STOCK TITAN

Performance Food Group (NYSE: PFGC) CFO gets grants, 8,272 shares withheld

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Performance Food Group Co (PFGC) reported that Executive Vice President and Chief Financial Officer Hugh Patrick Hatcher had multiple equity transactions in Common Stock. On August 18, 2026, he acquired 18,353 shares as a grant of performance-based restricted stock under the 2015 Omnibus Incentive Plan, tied to performance goals based on relative total shareholder return for the period from July 2, 2023 to June 27, 2026; these shares vested when the Human Capital and Compensation Committee certified achievement of the performance targets. On the same date, he also received a grant of 8,801 restricted shares that vest in three equal annual installments beginning on August 18, 2027. To cover payment of exercise price or tax liability by delivering or withholding securities, he disposed of 7,097 shares at $104.54 per share on August 18, 2026 and 1,175 shares at $103.34 per share on August 19, 2026. The transactions were not reported as undertaken pursuant to a Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.

Insights

Analyzing...

Insider Hatcher Hugh Patrick
Role See Remarks
Type Security Shares Price Value
Exercise Price or Tax Liability Common Stock 1,175 $103.34 $121K
Grant/Award Common Stock F1 18,353 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 7,097 $104.54 $742K
Grant/Award Common Stock F2 8,801 $0.00 $0.00
Holdings After Transaction: Common Stock — 62,698 shares (Direct)
Footnotes (2)
  1. F1. Represents a grant of performance-based restricted stock under the 2015 Omnibus Incentive Plan that vested on the date the Human Capital and Compensation Committee of the Company certified the achievement of the applicable performance targets based on the extent to which the applicable performance goals, which are based on relative total shareholder return, were attained for the performance period of July 2, 2023, to June 27, 2026.
  2. F2. Represents a grant of restricted stock that vests in three equal annual installments beginning on August 18, 2027.
Shares granted (performance-based restricted stock) 18,353 shares Grant that vested upon certification of performance goals for July 2, 2023–June 27, 2026
Shares granted (time-vested restricted stock) 8,801 shares Restricted stock vesting in three equal annual installments beginning August 18, 2027
Shares disposed for exercise price or tax liability (Aug 18, 2026) 7,097 shares at $104.54 per share Code F transaction to pay exercise price or tax liability by delivering or withholding securities
Shares disposed for exercise price or tax liability (Aug 19, 2026) 1,175 shares at $103.34 per share Code F transaction to pay exercise price or tax liability by delivering or withholding securities
Exercise-price-or-tax-liability shares (total) 8,272 shares Aggregate shares in two Code F transactions reported in the transaction summary
Performance period for performance-based grant July 2, 2023 to June 27, 2026 Period over which relative total shareholder return goals were measured
performance-based restricted stock financial
"Represents a grant of performance-based restricted stock under the 2015 Omnibus"
Shares granted to employees or executives that are held back and only become actual, tradable stock if the company meets predefined performance targets; until those goals are met the shares cannot be sold. Think of it like a bonus held in escrow that’s released only when specific results are achieved — investors watch these awards because they tie management pay to company outcomes, can dilute existing shareholders when released, and signal how confident or incentivized insiders are to meet growth or profitability goals.
relative total shareholder return financial
"applicable performance goals, which are based on relative total shareholder return,"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
2015 Omnibus Incentive Plan financial
"grant of performance-based restricted stock under the 2015 Omnibus Incentive Plan"
Human Capital and Compensation Committee financial
"vested on the date the Human Capital and Compensation Committee of the Company"

FAQ

What equity awards did PFGC CFO Hugh Patrick Hatcher receive in this Form 4?

Hugh Patrick Hatcher received 18,353 performance-based restricted shares that vested upon certification of performance goals for July 2, 2023–June 27, 2026, and a separate grant of 8,801 restricted shares that vest in three equal annual installments beginning on August 18, 2027.

How many PFGC shares were withheld or delivered for taxes or exercise costs?

A total of 7,097 shares on August 18, 2026 at $104.54 per share and 1,175 shares on August 19, 2026 at $103.34 per share were disposed of to pay exercise price or tax liability by delivering or withholding securities.

What are the vesting terms of the new restricted stock grant reported for PFGC?

The new restricted stock grant of 8,801 shares to Hugh Patrick Hatcher vests in three equal annual installments, starting on August 18, 2027. Each year, one-third of the grant will vest, subject to the plan terms.

What performance period applies to the PFGC performance-based restricted stock grant?

The performance-based restricted stock grant of 18,353 shares relates to a performance period from July 2, 2023 to June 27, 2026, with performance goals based on relative total shareholder return and vesting upon certification by the Human Capital and Compensation Committee.

Were the reported PFGC insider transactions under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox was not marked, so the transactions by Hugh Patrick Hatcher were not reported as being made pursuant to a Rule 10b5-1 trading arrangement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
Hatcher Hugh Patrick

(Last)(First)(Middle)
12500 WEST CREEK PARKWAY

(Street)
RICHMOND VIRGINIA 23238

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Performance Food Group Co [ PFGC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2026
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 Stock08/18/2026A(1)18,353A$062,169D
Common Stock08/18/2026F7,097D$104.5455,072D
Common Stock08/18/2026A(2)8,801A$063,873D
Common Stock08/19/2026F1,175D$103.3462,698D
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. Represents a grant of performance-based restricted stock under the 2015 Omnibus Incentive Plan that vested on the date the Human Capital and Compensation Committee of the Company certified the achievement of the applicable performance targets based on the extent to which the applicable performance goals, which are based on relative total shareholder return, were attained for the performance period of July 2, 2023, to June 27, 2026.
2. Represents a grant of restricted stock that vests in three equal annual installments beginning on August 18, 2027.
Remarks:
Executive Vice President and Chief Financial Officer
/s/ A. Brent King, as Attorney-in-Fact08/20/2026
** 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)