Item 5. Other Information
ITEM 5. OTHER INFORMATION
(a)
None .
(b)
None.
(c)
Rule 10b5-1 Trading Arrangements
On August 15, 2025 , Roger K. Deromedi , the Company's Lead Independent Director , adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act and provides for the sale of up to 440,243 shares of the Company's Class A Common Stock pursuant to the terms of the trading arrangement. The term of this Rule 10b5-1 trading arrangement expires August 28, 2026 .
ITEM 6. EXHIBITS
The exhibits listed in the following exhibit index are furnished as part of this report.
EXHIBIT INDEX
Exhibit
Number Exhibit Description
3.1
Certificate of Domestication of the Company, dated as of August 28, 2020 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, filed with the Commission on September 3, 2020).
3.2
Certificate of Incorporation of the Company, dated as of April 25, 2024 (incorporated by reference to Exhibit 3.2 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 20, 2025).
3.3
Amended and Restated By-Laws of the Company, dated as of March 21, 2023 (incorporated by reference to Exhibit 3.3 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on May 11, 2023).
31.1*
Certification of Chief Executive Officer pursuant to Rule 13a-14 and 15d-14 promulgated under the Securities Exchange Act of 1934.
31.2*
Certification of Chief Financial Officer pursuant to Rule 13a-14 and 15d-14 promulgated under the Securities Exchange Act of 1934.
32.1**
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted to Section 906 of Sarbanes-Oxley Act of 2002.
32.2**
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted to Section 906 of Sarbanes-Oxley Act of 2002.
101.INS* Inline XBRL Instance Document.
101.SCH* Inline XBRL Taxonomy Extension Schema Document.
101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
* Filed herewith
** Furnished herewith
31
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: October 30, 2025 UTZ BRANDS, INC.
By: /s/ Ryan Tewey
Name: Ryan Tewey
Title: Vice President, Controller
and Principal Accounting Officer
32
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.