Standard Contracts
Sovos Brands, Inc. [ l ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • August 8th, 2022 • Sovos Brands, Inc. • Food and kindred products • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Sovos Brands, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ l ] shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ l ] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • August 27th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”), is effective upon the effectiveness of the Company’s Registration Statement on Form S-1, between Sovos Brands Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”). Capitalized terms not defined elsewhere in this Agreement are used as defined in Section 13.
Sovos Brands, Inc. 10,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 19th, 2023 • Sovos Brands, Inc. • Food and kindred products • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Sovos Brands, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 12 hereof and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), an aggregate of 10,000,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,500,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
AGREEMENT AND PLAN OF MERGER dated as of August 7, 2023 among Sovos Brands, Inc., Campbell Soup Company and Premium Products Merger Sub, Inc.Merger Agreement • August 7th, 2023 • Sovos Brands, Inc. • Food and kindred products • Delaware
AGREEMENT AND PLAN OF MERGER (as amended in accordance with the terms and conditions hereof, this “Agreement”) dated as of August 7, 2023 by and among Sovos Brands, Inc., a Delaware corporation (the “Company”), Campbell Soup Company, a New Jersey corporation (“Parent”), and Premium Products Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”).
REGISTRATION RIGHTS AGREEMENT by and among Sovos Brands, Inc. and the other parties hereto September 23, 2021Registration Rights Agreement • November 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
SOVOS BRANDS LIMITED PARTNERSHIPIncentive Unit Grant Agreement • February 28th, 2024 • Sovos Brands, Inc. • Food and kindred products • Delaware
THIS INCENTIVE UNIT GRANT AGREEMENT (the “Agreement”) is made as of May 1, 2019 (the “Grant Date”) among Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and Risa Cretella (the “Participant”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 28th, 2024 • Sovos Brands, Inc. • Food and kindred products
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”), effective September 22, 2021 (the “Distribution Date”), is entered into by and among Sovos Brands, Inc., a Delaware corporation (the “Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”), and Risa Cretella (the “Participant”).
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 28th, 2024 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (the “Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and Risa Cretella (“you” or the “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (the “Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (the “Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
Footnotes to Form 4Merger Agreement • March 14th, 2024 • Sovos Brands, Inc. • Food and kindred products
SOVOS BRANDS LIMITED PARTNERSHIP INCENTIVE UNIT GRANT AGREEMENTIncentive Unit Grant Agreement • August 27th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
THIS INCENTIVE UNIT GRANT AGREEMENT (the “Agreement”) is made as of August 29, 2017 (the “Grant Date”) among Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and Todd R. Lachman (the “Participant”).
SECOND LIEN CREDIT AGREEMENT dated as of June 8, 2021 among SOVOS BRANDS INTERMEDIATE, INC., as the Borrower, SOVOS BRANDS HOLDINGS, INC., as Holdings, THE FINANCIAL INSTITUTIONS PARTY HERETO as Lenders, and OWL ROCK CAPITAL CORPORATION, as...Second Lien Credit Agreement • August 27th, 2021 • Sovos Brands, Inc. • Food and kindred products • New York
SECOND LIEN CREDIT AGREEMENT, dated as of June 8, 2021 (this “Agreement”), by and among Sovos Brands Intermediate, Inc., a Delaware corporation (the “Borrower”), Sovos Brands Holdings, Inc., a Delaware corporation (“Holdings”), the Lenders from time to time party hereto, and Owl Rock Capital Corporation (“Owl Rock”), in its capacities as administrative agent for the Lenders and collateral agent for the Secured Parties (in such capacities and together with its permitted successors and assigns, the “Administrative Agent”).
Sovos Brands, Inc.Performance-Based Restricted Stock Unit Award Agreement • November 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Performance-Based Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●], 2021 (the “Date of Grant”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 7th, 2023 • Sovos Brands, Inc. • Food and kindred products • Delaware
This VOTING AND SUPPORT AGREEMENT (as the same may be amended from time to time in accordance with its terms, this “Agreement”), dated as of August 7, 2023, by and among the Persons listed on Schedule A hereto (each a “Stockholder” and collectively, the “Stockholders”), in each such Person’s capacity as a stockholder of Sovos Brands, Inc., a Delaware corporation (the “Company”), and Campbell Soup Company, a New Jersey corporation (“Parent”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 7th, 2023 • Sovos Brands, Inc. • Food and kindred products • Delaware
This VOTING AND SUPPORT AGREEMENT (as the same may be amended from time to time in accordance with its terms, this “Agreement”), dated as of August 7, 2023, by and among [·] (“Stockholder”), in such Person’s capacity as a stockholder of Sovos Brands, Inc., a Delaware corporation (the “Company”), and Campbell Soup Company, a New Jersey corporation (“Parent”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).
Sovos Brands, Inc. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • September 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●], 2021 (the “Date of Grant”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 27th, 2021 • Sovos Brands, Inc. • Food and kindred products • California
EMPLOYMENT AGREEMENT (the “Agreement”), dated as of January 14, 2017, among Grand Prix Intermediate, Inc., a Delaware corporation (the “Company”) and Todd R. Lachman (the “Executive”).
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 9th, 2021 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (the “Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and [________] (“you” or the “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (the “Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (the “Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2023 • Sovos Brands, Inc. • Food and kindred products
This Second Amendment to the Employment Agreement, dated January 14, 2017, between Sovos Brands Intermediate, Inc. (the “Company”) and Todd R. Lachman (the “Executive”) as amended September 1, 2021 (as amended, the “Employment Agreement”) is made, entered into, and effective on the date set forth on the signature page hereto (the “Amendment Effective Date”) by and between the Company and Executive (“Amendment”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Employment Agreement.
Sovos Brands, Inc. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • September 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●], 2022 (the “Date of Grant”).
Sovos Brands, Inc. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • March 15th, 2022 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●], 2022 (the “Date of Grant”).
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 10th, 2023 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (“Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (“Partnership”) and Kirk Jensen (“you” or “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (“Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (“Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
Sovos Brands, Inc. Performance-Based Restricted Stock Unit Award AgreementPerformance-Based Restricted Stock Unit Award Agreement • September 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Performance-Based Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●], 2021 (the “Date of Grant”).
Sovos Brands, Inc. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • August 3rd, 2022 • Sovos Brands, Inc. • Food and kindred products • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Sovos Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●] (the “Date of Grant”).
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 9th, 2021 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (the “Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and William R. Johnson (“you” or the “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (the “Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (the “Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 10th, 2023 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (“Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (“Partnership”) and [________] (“you” or “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (“Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (“Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”), effective September 22, 2021 (the “Distribution Date”), is entered into by and among Sovos Brands, Inc., a Delaware corporation (the “Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”), Todd R. Lachman (the “Service Provider”) and Christine R. Lachman and The St. Louis Trust Company, as trustees of the Todd Lachman 2021 Family Trust (the “Trust” and collectively with the Service Provider, the “Participants”).
FIRST AMENDMENT TO EMPLOYMENT LETTER AGREEMENTEmployment Agreement • September 9th, 2021 • Sovos Brands, Inc. • Food and kindred products
This First Amendment to the Employment Letter Agreement, dated January 14, 2017, between Sovos Brands Intermediate, Inc. (the “Company”) and Todd R. Lachman (the “Executive”) (the “Employment Agreement”) is made, entered into, and effective on the date set forth on the signature page hereto (the “Amendment Effective Date”) by and between the Company and Executive (“Amendment”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Employment Agreement.
NOTICE OF MODIFICATION OF VESTING TERMS OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 10th, 2023 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (“Company”), Sovos Brands Limited Partnership, a Delaware limited partnership (“Partnership”) and William R. Johnson (“you” or “Participant”) previously entered into that certain Restricted Stock Agreement, effective September 22, 2021 (“Restricted Stock Agreement”), pursuant to which shares of common stock, par value $0.001 per share, of the Company (“Shares”) were distributed to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the Restricted Stock Agreement.
RETENTION AGREEMENTRetention Agreement • March 15th, 2022 • Sovos Brands, Inc. • Food and kindred products • California
This Retention Agreement ("Agreement") is entered into this 14 day of January, 2022 by and between Sovos Brands Intermediate, Inc. (the "Company") and Richard Greenberg ("Employee").
SOVOS BRANDS LIMITED PARTNERSHIP AMENDMENT TO INCENTIVE UNIT GRANT AGREEMENT[S]Incentive Unit Grant Agreement • September 9th, 2021 • Sovos Brands, Inc. • Food and kindred products • Delaware
THIS AMENDMENT (the “Amendment”), dated as of [●], 2021 (the “Effective Date”), is entered into by and between Sovos Brands Limited Partnership, a Delaware limited partnership (the “Partnership”) and [●] (the “Participant”).
NOTICE OF MODIFICATION OF VESTING ELIGIBILITY OF YOUR PERFORMANCE-BASED RESTRICTED STOCK UNITSPerformance-Based Restricted Stock Unit Agreement • May 10th, 2023 • Sovos Brands, Inc. • Food and kindred products
Sovos Brands, Inc. (“Company”) and [________] (“you” or “Participant”) previously entered into that certain Performance-Based Restricted Stock Unit Agreement, effective [September 23, 2021]1 (“PSU Agreement”), pursuant to which PSUs (as defined in the PSU Agreement) were granted to you. Capitalized terms used but not defined herein shall have the same meaning as set forth in the PSU Agreement.
