Performance Food Group (PFGC) Form 144 Filed for 9,136-Share Sale

Rhea-AI Filing Summary

The filing is a Form 144 notice for Performance Food Group Company (PFGC) reporting a proposed sale of 9,136 common shares to be executed through Morgan Stanley Smith Barney LLC on 08/20/2025 on the NYSE. The filer shows the shares were acquired on 08/19/2025 from the issuer via a PSA and paid for on that date. The filing also discloses multiple prior 10b5-1 program sales by the same seller in 2025 totaling tens of thousands of shares and gross proceeds listed for each trade. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

Insights

Securities Analyst

TL;DR: This is a routine Form 144 reporting small-volume insider sales under Rule 144 and 10b5-1 plans.

The transaction size is modest relative to the issuer's reported outstanding shares (9,136 versus 156,519,106), indicating negligible direct dilution or market impact. The filing documents that the shares were acquired via a private sale agreement (PSA) one day before the proposed sale and that multiple prior 10b5-1 sales occurred in 2025 with disclosed gross proceeds. From a market-materiality perspective, these disclosures are consistent with compliance and transparency expectations but do not in themselves signal a material change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure aligns with regulatory requirements; documentation of plan-based sales and signer representation is present.

The Form 144 includes the required broker, share counts, acquisition details, and prior 10b5-1 sale history. The filer affirms absence of undisclosed material adverse information at signature. The timing—acquisition by PSA on 08/19/2025 and proposed sale on 08/20/2025—should prompt routine review by compliance teams but does not indicate governance irregularities based on the information provided. No missing signature, broker, or exchange details appear in the substance presented.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	9136	907387.52	156519106	08/20/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/19/2025	PSA	Issuer			9136	08/19/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for BRENT KING 12500 West Creek Parkway Richmond VA 23238	Common	07/17/2025	6335	633500.00
10b5-1 Sales for BRENT KING 12500 West Creek Parkway Richmond VA 23238	Common	07/11/2025	7865	747175.00
10b5-1 Sales for BRENT KING 12500 West Creek Parkway Richmond VA 23238	Common	05/29/2025	12866	1158270.37
10b5-1 Sales for BRENT KING 12500 West Creek Parkway Richmond VA 23238	Common	05/28/2025	11104	984801.91

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the PFGC Form 144 filed here report?

The filing reports a proposed sale of 9,136 common shares for PFGC through Morgan Stanley Smith Barney LLC on 08/20/2025 on the NYSE.

When and how were the shares to be sold in the PFGC Form 144 acquired?

The filing states the shares were acquired on 08/19/2025 via a PSA from the issuer and payment was made on that date.

Does the Form 144 show other recent insider sales for PFGC?

Yes. The filing lists multiple prior 10b5-1 sales in 2025 by the same seller: 07/17/2025 (6,335 shares), 07/11/2025 (7,865), 05/29/2025 (12,866), and 05/28/2025 (11,104), with gross proceeds disclosed for each.

Is the disclosed sale material relative to PFGC's outstanding shares?

No. The proposed sale of 9,136 shares is small relative to the reported 156,519,106 shares outstanding, so the filing does not indicate material dilution or likely market-moving impact.

Which broker and exchange are involved in the proposed sale?

The broker is Morgan Stanley Smith Barney LLC and the exchange listed is the NYSE.