Performance Food Group Form 4 shows RSU grant, 3.35M shares at Sachem Head

Rhea-AI Filing Summary

Performance Food Group Company (PFGC) reported an insider equity grant involving director Scott D. Ferguson and affiliated investment entities. On 11/19/2025, Ferguson received 2,078 restricted stock units (RSUs) of PFGC common stock at a stated price of $0, reflecting an equity award rather than an open‑market purchase. These RSUs vest in full on the earlier of November 19, 2026 or the next regularly scheduled annual meeting of stockholders.

The filing is made jointly by Ferguson, Sachem Head Capital Management LP, Uncas GP LLC, and Sachem Head GP LLC, which are collectively described as the reporting persons. The RSUs are held by Ferguson for the benefit of Sachem Head under an arrangement between them. Separately from the RSU award, the reporting group indicates that 3,350,000 shares of PFGC common stock are owned by affiliated funds managed by Sachem Head, and the various entities may be deemed to beneficially own those shares, while disclaiming beneficial ownership except for any pecuniary interest.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Ferguson Scott D., Sachem Head Capital Management LP, Uncas GP LLC, Sachem Head GP LLC

Role Director | Insider | Insider | Insider

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,078	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,078 shares (Direct); Common Stock — 3,350,000 shares (Indirect, See footnotes)

Footnotes (1)

1. The shares of common stock reported in this transaction represent the grant of restricted stock units ("RSUs") by Performance Food Group Company (the "Issuer") to Scott D. Ferguson. The RSUs vest in full on the earlier of (i) November 19, 2026 and (ii) the next regularly scheduled annual meeting of stockholders of the Issuer. In addition to Scott D. Ferguson, this Form 4 is being filed jointly by Sachem Head Capital Management LP ("Sachem Head"), Uncas GP LLC ("SH Management") and Sachem Head GP LLC ("Sachem Head GP," and together with Sachem Head, SH Management, and Mr. Ferguson, the "Reporting Persons"). Each of the Reporting Persons has the same business address as Mr. Ferguson and may be deemed to be the beneficial owner of certain of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. Pursuant to an arrangement between Mr. Ferguson and Sachem Head, the RSUs are held by Mr. Ferguson for the benefit of Sachem Head. Such units are included as directly beneficially owned by Mr. Ferguson, but may also be deemed to be beneficially owned by Sachem Head and Uncas GP LLC, Sachem Head's General Partner, as a result of such arrangement. All 3,350,000 of these shares represent the Issuer's common stock owned by the Sachem Head Funds (as defined below) prior to the Issuer's grant of any RSUs to Scott D. Ferguson. Includes securities directly owned by Sachem Head LP ("SH"), Sachem Head Master LP ("SHM"), and SH Stony Creek Master Ltd. ("Stony Creek Master" and, together with SH and SHM, the "Sachem Head Funds"). Each of Sachem Head, as the investment adviser to the Sachem Head Funds, SH Management, as the sole general partner of Sachem Head, and Scott D. Ferguson, as the managing partner of Sachem Head, may be deemed to beneficially own the securities directly owned by the Sachem Head Funds. As the general partner of SH and SHM, Sachem Head GP may be deemed to beneficially own the securities directly owned by SH and SHM. The principal business of Sachem Head is to serve as investment advisor to certain affiliated funds, including the Sachem Head Funds. The principal business of SH Management is to serve as the sole general partner of Sachem Head. The principal business of Sachem Head GP is to serve as the general partner of certain affiliated funds, including SH and SHM. The principal occupation of Scott D. Ferguson is to serve as the managing partner of Sachem Head and the managing member of SH Management and Sachem Head GP.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ferguson Scott D.

(Last) (First) (Middle)

250 WEST 55TH STREET, 34TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Performance Food Group Co [ PFGC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	11/19/2025		A		2,078(1)	A	$0	2,078(1)	D(2)(3)
Common Stock								3,350,000(4)	I	See footnotes(2)(5)(6)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Ferguson Scott D.

(Last) (First) (Middle)

250 WEST 55TH STREET, 34TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Sachem Head Capital Management LP

(Last) (First) (Middle)

250 WEST 55TH STREET, 34TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Uncas GP LLC

(Last) (First) (Middle)

250 WEST 55TH STREET, 34TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Sachem Head GP LLC

(Last) (First) (Middle)

250 WEST 55TH STREET, 34TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The shares of common stock reported in this transaction represent the grant of restricted stock units ("RSUs") by Performance Food Group Company (the "Issuer") to Scott D. Ferguson. The RSUs vest in full on the earlier of (i) November 19, 2026 and (ii) the next regularly scheduled annual meeting of stockholders of the Issuer.

2. In addition to Scott D. Ferguson, this Form 4 is being filed jointly by Sachem Head Capital Management LP ("Sachem Head"), Uncas GP LLC ("SH Management") and Sachem Head GP LLC ("Sachem Head GP," and together with Sachem Head, SH Management, and Mr. Ferguson, the "Reporting Persons"). Each of the Reporting Persons has the same business address as Mr. Ferguson and may be deemed to be the beneficial owner of certain of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.

3. Pursuant to an arrangement between Mr. Ferguson and Sachem Head, the RSUs are held by Mr. Ferguson for the benefit of Sachem Head. Such units are included as directly beneficially owned by Mr. Ferguson, but may also be deemed to be beneficially owned by Sachem Head and Uncas GP LLC, Sachem Head's General Partner, as a result of such arrangement.

4. All 3,350,000 of these shares represent the Issuer's common stock owned by the Sachem Head Funds (as defined below) prior to the Issuer's grant of any RSUs to Scott D. Ferguson.

5. Includes securities directly owned by Sachem Head LP ("SH"), Sachem Head Master LP ("SHM"), and SH Stony Creek Master Ltd. ("Stony Creek Master" and, together with SH and SHM, the "Sachem Head Funds"). Each of Sachem Head, as the investment adviser to the Sachem Head Funds, SH Management, as the sole general partner of Sachem Head, and Scott D. Ferguson, as the managing partner of Sachem Head, may be deemed to beneficially own the securities directly owned by the Sachem Head Funds. As the general partner of SH and SHM, Sachem Head GP may be deemed to beneficially own the securities directly owned by SH and SHM.

6. The principal business of Sachem Head is to serve as investment advisor to certain affiliated funds, including the Sachem Head Funds. The principal business of SH Management is to serve as the sole general partner of Sachem Head. The principal business of Sachem Head GP is to serve as the general partner of certain affiliated funds, including SH and SHM. The principal occupation of Scott D. Ferguson is to serve as the managing partner of Sachem Head and the managing member of SH Management and Sachem Head GP.

Remarks:

Mr. Ferguson is the managing partner of Sachem Head and the managing member of each of SH Management and Sachem Head GP and also serves on the board of directors of the Issuer. As a result, the Reporting Persons other than Mr. Ferguson may be deemed directors of the Issuer by deputization.

	/s/ Michael D. Adamski, as Attorney-in-Fact for Scott D. Ferguson	11/21/2025
	/s/ Michael D. Adamski, as General Counsel of Sachem Head Capital Management LP	11/21/2025
	/s/ Michael D. Adamski, as General Counsel of Uncas GP LLC	11/21/2025
	/s/ Michael D. Adamski, as General Counsel of Sachem Head GP LLC	11/21/2025
	** Signature of Reporting Person	Date
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