Brian J Driscoll Form 3 SNYDER'S-LANCE / BRIAN J DRISCOLL ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

DRISCOLL BRIAN J

(Last) (First) (Middle)

13515 BALLANTYNE CORPORATE PLACE

(Street)

CHARLOTTE NC 28277

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/29/2016

3. Issuer Name and Ticker or Trading Symbol
SNYDER'S-LANCE, INC. [ LNCE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
$.83-1/3 par value Common Stock	107,192(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Restricted Stock Units	(3)	(3)	Common Stock	38,914	0.0000	D
Restricted Stock Units	(4)	(4)	Common Stock	47,248	0.0000	D
Option (right to buy)(5)	03/08/2016	11/19/2022	Common Stock	250,585	11.75	D
Option (right to buy)(5)	03/08/2016	12/19/2022	Common Stock	150,875	12.92	D
Option (right to buy)(5)	03/08/2016	10/02/2023	Common Stock	91,783	18.4	D

Explanation of Responses:

1. 29,082 shares of Snyder's-Lance, Inc. (LNCE) common stock received in exchange for Performance Restricted Stock Units of Diamond Foods, Inc. (DMND) pursuant to the Agreement and Plan of Merger and Reorganization, dated October 27, 2015, (the "Merger Agreement"), by and among Diamond Foods, Inc., Snyder's-Lance, Inc., Shark Acquisition Sub I, Inc., a wholly-owned subsidiary of Snyder's-Lance, Inc. and Shark Acquisition Sub II, LLC, a wholly-owned subsidiary of Snyder's-Lance, Inc. The reporting person received the shares of Snyder's-Lance, Inc. (LNCE) common stock in exchange for 37,526 Performance Restricted Stock Units of Diamond Foods, Inc. (DMND).

2. 78,110 restricted shares of Snyder's-Lance, Inc. (LNCE) common stock received in exchange for restricted shares of Diamond Foods, Inc. (DMND) common stock pursuant to the Merger Agreement. The reporting person received the restricted shares of Snyder's-Lance, Inc. (LNCE) common stock in exchange for 100,790 restricted shares of Diamond Foods, Inc. (DMND) common stock. The restricted shares fully vest on 3/8/2016.

3. Received in exchange for Performance Restricted Stock Units of Diamond Foods, Inc. (DMND) pursuant to the Merger Agreement. The reporting person received the Performance Restricted Stock Units of Snyder's-Lance, Inc. (LNCE) in exchange for 34,263 Performance Restricted Stock Units of Diamond Foods, Inc. (DMND). The Performance Restricted Stock Units fully vest on 3/8/2016.

4. Received in exchange for Restricted Stock Units of Diamond Foods, Inc. (DMND) pursuant to the Merger Agreement. The reporting person received the Restricted Stock Units of Snyder's-Lance, Inc. (LNCE) in exchange for 41,604 Restricted Stock Units of Diamond Foods, Inc. (DMND). The Restricted Stock Units fully vest on 3/8/2016.

5. Received in exchange for outstanding options of Diamond Foods, Inc. (DMND) pursuant to the Merger Agreement.

	/s/ Brian J. Driscoll by Gail Sharps Myers, Attorney-In-Fact	03/09/2016
	** Signature of Reporting Person	Date
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 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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