Chefs' Warehouse (CHEF) CEO Pappas has 4,119 vested shares withheld for taxes

Rhea-AI Filing Summary

Chefs' Warehouse, Inc. President and CEO Christopher Pappas reported a tax-related share disposition. On March 4, 2026, 4,119 shares of common stock were withheld at $62.52 per share to cover taxes upon vesting of restricted stock under the company’s 2019 equity incentive plan, leaving him with 2,394,403 shares held directly. He also reports 62,639 shares held indirectly through GRATs.

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

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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).

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^*

Pappas Christopher

(Last) (First) (Middle)

100 EAST RIDGE ROAD

(Street)

RIDGEFIELD CT 06877

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Chefs' Warehouse, Inc. [ CHEF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

4. 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 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	03/04/2026		F(1)		4,119	D	$62.52	2,394,403	D
Common Stock								62,639	I	By GRATs

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

Explanation of Responses:

1. Shares withheld upon the vesting of restricted common stock awarded to the Reporting Person pursuant to The Chefs' Warehouse, Inc. Amended and Restated 2019 Omnibus Equity Incentive Plan (the "Plan").

	/s/ Alexandros Aldous, Attorney-in-Fact for Christopher Pappas	03/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Chefs' Warehouse (CHEF) report for Christopher Pappas?

Chefs' Warehouse CEO Christopher Pappas reported a tax-related share disposition. On March 4, 2026, 4,119 common shares were withheld to satisfy tax obligations tied to vesting restricted stock, rather than sold in an open market transaction.

How many Chefs' Warehouse (CHEF) shares were withheld for taxes in this Form 4?

The Form 4 shows 4,119 Chefs' Warehouse common shares were withheld. They were applied toward tax liabilities arising from vesting of restricted stock awards under the company’s Amended and Restated 2019 Omnibus Equity Incentive Plan.

At what price were the withheld Chefs' Warehouse (CHEF) shares valued?

The withheld 4,119 Chefs' Warehouse shares were valued at $62.52 each. This per-share figure is used to determine the value of shares applied toward the CEO’s tax obligations upon restricted stock vesting.

How many Chefs' Warehouse (CHEF) shares does Christopher Pappas own after this transaction?

After the withholding, Christopher Pappas holds 2,394,403 Chefs' Warehouse shares directly. The filing also reports 62,639 shares held indirectly through grantor retained annuity trusts (GRATs), reflecting both direct and indirect ownership positions.

Was the Chefs' Warehouse (CHEF) Form 4 a market sale by the CEO?

The Form 4 reflects a tax-withholding disposition, not an open market sale. Shares were withheld upon vesting of restricted stock granted under Chefs' Warehouse’s 2019 equity incentive plan to cover associated tax liabilities.

What equity plan is involved in the Chefs' Warehouse (CHEF) CEO’s reported transaction?

The transaction relates to The Chefs' Warehouse, Inc. Amended and Restated 2019 Omnibus Equity Incentive Plan. Restricted common stock vested, and a portion of shares was withheld to satisfy the CEO’s tax obligations under that plan.