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[Form 4] US Foods Holding Corp. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

US Foods Holding Corp. executive vice president and chief merchant David L. Poe Jr received 6,254 shares of common stock on March 27, 2026 through the vesting and settlement of performance stock units granted in 2023 and tied to fiscal 2023–2025 performance metrics.

To cover related tax obligations, 2,771 shares were withheld in connection with the performance stock units and 567 shares were withheld in connection with restricted stock units, both valued at $90.86 per share for tax purposes. After these compensation-related transactions, Poe directly holds 42,111 shares of US Foods common stock.

Positive

  • None.

Negative

  • None.
Insider Poe David L Jr
Role EVP, Chief Merchant
Type Security Shares Price Value
Grant/Award Common Stock 6,254 $0.00 --
Tax Withholding Common Stock 2,771 $90.86 $252K
Tax Withholding Common Stock 567 $90.86 $52K
Holdings After Transaction: Common Stock — 45,449 shares (Direct)
Footnotes (1)
  1. Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023, with the number of shares earned based on achievement against certain performance metrics following the end of a three-year performance period (fiscal years 2023-2025). Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units.
PSU shares vested 6,254 shares Common stock from performance stock units vesting on March 27, 2026
Tax withholding PSUs 2,771 shares Shares withheld for taxes on vested performance stock units at $90.86
Tax withholding RSUs 567 shares Shares withheld for taxes on vested restricted stock units at $90.86
Tax valuation price $90.86 per share Value used for both tax-withholding dispositions
Shares after first transaction 45,449 shares Direct holdings after PSU vesting before tax withholdings
Final direct holdings 42,111 shares Direct US Foods common stock holdings after all entries
Tax-withholding shares total 3,338 shares Combined PSUs and RSUs share withholdings for tax obligations
performance stock units financial
"Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
restricted stock units financial
"Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax obligations financial
"Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units"
vesting financial
"Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Poe David L Jr
(Last)(First)(Middle)
9399 W. HIGGINS RD., SUITE 100
(Street)
ROSEMONT ILLINOIS 60018
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
US Foods Holding Corp. [ USFD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Merchant
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock03/27/2026A6,254A$0(1)45,449D
Common Stock03/27/2026F2,771(2)D$90.8642,678D
Common Stock03/27/2026F567(3)D$90.8642,111D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023, with the number of shares earned based on achievement against certain performance metrics following the end of a three-year performance period (fiscal years 2023-2025).
2. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units.
3. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units.
Remarks:
/s/ Alexander J. Vargas Attorney In Fact03/30/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR