UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 93703 / December 2, 2021

ADMINISTRATIVE PROCEEDING

File No. 3-20523

In the Matter of

The Kraft Heinz Co. and Eduardo 

Pelleissone,

Respondents.

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EXTENSION ORDER

The Division of Enforcement (“Division”) has requested an extension of time until 

August 31, 2022 to submit a Proposed Plan of Distribution under Rule 1101(a) of the 

Commission’s Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1101(a).

On September 3, 2021, the Commission issued a Corrected Order Instituting Cease-andDesist Proceedings, Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the 

Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order (the 

“Order”)1against The Kraft Heinz Co. (“KHC”) and Eduardo Pelleissone (collectively, the 

“Respondents”). In the Order, the Commission found that from the last quarter of 2015 to the 

end of 2018, KHC engaged in various types of accounting misconduct, including recognizing 

unearned discounts from suppliers and maintaining false and misleading supplier contracts, 

which improperly reduced the company's cost of goods sold and allegedly achieved “cost 

savings.” KHC, in turn, touted these purported savings to the market, which were widely 

 

1

 Securities Act Rel. No. 10977 (Sept. 3, 2021).
2

covered by financial analysts. The accounting improprieties resulted in KHC reporting inflated 

adjusted “EBITDA,” a key earnings performance metric for investors. According to the Order, 

KHC failed to design and maintain effective internal accounting controls for its procurement 

division. As a result, finance and gatekeeping personnel repeatedly overlooked indications that 

expenses were being improperly accounted for. In total, the Commission ordered the 

Respondents to pay $12,500.00 in disgorgement, $1,711.31 in prejudgment interest, and 

$62,300,000.00 in civil money penalties, for a collective total of $62,314,211.31, to the 

Commission. The Commission also created a Fair Fund, pursuant to Section 308(a) of the 

Sarbanes-Oxley Act of 2002, so the penalties paid, along with the disgorgement and interest 

paid, can be distributed to harmed investors (the “Fair Fund”).

The Fair Fund consists of the $62,314,211.31 paid by the Respondents. The Fair Fund 

has been deposited in an interest-bearing account at the U.S. Department of the Treasury’s 

Bureau of the Fiscal Service, and any accrued interest will be for the benefit of the Fair Fund.

In its request for an extension of time, the Division states that additional time is needed to 

complete the fund administrator solicitation and appointment process, develop the distribution 

methodology, and prepare the proposed plan of distribution.

Accordingly, for good cause shown, IT IS HEREBY ORDERED that the Division’s 

request for an extension of time until August 31, 2022 to submit a Proposed Plan of Distribution 

is granted. 

For the Commission, by the Division of Enforcement, pursuant to delegated authority.2

Vanessa A. Countryman

Secretary 

 

2

 17 C.F.R. § 200.30-4(a)(21)(i).