Performance Food (NYSE: PFGC) grants 19K shares to HR chief, 10b5-1 sale

Rhea-AI Filing Summary

Performance Food Group Co (PFGC) reported insider equity activity for Erika T. Davis, Executive Vice President and Chief Human Resources Officer. On August 18, 2026 she received 12,619 performance-based restricted shares tied to relative total shareholder return for a July 2, 2023–June 27, 2026 performance period, and 6,697 time-based restricted shares that vest in three equal annual installments beginning August 18, 2027. To cover exercise price or tax liabilities, 4,611 shares on August 18 and 969 shares on August 19 were delivered or withheld. She also sold 1,529 shares at $104.64 per share on August 18 in a transaction effected under a Rule 10b5-1 trading plan established on February 24, 2026.

Insider Trade Summary 10b5-1

Net Buyer: 12,207 shares

Net Buy 5 txns

Insider DAVIS ERIKA T

Role See Remarks

Sold 1,529 shs ($160K)

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	969	$103.34	$100K
Grant/Award	Common Stock F1	12,619	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,611	$104.54	$482K
Grant/Award	Common Stock F2	6,697	$0.00	$0.00
Sale	Common Stock F3	1,529	$104.64	$160K

Holdings After Transaction: Common Stock — 51,994 shares (Direct)

Footnotes (3)

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.
3. F3. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on February 24, 2026.

Key Figures

Performance-based restricted stock grant: 12,619 shares Time-based restricted stock grant: 6,697 shares Shares delivered or withheld for exercise price or tax liability: 4,611 shares at $104.54 per share +3 more

6 metrics

Performance-based restricted stock grant 12,619 shares Grant that vested upon certification of performance goals for July 2, 2023–June 27, 2026

Time-based restricted stock grant 6,697 shares Grant vesting in three equal annual installments beginning August 18, 2027

Shares delivered or withheld for exercise price or tax liability 4,611 shares at $104.54 per share Code F disposition on August 18, 2026

Shares delivered or withheld for exercise price or tax liability 969 shares at $103.34 per share Code F disposition on August 19, 2026

Open-market or private sale 1,529 shares at $104.64 per share Sale on August 18, 2026 under a Rule 10b5-1 trading plan

Rule 10b5-1 trading plan establishment date February 24, 2026 Date Erika T. Davis established the trading plan referenced in the sale footnote

Key Terms

performance-based restricted stock, relative total shareholder return, 2015 Omnibus Incentive Plan, Rule 10b5-1 trading plan

4 terms

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

"performance goals, which are based on relative total shareholder return, were"

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

"performance-based restricted stock under the 2015 Omnibus Incentive Plan that vested"

Rule 10b5-1 trading plan financial

"sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

FAQ

What insider transactions did PFGC executive Erika T. Davis report on this Form 4?

Erika T. Davis reported two grants of restricted stock totaling 19,316 shares, two dispositions of 5,580 shares delivered or withheld for exercise price or tax liabilities, and an open-market sale of 1,529 shares of Performance Food Group Co common stock.

How many PFGC shares did Erika T. Davis sell and at what price?

Erika T. Davis sold 1,529 shares of Performance Food Group Co (PFGC) common stock on August 18, 2026 at a price of $104.64 per share in a sale reported as executed under a Rule 10b5-1 trading plan.

What restricted stock awards did Erika T. Davis receive from PFGC?

On August 18, 2026, Erika T. Davis received 12,619 performance-based restricted shares that vested upon certification of performance goals for July 2, 2023–June 27, 2026, and 6,697 time-based restricted shares that vest in three equal annual installments starting August 18, 2027.

Were Erika T. Davis’s PFGC stock transactions under a Rule 10b5-1 plan?

Yes. The Form 4 indicates Rule 10b5-1 plan status, and a footnote states the 1,529-share sale on August 18, 2026 was effected under a Rule 10b5-1 trading plan established by Erika T. Davis on February 24, 2026.

What do the code F transactions mean in this PFGC Form 4?

Code F transactions reported for 4,611 shares on August 18, 2026 and 969 shares on August 19, 2026 represent shares delivered or withheld for payment of exercise price or tax liability, rather than open-market sales or purchases.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/20/2026 - 05:00 PM Accepted by SEC EDGAR 08/20/2026 - 05:00 PM Learn about SEC filing dates

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).

X

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^*

DAVIS ERIKA T

(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)

	Director		10% Owner
X	Officer (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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/18/2026		A(1)		12,619	A	$0	52,406	D
Common Stock	08/18/2026		F		4,611	D	$104.54	47,795	D
Common Stock	08/18/2026		A(2)		6,697	A	$0	54,492	D
Common Stock	08/18/2026		S(3)		1,529	D	$104.64	52,963	D
Common Stock	08/19/2026		F		969	D	$103.34	51,994	D

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. 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.

3. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on February 24, 2026.

Remarks:

Executive Vice President and Chief Human Resources Officer

	/s/ A. Brent King, as Attorney-in-Fact	08/20/2026
	** Signature of Reporting Person	Date
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)