13D Filings
Lamb Weston Holdings, Inc.
LW
Amendment
Ownership

5.40%

Total Shares

7,557,519

Issuer CIK

1679273

CUSIP

513272104

Event Date

Jun 2, 2025

Accepted

Jun 5, 2025, 04:30 PM

Reporting Persons (7)
NameType% of ClassAggregateSole VotingShared Voting
JANA Partners Management, LP
Investment Adviser
5.40%7,557,5197,557,5190
Diane Dietz
Individual
0.10%73,88873,8880
Jeffery DeLapp
Individual
0.00%4584580
Bradley Alford
Individual
0.00%19,23319,2330
John P. Gainor Jr.
Individual
0.00%16,00016,0000
Timothy R. McLevish
Individual
0.00%50,50050,5000
Joseph E. Scalzo
Individual
0.00%7,8857,8850
Disclosure Items (4)

Security Title

Common Stock, par value $1.00 per share

Issuer Name

Lamb Weston Holdings, Inc.

Issuer Address

599 S. RIVERSHORE LANE, Eagle, ID, 83616

Item 4 is hereby amended and supplemented by the addition of the following: On June 3, 2025, JANA issued a public letter to the Issuer's Board of Directors (the "June 3, 2025 Letter"), which is attached hereto as Exhibit 99.5 and incorporated by reference herein.

Percentage of Class

Item 5(a) is hereby amended and restated in its entirety as follows: The percentage of Shares reported to be beneficially owned by the Reporting Persons is based upon 141,115,615 Shares outstanding as of March 27, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended February 23, 2025, filed with the SEC on April 3, 2025. As of the close of business on the date hereof, JANA may be deemed to beneficially own 7,557,519 Shares, representing approximately 5.4% of the Shares outstanding. As of the close of business on the date hereof, Mr. Alford may be deemed to beneficially own 19,233 Shares, representing less than 0.1% of the Shares outstanding. As of the close of business on the date hereof, Mr. DeLapp may be deemed to beneficially own 458 Shares, representing less than 0.1% of the Shares outstanding. As of the close of business on the date hereof, Ms. Dietz may be deemed to beneficially own 73,888 Shares, representing 0.1% of the Shares outstanding. As of the close of business on the date hereof, Mr. Gainor may be deemed to beneficially own 16,000 Shares, representing less than 0.1% of the Shares outstanding. As of the close of business on the date hereof, Mr. McLevish may be deemed to beneficially own 50,500 Shares, representing less than 0.1% of the Shares outstanding. As of the close of business on the date hereof, Mr. Scalzo may be deemed to beneficially own 7,885 Shares, representing less than 0.1% of the Shares outstanding. The Reporting Persons and Continental Grain Company, a Delaware corporation ("Continental Grain"), and certain of its related entities and persons (together with Continental Grain, the "Continental Grain Reporting Persons") may be deemed to be members of a "group" within the meaning of Section 13(d)(3) of the Exchange Act. The Continental Grain Reporting Persons are separately filing on Schedule 13D (the "Continental Grain 13D") with respect to their beneficial ownership of the Shares. Based on information and belief, the Continental Grain Reporting Persons may be deemed to beneficially own an aggregate of 2,150,720 Shares. Accordingly, in the aggregate, the Reporting Persons and the Continental Grain Reporting Persons may be deemed to beneficially own an aggregate of 9,876,203 Shares, representing approximately 7.0% of the Shares outstanding. Each of the Reporting Persons expressly disclaims beneficial ownership of the Shares beneficially owned by the other Reporting Persons and the Continental Grain Reporting Persons.

Number of Shares

Item 5(b) is hereby amended and restated in its entirety as follows: JANA has sole voting and dispositive power over 7,557,519 Shares, which power is exercised by the JANA Principal. Mr. Alford has sole voting and dispositive power over 19,233 Shares. Mr. DeLapp has sole voting and dispositive power over 458 Shares. Ms. Dietz has sole voting and dispositive power over 73,888 Shares. Mr. Gainor has sole voting and dispositive power over 16,000 Shares. Mr. McLevish has sole voting and dispositive power over 50,500 Shares. Mr. Scalzo has sole voting and dispositive power over 7,885 Shares.

Transactions

Item 5(c) is hereby amended and restated in its entirety as follows: No transactions in the Shares have been effected by the Reporting Persons during the past sixty (60) days.

Item 7 is hereby amended and supplemented by the addition of the following: Exhibit 99.5: June 3, 2025 Letter