FORM 5
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Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN 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 *
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GEORGE WALTER N.
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2. Issuer Name and Ticker or Trading Symbol
Freshpet, Inc. [FRPT]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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(Last)
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(First)
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(Middle)
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C/O FRESHPET, INC. , 1450 US-206
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3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
2024-12-31
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(Street)
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BEDMINSTER
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NJ
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07921
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4. If Amendment, Date Original Filed (Month/Day/Year)
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6. Individual or Join/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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GEORGE WALTER N.
C/O FRESHPET, INC.
1450 US-206
BEDMINSTER, NJ07921
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Signatures
/s/ Lisa A. Alexander, as Attorney-in-Fact for the Reporting Person
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2025-09-18
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**Signature of Reporting Person
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Date
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Explanation of Responses:
(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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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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(1)
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Represents a bona fide gift of the issuer's common stock by the reporting person to a charitable organization, which was previously unreported due to an administrative error.
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(2)
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The total shares held reflects totals as of December 31, 2024, updated to include this transaction. The total number of shares held as of December 31, 2024 has been further adjusted to correct prior administrative errors in reporting of share totals, including as a result of the duplicated reporting of (a) the acquisition via purchase of 2,500 shares on the reporting person's Form 4 filed on September 13, 2016 and (b) the disposition via gift of 1,667 shares on the reporting person's Form 4 filed on November 19, 2024, as well as adjustments for de minimis share amounts. As of the filing of this report, the reporting person owns 45,527 shares (inclusive of 1,432 unvested shares of restricted common stock, as previously reported), all held directly.
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