Sec Form 4 Filing - ABU-GHAZALEH MOHAMMAD @ FRESH DEL MONTE PRODUCE INC - 2020-09-16

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ABU-GHAZALEH MOHAMMAD 2. Issuer Name and Ticker or Trading Symbol FRESH DEL MONTE PRODUCE INC [ FDP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) C/O FRESH DEL MONTE PRODUCE INC., P.O. BOX 149222 3. Date of Earliest Transaction (MM/DD/YY) 09/16/2020 (Street) CORAL GABLES, FL33114 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Ordinary Shares 09/16/2020 S( 1 ) 2,200 D $ 24.0227 ( 2 ) 6,875,878 D Ordinary Shares 09/17/2020 S( 1 ) 1,000 D $ 24.018 ( 2 ) 6,874,878 D Ordinary Shares 09/18/2020 S( 1 ) 927 D $ 24.0127 ( 2 ) 6,873,951 D Ordinary Shares 20,000 I Held by Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Dividend Equivalent Units ( 3 ) ( 3 ) ( 3 ) Ordinary Shares 2,250.0859 2,250.0859 D Employee Stock Options (Right to Buy) $ 26.52 ( 4 ) 02/20/2023 Ordinary Shares 32,200 32,200 D Employee Stock Options (Right to Buy) $ 28.89 ( 4 ) 04/30/2024 Ordinary Shares 64,400 64,400 D Restricted Stock Units ( 5 ) ( 6 ) ( 6 ) Ordinary Shares 10,000 10,000 D Restricted Stock Unit ( 5 ) ( 7 ) ( 7 ) Ordinary Shares 20,000 20,000 D Restricted Stock Unit ( 5 ) ( 8 ) ( 8 ) Ordinary Shares 30,000 30,000 D Restricted Stock Units ( 5 ) ( 9 ) ( 9 ) Ordinary Shares 40,000 40,000 D Performance Stock Units ( 10 ) ( 11 ) ( 11 ) Ordinary Shares 26,668 26,668 D Performance Stock Units ( 10 ) 03/01/2021( 12 ) ( 12 ) Ordinary Shares 40,000 40,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ABU-GHAZALEH MOHAMMAD C/O FRESH DEL MONTE PRODUCE INC. P.O. BOX 149222 CORAL GABLES, FL33114 X X Chairman and CEO Signatures /s/ Marlene M. Gordon, Attorney-in-fact for Mohammad Abu-Ghazaleh 09/18/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sales occurred pursuant to an existing Rule 10b5-1 plan adopted by the Reporting Person. ( 2 )Represents the weighted average price of the shares sold. The Reporting Person upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price. ( 3 )Each Dividend Equivalent Unit ("DEUs") represents a contingent right to receive one ordinary share of FDP. DEUs are subject to the same restrictions and vesting and/or performance criteria based on the underlying Restricted Stock Units ("RSUs") and/or Performance Stock Units ("PSUs") to which they relate. ( 4 )Stock Options are fully vested. ( 5 )The RSUs convert to Ordinary Shares on a one-for-one basis. ( 6 )RSUs were awarded on 2/22/2017 and vest in five equal annual installments over four years of which one is remaining on 2/22/2021. ( 7 )RSUs were awarded on 2/21/18 and vest in five equal installments over four years. The remaining vestings will occur on 2/21/21 and 2/21/22. ( 8 )RSUs were awarded on 2/20/19 and vest in five equal installments over four years. The remaining vestings will occur on 2/20/21, 2/20/22 and 2/20/23. ( 9 )RSUs were awarded on 3/2/2020 and vest in five equal installments over four years. The remaining vestings will occur on 3/1/2021, 3/1/2022, 3/1/2023 and 3/1/2024. ( 10 )The PSUs convert to Ordinary Shares on a one-for-one basis. ( 11 )The PSUs were awarded on 2/20/2019 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 2/20/2020, 2/20/2021 and 2/20/2022. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment. ( 12 )The PSUs were awarded on 3/2/2020 and are earned subject to meeting minimum performance criteria. Once earned, the PSUs vest in three equal annual installments on each of 3/1/2021, 3/1/2022 and 3/1/2023. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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