including all claims in the Complaint. Defendants have also denied and continue to deny any liability whatsoever and that Plaintiffs or Settlement Class Members have suffered any damage or were otherwise harmed by the conduct alleged in the Action, and Defendants maintain that they have meritorious defense to all claims that were raised or could have been raised in the Action. Defendants are entering this Settlement solely to eliminate the uncertainty, burden, and expense of further litigation.

In a class action, one or more persons or entities (in this case, Plaintiffs) sue on behalf of persons and entities that have similar claims. Together, these persons and entities are a “class,” and each is a “class member.” Bringing a case, such as this one, as a class action allows the adjudication of many individuals’ similar claims that might be too small to bring economically as separate actions. One court resolves the issues for all class members at the same time, except for those who exclude themselves, or “opt out,” from the class.

If you are a member of the Settlement Class, you are subject to the Settlement, unless you timely request to be excluded. The Settlement Class consists of:

All persons or entities who purchased or otherwise acquired Kraft Heinz common stock or call options on Kraft Heinz common stock, or sold put options on Kraft Heinz common stock, from November 6, 2015 through August 7, 2019, inclusive, and were damaged thereby.

Excluded from the Settlement Class are (i) Defendants; (ii) any directors and Officers of Kraft Heinz or 3G Capital during the Class Period and members of their immediate families; (iii) the subsidiaries, parents, and affiliates of Kraft Heinz and 3G Capital; (iv) any firm, trust, corporation, or other entity in which Kraft Heinz or 3G Capital has or had a controlling interest; and (v) the legal representatives, heirs, successors, and assigns of any such excluded party. Also excluded from the Settlement Class are any persons and entities who or which submit a request for exclusion from the Settlement Class that is accepted by the Court.

PLEASE NOTE: Receipt of the Notice or the Postcard Notice does not mean that you are a Settlement Class Member or that you will be entitled to a payment from the Settlement. If you are a Settlement Class Member and you wish to be eligible to receive a payment from the Settlement, you are required to submit a Claim Form and the required supporting documentation as set forth in the Claim Form postmarked (if mailed), or online, no later than October 10, 2023.

The Settlement is the result of four years of hard-fought litigation and extensive, arm’s-length negotiations by the Parties. Plaintiffs and Lead Counsel believe that their claims against Defendants have merit; however, they also recognize the expense and length of continued proceedings necessary to pursue Plaintiffs’ claims - i.e., the completion of merits discovery including the complexities involved with discovery of foreign defendants and third parties, expert discovery, a decision on Plaintiffs’ motion for class certification, summary judgment, and trial, as well as the challenges Plaintiffs would face in establishing liability and the Settlement Class’s full amount of damages. More specifically, Plaintiffs faced the potential challenges associated with proving that there were material misstatements in Defendants’ public statements, that Defendants deliberately misled investors, that any investment losses suffered by Settlement Class Members were caused by misleading statements made by Defendants, and establishing significant damages under the securities laws.

This unusually complicated case involved several distinct strands of allegations related, among other things, to the Kraft Heinz’s procurement division, its accounting practices and to the financial book value of numerous of its brands and reporting units, and Kraft Heinz’s cost-cutting measures. Defendants were expected to argue vigorously at summary judgment and trial that Plaintiffs could not establish falsity because: (i) the risks and consequences from Defendants’ cost-cutting had been disclosed and were known to the market; (ii) there was no basis for Defendants to record an impairment of goodwill before they did, including in part because their accounting was reviewed and approved by multiple major accounting firms; and (iii) the fraud in the procurement division was immaterial. In addition, 3G Capital would contend that it did not possess material nonpublic information at the time of its sale of Kraft Heinz common stock.

Plaintiffs would also have faced considerable challenges in proving Defendants’ knowledge and intent with respect to each aspect of the alleged fraud. Defendants would have strong arguments concerning one of Plaintiffs’ principal theories for establishing Defendants’ motive and intent, as Defendants would argue that 3G Capital’s substantial sale of Kraft Heinz stock during the Class Period had been undertaken to fulfill redemption requests from its outside limited partners and that 3G Capital did not directly profit from that sale. This same issue posed very substantial risks to the Section 20A “insider trading” claims against 3G Capital, as 3G Capital would argue that its sale of Kraft Heinz common stock arose from its contractual redemption obligations.

Finally, Plaintiffs would also have faced substantial hurdles with respect to establishing loss causation and damages. Among the risks Plaintiffs faced were (i) establishing the falsity of alleged misstatements and the amount of artificial inflation for much of the Class Period; and (ii) the impact of “disaggregation” on recoverable damages. First, there was a likelihood that a jury at trial could determine that the stock only reached maximum inflation later in the Class Period, as the negative impact of Defendants’ cost-cutting practices materialized. This could have a meaningful impact on recoverable damages, because it would mean that the stock price was only inflated by a small amount for much of the Class Period. Indeed, a jury (or the Court at summary judgment) might have found that the limited impact of Defendants’ cost-cutting practices and lack of any impairment of goodwill under accepted accounting principles in the early stages of the Class Period meant that there was no material false statement at those times, and, thus, those portions of the Class Period should be dismissed entirely. Second, Plaintiffs would also face challenges in determining the amount of the price decline following each of the corrective disclosures that was related to the alleged fraud—rather than other, non-fraud-related news disclosed on the same dates. On each of three alleged corrective disclosure dates, the Company released multiple pieces of other negative information that was arguably unrelated to the alleged fraud, including information about international transaction costs, commodity inflation, and foreign exchange costs, that could have accounted for substantial portions of the price declines following each disclosure and thus substantially reduced recoverable damages.

In light of these risks, the amount of the Settlement, and the near-term recovery to the Settlement Class, Plaintiffs and Lead Counsel believe that the proposed Settlement is fair, reasonable, and adequate, and in the best interests of the Settlement Class. Plaintiffs and Lead Counsel believe that the Settlement provides a favorable result for the Settlement Class, namely $450,000,000 in cash (less the various deductions described in the Notice), as compared to the risk that the claims in the Action would produce a smaller, or no, recovery after trial, and appeals, possibly years in the future.

Defendants have denied the claims asserted against them in the Action and deny having engaged in any wrongdoing or violation of law of any kind whatsoever. Defendants have agreed to the Settlement solely to eliminate the burden and expense of continued litigation, and the Settlement may not be construed as an admission of any wrongdoing by Defendants in this or any other action or proceeding.

If there were no Settlement and Plaintiffs failed to establish any essential element of their claims against Defendants at trial, neither Plaintiffs nor the other members of the Settlement Class would recover anything from Defendants. Also, if Defendants were successful in proving any of their defenses at trial, or on appeal, the Settlement Class could recover substantially less than the amount provided in the Settlement, or nothing at all.

As a Settlement Class Member, you are represented by Plaintiffs and Lead Counsel. If you want to be represented by your own lawyer, you may hire one at your own expenses.

If you are a Settlement Class Member and do not wish to remain a Settlement Class Member, you may exclude yourself from the Settlement Class by following the instructions in paragraphs 49-52 of the Notice. 

If you are a Settlement Class Member and you wish to object to the Settlement, the Plan of Allocation, or Lead Counsel’s request for attorneys’ fees and Litigation Expenses, you may present your objections by following the instructions in paragraphs 56-62 of the Notice.

If you are a Settlement Class Member and you do not exclude yourself from the Settlement Class, you will be bound by any orders issued by the Court in the Action. If the Settlement is approved, the Court will enter a judgment (“Judgment”). The Judgment will dismiss with prejudice the claims against Defendants and will provide that, upon the Effective Date of the Settlement, Plaintiffs and each of the other Settlement Class Members, on behalf of themselves, and their respective heirs, executors, administrators, predecessors, successors, assigns, representatives, attorneys, and agents, in their capacities as such, shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, and discharged each and every Released Plaintiffs’ Claim  against Defendants and the other Defendants’ Releasees, and shall forever be barred and enjoined from prosecuting any or all of the Released Plaintiffs’ Claims directly or indirectly against any of the Defendants’ Releasees. This release shall not apply to any person or entity who or which submits a request for exclusion from the Settlement Class that is accepted by the Court.

“Released Plaintiffs’ Claims” means all claims, demands, losses, rights, and causes of action of every nature and description whatsoever, whether known claims or Unknown Claims, whether arising under federal, state, common, or foreign law, that have been or could have been asserted in this Action or could in the future be asserted in any forum, whether foreign or domestic, by Plaintiffs or any other member of the Settlement Class, or their successors, assigns, executors, administrators, representatives, attorneys, and agents, in their capacities as such, whether brought directly or indirectly against any Defendant or other Defendants’ Releasees, which (a) arise out of, are based upon, or relate to in any way any of the allegations, acts, transactions, facts, events, matters, occurrences, representations or omissions involved, set forth, alleged or referred to, in the Action, and (b) arise out of, are based upon, or relate to the purchase or acquisition of Kraft Heinz common stock or call options on Kraft Heinz common stock, or the sale of put options on Kraft Heinz common stock during the Class Period. For avoidance of doubt, this release does not cover, include, or release (a) any claims asserted in any related shareholder derivative action, including In re Kraft Heinz Company Derivative Litigation, Consolidated C.A. No. 2019-0587 (Del. Ch.); Police & Fire Ret. Sys. v. Hees, No. 2020-0069 (Del. Ch.); Datnoff v. Behring, et al., No. 2022‑0398 (Del. Ch.); Felicetti v. Behring et al., No. 2023-0278 (Del. Ch.); In re: Kraft Heinz Shareholder Derivative Litigation, Case No. 1:20-cv-02259 (N.D. Ill.); Merritts v. 3G Capital, Inc. et al., Case No. 1:20-cv-02071 (N.D. Ill.); Waters v. Behring et al., Case No. 1:20-cv-02072 (N.D. Ill.); Silverman et al v. Behring et al., Case No. 1:20-cv-02257 (N.D. Ill.); Green v. Behring et al., Case No. 1:20-cv-02258 (N.D. Ill.); and Hill v. Abel et al., Case No. 1:20-cv-02280 (N.D. Ill.); (b) any claims related to the enforcement of the Settlement; and (c) any claims of any person or entity who or which submits a request for exclusion from the Settlement Class that is accepted by the Court.

“Defendants’ Releasees” means Defendants and any and all of their current and former parents, affiliates, subsidiaries, officers, directors, agents, successors, predecessors, assigns, assignees, divisions, investment funds, joint ventures, and general or limited partnerships, and each of their respective current or former officers, directors, partners, trustees, trusts, members, contractors, auditors, principals, agents, managing agents, employees, insurers, reinsurers, and attorneys, in their capacities as such, as well as each of the Individual Defendants’ Immediate Family members, heirs, executors, personal or legal representatives, estates, beneficiaries, predecessors, successors, and assigns.

“Unknown Claims” means any Released Plaintiffs’ Claims which any Plaintiff or any other Settlement Class Member does not know or suspect to exist in his, her, or its favor at the time of the release of such claims, and any Released Defendants’ Claims which any Defendant does not know or suspect to exist in his, her, or its favor at the time of the release of such claims, which, if known by him, her, or it, might have materially affected his, her, or its decision(s) with respect to this Settlement. With respect to any and all Released Claims, the Parties stipulate and agree that, upon the Effective Date of the Settlement, Plaintiffs and Defendants shall expressly waive, and each of the other Settlement Class Members shall be deemed to have waived, and by operation of the Judgment or the Alternate Judgment, if applicable, shall have expressly waived, any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States, or principle of common law or foreign law, which is similar, comparable, or equivalent to California Civil Code §1542, which provides:

A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

Plaintiffs or other Settlement Class Members may hereafter discover facts, legal theories, or authorities in addition to or different from those which any of them now knows or believes to be true with respect to the subject matter of the Released Plaintiffs’ Claims, but Plaintiffs and each Settlement Class Member shall be deemed to have settled and released, and upon the Effective Date and by operation of the Judgment have settled and released, fully, finally, and forever, any and all Released Plaintiffs’ Claims as applicable, without regard to the subsequent discovery or existence of such different or additional facts, legal theories, or authorities. Plaintiffs and Defendants acknowledge, and each of the other Settlement Class Members shall be deemed by operation of law to have acknowledged, that the foregoing waiver was separately bargained for and a key element of the Settlement.

The Judgment will also provide that, upon the Effective Date of the Settlement, Defendants, on behalf of themselves, and their respective heirs, executors, administrators, predecessors, successors, assigns, representatives, attorneys, and agents, in their capacities as such, shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, and discharged each and every Released Defendants’ Claim (as defined in paragraph 34) against Plaintiffs and the other Plaintiffs’ Releasees, and shall forever be barred and enjoined from prosecuting any or all of the Released Defendants’ Claims directly or indirectly against any of the Plaintiffs’ Releasees. This release shall not apply to any person or entity who or which submits a request for exclusion from the Settlement Class that is accepted by the Court.

“Released Defendants’ Claims” means all claims, demands, losses, rights, and causes of action of every nature and description whatsoever, whether known claims or Unknown Claims, whether arising under federal, state, common, or foreign law, that arise out of or are based upon the institution, prosecution, or settlement of the claims against Defendants. This release does not cover, include, or release (i) any claims relating to the enforcement of the Settlement; or (ii) any claims against any person or entity who or which submits a request for exclusion from the Settlement Class that is accepted by the Court.“Plaintiffs’ Releasees” means Plaintiffs, all other plaintiffs in the Action, and all other Settlement Class Members, and any and all of their respective current and former parents, affiliates, subsidiaries, officers, directors, agents, successors, predecessors, assigns, assignees, divisions, investment funds, joint ventures, and general or limited partnerships, and each of their respective current or former officers, directors, partners, trustees, trusts, members, contractors, auditors, principals, agents, managing agents, employees, insurers, reinsurers, and attorneys, in their capacities as such, as well as each of the Settlement Class Members’ Immediate Family members, heirs, executors, personal or legal representatives, estates, beneficiaries, predecessors, successors, and assigns.

To be eligible for a payment from the proceeds of the Settlement, you must be a member of the Settlement Class and you must timely complete and return the Claim Form with adequate supporting documentation postmarked (if mailed), or submitted online through this website, no later than October 10, 2023. You can obtain a copy of the Claim Form through this website, or you may request that a Claim Form be mailed to you by calling the Claims Administrator toll free at 1-844-798-0760, or by emailing the Claims Administrator at info@KraftHeinzSecuritiesLitigation.com. Please retain all records of your ownership of and transactions in Kraft Heinz common stock, call options and put options, as they may be needed to document your Claim. If you request exclusion from the Settlement Class or do not submit a timely and valid Claim Form, you will not be eligible to share in the Net Settlement Fund.

PLEASE NOTE: The United States Securities and Exchange Commission has established a fair fund in its enforcement action against Kraft Heinz (“SEC Fair Fund”). The SEC Fair Fund will compensate certain investors who purchased Kraft Heinz common stock between February 26, 2016 and February 21, 2019 and who satisfy the conditions of the Plan of Distribution available on the website, www.khcfairfund.com. The SEC Fair Fund is separate from the Settlement of this Action. Settlement Class Members who submitted a claim to a recover from the SEC Fair Fund will also need to submit the Claim Form in this Action to be eligible for a recovery from the Settlement obtained in this Action.

At this time, it is not possible to make any determination as to how much any individual Settlement Class Member may receive from the Settlement.

Pursuant to the Settlement, Defendants shall pay or cause to be paid a total of $450,000,000 in cash. The Settlement Amount will be deposited into an escrow account. The Settlement Amount plus any interest earned thereon is referred to as the “Settlement Fund.” If the Settlement is approved by the Court and the Effective Date occurs, the “Net Settlement Fund” (that is, the Settlement Fund less: (i) any Taxes; (ii) any Notice and Administration Costs; (iii) any Litigation Expenses awarded by the Court; (iv) any attorneys’ fees awarded by the Court; and (v) any other costs or fees approved by the Court) will be distributed to Settlement Class Members who submit valid Claim Forms, in accordance with the proposed Plan of Allocation or such other plan of allocation as the Court may approve.

Approval of the Settlement is independent from approval of a plan of allocation.  Any determination with respect to the Plan of Allocation set forth in Appendix A of the Notice, or another plan of allocation, will not affect the Settlement, if approved.

Once the Court’s order or judgment approving the Settlement becomes Final and the Effective Date has occurred, no Defendant, Defendants’ Releasee, or any other person or entity (including Defendants’ insurance carriers) who or which paid any portion of the Settlement Amount on Defendants’ behalf are entitled to get back any portion of the Settlement Fund. Defendants shall not have any liability, obligation, or responsibility for the administration of the Settlement, the disbursement of the Net Settlement Fund, or the plan of allocation.

Unless the Court otherwise orders, any Settlement Class Member who fails to submit a Claim Form postmarked or received on or before October 10, 2023 shall be fully and forever barred from receiving payments pursuant to the Settlement but will in all other respects remain a Settlement Class Member and be subject to the provisions of the Stipulation, including the terms of any Judgment entered and the Releases given.

Participants in and beneficiaries of any employee retirement and/or benefit plan covered by the Employee Retirement Income Security Act of 1974 (“Employee Plan”) should NOT include any information relating to Kraft Heinz securities purchased/acquired/sold through an Employee Plan in any Claim Form they submit in this Action. They should include ONLY those eligible Kraft Heinz securities purchased/acquired/sold during the Class Period outside of an Employee Plan. Claims based on any Employee Plan(s)’ purchases/acquisitions/sales of eligible Kraft Heinz securities during the Class Period may be made by the Employee Plan(s)’ trustees.

The Court has reserved jurisdiction to allow, disallow, or adjust on equitable grounds the Claim of any Settlement Class Member.

Each Claimant shall be deemed to have submitted to the jurisdiction of the Court with respect to his, her, or its Claim.

Only Settlement Class Members, i.e., persons or entities who purchased or otherwise acquired Kraft Heinz common stock or call options on Kraft Heinz common stock, or sold put options on Kraft Heinz common stock, during the Class Period and were damaged as a result of such purchases, acquisitions and/or sales, will be eligible to share in the distribution of the Net Settlement Fund. Persons and entities that are excluded from the Settlement Class by definition or that exclude themselves from the Settlement Class pursuant to request will not be eligible to receive a distribution from the Net Settlement Fund and should not submit Claim Forms.

Appendix A to the Notice sets forth the Plan of Allocation for allocating the Net Settlement Fund among Authorized Claimants, as proposed by Plaintiffs and Lead Counsel. At the Settlement Hearing, Lead Counsel will request the Court approve the Plan of Allocation. The Court may modify the Plan of Allocation, or approve a different plan of allocation, without further notice to the Settlement Class.

Lead Counsel have not received any payment for their services in pursuing claims against the Defendants on behalf of the Settlement Class, nor have Lead Counsel been reimbursed for their out-of-pocket expenses. Before final approval of the Settlement, Lead Counsel will apply, on behalf of Plaintiffs’ Counsel, to the Court for an award of attorneys’ fees in the amount of 20% of the Settlement Fund. At the same time, Lead Counsel also intend to apply for payment of Litigation Expenses in an amount not to exceed $3.2 million, which amount may include a request for reimbursement of the reasonable costs and expenses incurred by Plaintiffs directly related to their representation of the Settlement Class in accordance with 15 U.S.C. § 78u-4(a)(4).

Lead Counsel’s motion for attorneys’ fees and Litigation Expenses will be filed by August 8, 2023. A copy of Lead Counsel’s motion for attorneys’ fees and Litigation Expenses will be available for review on this website once it is filed. The Court will determine the amount of any award of attorneys’ fees or Litigation Expenses. Such sums as may be approved by the Court will be paid from the Settlement Fund. Settlement Class Members are not personally liable for any such fees or expenses.

Each Settlement Class Member will be bound by all determinations and judgments in this lawsuit, whether favorable or unfavorable, unless such person or entity mails or delivers a letter requesting exclusion addressed to: Kraft Heinz Securities Litigation, EXCLUSIONS, c/o JND Legal Administration, P.O. Box 91207, Seattle, WA 98111. The request for exclusion must be received no later than August 22, 2023. You will not be able to exclude yourself from the Settlement Class after that date.

Each letter requesting exclusion must: (i) state the name, address, and telephone number of the person or entity requesting exclusion, and in the case of entities, the name and telephone number of the appropriate contact person; (ii) state that such person or entity “requests exclusion from the Settlement Class in In re Kraft Heinz Securities Litigation, Case No. 1:19-cv-01339 (N.D. Ill.)”; (iii) state the number of shares of Kraft Heinz common stock and the number of call or put options on Kraft Heinz common stock that the person or entity requesting exclusion (A) owned as of the opening of trading on November 6, 2015 and (B) purchased/acquired and/or sold during the Class Period (i.e., from November 6, 2015 through August 7, 2019, inclusive), as well as the dates, number of shares/options, and prices of each such purchase/acquisition and/or sale; and (iv) be signed by the person or entity requesting exclusion or an authorized representative. A letter requesting exclusion shall not be valid and effective unless it provides all the information called for in this paragraph and is received within the time stated above, or is otherwise accepted by the Court.

If you do not want to be part of the Settlement Class, you must follow these instructions for exclusion even if you have pending, or later file, another lawsuit, arbitration, or other proceeding relating to any Released Plaintiffs’ Claim against any of the Defendants’ Releasees. Excluding yourself from the Settlement Class is the only option that may allow you to be part of any other current or future lawsuit against Defendants or any of the other Defendants’ Releasees concerning the Released Plaintiffs’ Claims. Please note, however, if you decide to exclude yourself from the Settlement Class, Defendants and the other Defendants’ Releasees will have the right to assert any and all defenses they may have to any claims that you may seek to assert.

If you ask to be excluded from the Settlement Class, you will not be eligible to receive any payment from the Net Settlement Fund.

The Kraft Heinz Defendants (provided they agree) and 3G Capital (provided they agree) shall each have the unilateral right to terminate the Settlement if valid requests for exclusion are received from persons and entities entitled to be members of the Settlement Class in an amount that exceeds an amount agreed to by the Parties.

Settlement Class Members do not need to attend the Settlement Hearing. The Court will consider any submission made in accordance with the provisions below even if a Settlement Class Member does not attend the hearing. You can participate in the Settlement without attending the Settlement Hearing.

Please Note: The date and time of the Settlement Hearing may change without further written notice to the Settlement Class. In addition, the Court may decide to conduct the Settlement Hearing by video or telephonic conference, or otherwise allow Settlement Class Members to appear at the hearing by video or phone, without further written notice to the Settlement Class. In order to determine whether the date and time of the Settlement Hearing have changed, or whether Settlement Class Members must or may participate by phone or video, it is important that you check the Court’s docket and this website, before making any plans to attend the Settlement Hearing. Any updates regarding the Settlement Hearing, including any changes to the date or time of the hearing or updates regarding in-person or remote appearances at the hearing, will be posted this website. If the Court requires or allows Settlement Class Members to participate in the Settlement Hearing by telephone or video conference, the information for accessing the telephone or video conference will be posted to this website.

The Settlement Hearing will be held on September 12, 2023 at 10:00 a.m Central Time, before the Honorable Jorge L. Alonso, United States District Judge for the Northern District of Illinois, in Courtroom 1903 of the Everett McKinley Dirksen United States Courthouse, 219 South Dearborn Street, Chicago, IL 60604. The Court reserves the right to approve the Settlement, the Plan of Allocation, Lead Counsel’s request for attorneys’ fees and Litigation Expenses, and/or any other matter related to the Settlement at or after the Settlement Hearing without further notice to the members of the Settlement Class.

Any Settlement Class Member may object to the Settlement, the Plan of Allocation, and/or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses. Objections must be in writing.  You must file any written objection, together with copies of all other papers and briefs supporting the objection, with the Clerk’s Office at the United States District Court for the Northern District of Illinois at the address set forth below, as well as serve copies on Lead Counsel and Defendants’ Counsel at the addresses set forth below on or before August 22, 2023.

Any objection, filings, and other submissions by the objecting Settlement Class Member must include:  (1) the name of this proceeding, In re Kraft Heinz Securities Litigation, Case No. 1:19-cv-01339 (N.D. Ill.); (2) the objector’s full name, current address, and telephone number; (3) the objector’s signature; (4) a statement providing the specific reasons for the objection, including a detailed statement of the specific legal and factual basis for each and every objection and whether the objection applies only to the objector, to a specific subset of the Settlement Class, or to the entire Settlement Class; and (5) documents sufficient to prove membership in the Settlement Class, including documents showing the number of shares of Kraft Heinz common stock and call or put options on Kraft Heinz common stock that the objecting Settlement Class Member (A) held as of the opening of trading on November 6, 2015 and (B) purchased/acquired and/or sold during the Class Period, as well as the dates, number of shares/options, and prices of each such purchase/acquisition and sale. The objecting Settlement Class Member shall provide documentation establishing membership in the Settlement Class through copies of brokerage confirmation slips or brokerage account statements, or an authorized statement from the objector’s broker containing the transactional and holding information found in a brokerage confirmation slip or account statement.

You may not object to the Settlement, Plan of Allocation, and/or Lead Counsel’s motion for attorneys’ fees and Litigation Expenses if you exclude yourself from the Settlement Class.

If you purchased or otherwise acquired shares of Kraft Heinz common stock or call options on Kraft Heinz common stock, or sold put options on Kraft Heinz common stock from November 6, 2015 through August 7, 2019, inclusive, for the beneficial interest of persons or entities other than yourself, you must either (i) within seven (7) calendar days of receipt of the Notice, request from the Claims Administrator sufficient copies of the Postcard Notice to forward to all such beneficial owners and within seven (7) calendar days of receipt of those Postcard Notices forward them to all such beneficial owners; or (ii) within seven (7) calendar days of receipt of the Notice, provide a list of the names, addresses, and e-mail addresses, if available, of all such beneficial owners to Kraft Heinz Securities Litigation, c/o JND Legal Administration, P.O. Box 91207, Seattle, WA 98111. If you choose the second option, the Claims Administrator will send a copy of the Postcard Notice to the beneficial owners you have identified on your list. Upon full compliance with these directions, nominees may seek reimbursement of their reasonable expenses actually incurred in complying with these directions by providing the Claims Administrator with proper documentation supporting the expenses for which reimbursement is sought. Reasonable expenses shall not exceed $0.10 per mailing record provided to the Claims Administrator; $0.50 per unit for each Postcard Notice actually mailed, which amount includes postage; and $0.10 per Postcard Notice sent via email. Such properly documented expenses incurred by nominees in compliance with these directions shall be paid from the Settlement Fund, with any disputes as to the reasonableness or documentation of expenses incurred subject to review by the Court.

Copies of the Notice and the Claim Form may be obtained from this website, by calling the Claims Administrator toll-free at 1-844-798-0760, or by emailing the Claims Administrator at info@KraftHeinzSecuritiesLitigation.com.

The Notice contains only a summary of the terms of the Settlement. For the terms and conditions of the Settlement, please see the Stipulation available on the Important Documents page of this website. More detailed information about the matters involved in this Action can be obtained by accessing the Court docket in this case, for a fee, through the Court’s Public Access to Court Electronic Records (PACER) system at https://ecf.ilnd.uscourts.gov, or by visiting, during regular office hours, the Office of the Clerk, United States District Court for the Northern District of Illinois, Everett McKinley Dirksen United States Courthouse, 219 South Dearborn Street, Chicago, IL 60604. Additionally, copies of any related orders entered by the Court and certain other filings in this Action will be posted to this website.

All inquiries concerning the Notice and the Claim Form should be directed to:

Kraft Heinz Securities Litigation
c/o JND Legal Administration
P.O. Box 91207
Seattle, WA 98111

1-844-798-0760
info@KraftHeinzSecuritiesLitigation.com

and/or

Kessler Topaz Meltzer & Check, LLC
Sharan Nirmul, Esq.
Richard A. Russo, Jr., Esq.
Joshua A. Materese, Esq.
280 King of Prussia Road
Radnor, PA 19087

1-610-667-7706

-and-

Jennifer L. Joost, Esq.
One Sansome Street, Suite 1850
San Francisco, CA 94104

1-415-400-3000
info@ktmc.com

-and-

Bernstein Litowitz Berger & Grossmann LLP
Katherine M. Sinderson, Esq.
Salvatore J. Graziano, Esq.
Jesse L. Jensen, Esq.
1251 Avenue of the Americas
New York, NY 10020

1-800-380-8496
settlements@blbglaw.com