JBS USA Files 13D Amendment for Pilgrim's Pride

TL;DR

JBS USA updated its Pilgrim's Pride filing, listing new group members but no major share changes.

AI Summary

JBS USA Holding Lux S.A.R.L. filed an amendment (No. 10) to its Schedule 13D on October 28, 2024, regarding its ownership of Pilgrim's Pride Corp. The filing indicates a change in the group members, with JBS S.A. and JBS USA Food Co. being listed as group members. The filing does not specify any new dollar amounts or significant changes in shareholding percentages.

Why It Matters

This amendment updates the list of entities and individuals comprising the reporting group for JBS USA's stake in Pilgrim's Pride, which could signal internal restructuring or strategic adjustments within the JBS conglomerate.

Risk Assessment

Risk Level: low — The filing is an amendment to an existing Schedule 13D and primarily updates group member information without indicating a new acquisition or significant change in beneficial ownership.

Key Players & Entities

• JBS USA Holding Lux S.A.R.L. (company) — Filing entity
• Pilgrim's Pride Corp (company) — Subject company
• JBS S.A. (company) — Group member
• JBS USA Food Co. (company) — Group member
• Joesley Mendonca Batista (person) — Group member
• Wesley Mendonca Batista (person) — Group member

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti

Filing Documents

• ea0218900-13da10jbs_pilgrim.htm (SC 13D/A) — 269KB
• ea021890001ex99-1_pilgrim.htm (EX-99.1) — 14KB
• 0001213900-24-091360.txt ( ) — 285KB

Security and Issuer

Item 1. Security and Issuer

of the Statement (as defined below) is hereby amended and replaced

Item 1 of the Statement (as defined below) is hereby amended and replaced in its entirety as follows: This Amendment No. 10 (this “ Amendment No. 10 ”) amends and supplements the Statement on Schedule 13D (the “ Statement ”) previously filed with the Securities and Exchange Commission (the “ SEC ”) on January 7, 2010, as amended on November 8, 2010, on January 3, 2012, on March 1, 2012, on March 7, 2012, on March 13, 2012, on December 28, 2015, on December 30, 2015, on August 13, 2021 and February 18, 2022, with respect to Common Stock, par value $0.01 per share (the “ Common Stock ”), of Pilgrim’s Pride Corporation, a Delaware corporation (the “ Issuer ”). The Issuer’s principal executive offices are located at 1770 Promontory Circle, Greeley, Colorado 80634-9038. Capitalized terms used herein and not otherwise defined have the meanings assigned to such terms in the Statement. Except as otherwise provided herein, each Item of the Statement remains unchanged.

Identity and Background

Item 2. Identity and Background

of the Statement is hereby amended and replaced in its entirety

Item 2 of the Statement is hereby amended and replaced in its entirety as follows: This Statement is being filed jointly by Wesley Mendonça Batista, Joesley Mendonça Batista, J&F Investimentos S.A. (“ J&FI ”), JBS S.A. (“ JBS Brazil ”), JBS Investments Luxembourg S.à r.l. (“ JBS Investments Luxembourg ”), JBS Global Luxembourg S.à r.l. (“ JBS Global Luxembourg ”), JBS Global Meat Holdings Pty. Ltd. (“ JBS Global Meat ”), JBS USA Holding Lux S.à r.l. (“ JBS USA Holding Lux ”), JBS Luxembourg Company S.à r.l. (“ JBS Luxembourg ”), JBS USA Food Company Holdings (“ JBS USA FC Holdings ”), JBS USA Food Company (“ JBS USA FC ”) and JBS Wisconsin Properties, LLC (“ JBS Wisconsin ”) (each a “ Reporting Person ” and, collectively, the “ Reporting Persons ”). Wesley Mendonça Batista and Joesley Mendonça Batista may be referred to herein as the “ Batistas .” JBS Wisconsin, a Wisconsin limited liability company, has its principal office at 1770 Promontory Circle, Greeley, Colorado 80634-9038. JBS Wisconsin’s principal business is holding certain subsidiaries of JBS USA FC. All of the issued and outstanding membership interests of JBS Wisconsin are owned by JBS USA FC. JBS USA FC, a corporation organized under the laws of Delaware, has its principal office at 1770 Promontory Circle, Greeley, Colorado 80634-9038. JBS USA FC’s principal business is processing, preparing, packaging and delivering beef, pork and chicken products to customers. All of the issued and outstanding stock of JBS USA FC is owned by JBS USA FC Holdings. JBS USA FC Holdings, a corporation organized under the laws of Delaware, has its principal office at 1770 Promontory Circle, Greeley, Colorado 80634-9038. JBS USA FC Holding’s principal business is holding all of the issued and o

Purpose of Transaction

Item 4. Purpose of Transaction

of the Statement is hereby amended and supplemented by the addition

Item 4 of the Statement is hereby amended and supplemented by the addition of the following: On February 8, 2024, each of Joesley Mendonça Batista and Wesley Mendonça Batista was appointed a member of the Issuer’s board of directors. 15 On October 24, 2024, an amendment to the Restated Certificate of Incorporation was approved unanimously by each of the Issuer’s Equity Directors, voting as a group, and full board of directors. As a result of the amendment, at any time when JBS USA FC Holdings, or any of its affiliates (the “ JBS Stockholder ”) beneficially owns equal to or greater than 80 percent but less than 90 percent of the Issuer’s outstanding Common Stock, there shall be 10 directors on the Issuer’s board of directors consisting of eight JBS Directors and two Equity Directors, making the board representation of the JBS Stockholder and the stockholders other than the JBS Stockholder proportional and more closely aligned with their independent under Rule 5605(a)(2) of the listing rules of the Nasdaq Stock Market LLC and under Rule 10A-3 of the Exchange Act, such that they will not be affiliated with the Issuer or the JBS Stockholder and will be qualified to serve on the Issuer’s audit committee. Additionally, the Equity Directors, voting as a group, and the full Board each unanimously approved corresponding amendments to the Restated Bylaws and the Stockholders Agreement. The purpose of this amendment to the Certificate is to enable the consolidation for U.S. federal income tax purposes of the Issuer with JBS USA FC Holdings. To achieve the consolidation for U.S. federal income tax purposes, JBS USA FC Holdings must own outstanding capital stock of the Issuer representing both (i) at least 80 percent of the total outstanding capital stock (by value) and (ii) at least 80

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Statement is hereby amended and replaced in its entirety

Item 5 of the Statement is hereby amended and replaced in its entirety as follows: (a) and (b) The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of Amendment No. 10 and the information set forth in Item 4 of this Statement are hereby incorporated by reference in this Item 5. As a result of the ownership structure and other relationships described in Item 2 of the Statement, each of the Reporting Persons is the beneficial owner, with shared voting and dispositive power with the other Reporting Persons, of 195,445,936 shares of Common Stock, of which JBS Wisconsin is the direct beneficial owner. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is based on 237,123,076 shares of Common Stock outstanding as of October 28, 2024. Except as disclosed in this Statement, none of the Reporting Persons or, to the best of the Reporting Persons’ knowledge, any of the persons listed in Schedules I and II attached to this Amendment No. 10 (collectively, the “ Schedules ”), beneficially owns any shares of Common Stock or has the right to acquire any shares of Common Stock. 16 Except as disclosed in this Statement, none of the Reporting Persons or, to the best of the Reporting Persons’ knowledge, any of the persons listed in the Schedules, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the shares of Common Stock that they may be deemed to beneficially own. As of the date hereof, each Reporting Person disclaims beneficial ownership of the shares reported on this Statement, except to the extent of such Reporting Person’s respective pecuniary interest therein. (c) Except as described herein, none of the Reporting Persons or, to the best of their knowledge, any of the persons listed in the Schedules, has effected any transaction in any of the shares of Common Stock during the past 60 days. (d) Ex

of the Statement is hereby amended and

Item 6 of the Statement is hereby amended and supplemented by the addition of the following: In connection with joining the Issuer’s board of directors, each of Joesley Mendonça Batista and Wesley Mendonça Batista received on May 1, 2024 1,696 restricted stock units vesting upon his departure from the Issuer’s board of directors. Each restricted stock unit represents a contingent right to receive one share of Common Stock.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits

of the Statement is hereby amended and supplemented by the addition

Item 7 of the Statement is hereby amended and supplemented by the addition of the following exhibits to this Amendment No. 10: 99.1 Joint Filing Agreement, dated as of October 28, 2024, among the Reporting Persons. 17 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 28, 2024 JBS WISCONSIN PROPERTIES, LLC By: /s/ Victor Machado Name: Victor Machado Title: Chief Financial Officer JBS USA FOOD COMPANY By: /s/ Victor Machado Name: Victor Machado Title: Chief Financial Officer JBS USA FOOD COMPANY HOLDINGS By: /s/ Victor Machado Name: Victor Machado Title: Chief Financial Officer JBS LUXEMBOURG COMPANY S.À R.L. By: /s/ Jeremiah O’Callaghan Name: Jeremiah O’Callaghan Title: Category A Manager JBS USA HOLDING LUX S.À R.L. By: /s/ Jeremiah O’Callaghan Name: Jeremiah O’Callaghan Title: Category A Manager 18 JBS GLOBAL MEAT HOLDINGS PTY LTD. By: /s/ Lucas Ebram Vilhena de Moraes Name: Lucas Ebram Vilhena de Moraes Title: Director JBS GLOBAL LUXEMBOURG S.À R.L. By: /s/ Jeremiah O’Callaghan Name: Jeremiah O’Callaghan Title: Category A Manager JBS INVESTMENTS LUXEMBOURG S.À R.L. By: /s/ Jeremiah O’Callaghan Name: Jeremiah O’Callaghan Title: Category A Manager JBS S.A. By: /s/ Jeremiah O’Callaghan Name: Jeremiah O’Callaghan Title: Officer By: /s/ Guilherme Perboyre Cavalcanti Name: Guilherme Perboyre Cavalcanti Title: Investor Relations and Chief Financial Officer J&F INVESTIMENTOS S.A. By: /s/ A

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