Performance Food Group CEO sells 35,436 shares under 10b5-1 plan

Rhea-AI Filing Summary

Performance Food Group Company director and CEO George L. Holm reported option exercise and contemporaneous stock sales on 09/02/2025. Mr. Holm exercised 35,436 fully vested options with a $19 exercise price, resulting in acquisition of 35,436 common shares. Those 35,436 shares were sold the same day in multiple transactions under a Rule 10b5-1 trading plan established August 29, 2024, at weighted average prices of $103.58, $104.47 and $105.10 across the lots. Following these transactions, he beneficially owned 1,621,552 common shares (directly). The Form 4 was signed by an attorney-in-fact on 09/03/2025.

Positive

• Used a Rule 10b5-1 trading plan established August 29, 2024, which supports compliance with insider trading rules
• Maintains substantial ownership with 1,621,552 shares held directly after transactions
• Options were fully vested at exercise, indicating routine compensation realization rather than special grant timing

Negative

• Sells 35,436 shares (proceeds not aggregated here) reducing the reporting person's share count from prior levels
• Concentrated insider sales on a single day, which may attract investor attention despite being under a 10b5-1 plan

Insights

Corporate Governance Expert

TL;DR: Routine option exercise followed by sales via a pre-established 10b5-1 plan; maintains substantial direct ownership.

The filing shows a standard exercise of fully vested options and immediate disposition under a Rule 10b5-1 plan, which is commonly used to provide an affirmative defense to insider trading claims. The reporting person remains a large direct holder with 1,621,552 shares, preserving alignment with shareholders. No unusual timing or related-party transfers are disclosed in the Form 4.

Securities Analyst

TL;DR: Executed 35,436-option exercise and sold the resulting shares across several prices, realizing proceeds materially above exercise cost.

The reporting shows exercise at $19 and subsequent sales at weighted averages roughly between $103.58 and $105.10. This produced a substantial per-share spread versus exercise price. The sales were executed pursuant to a pre-set trading plan dated August 29, 2024, and do not indicate ad hoc disposition. The remaining beneficial ownership position is clearly stated.

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
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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).

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^*

HOLM GEORGE L

(Last) (First) (Middle)

12500 WEST CREEK PARKWAY

(Street)

RICHMOND VA 23238

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Performance Food Group Co [ PFGC ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		M		35,436	A	$19	1,656,988	D
Common Stock	09/02/2025		S(1)		1,861	D	$103.58(2)	1,655,127	D
Common Stock	09/02/2025		S(1)		29,106	D	$104.47(3)	1,626,021	D
Common Stock	09/02/2025		S(1)		4,469	D	$105.1(4)	1,621,552	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
Options (Right to Buy)	$19	09/02/2025		M		35,436		(5)	09/30/2025	Common Stock	35,436	$0	0	D

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on August 29, 2024.

2. The price reported in Column 4 is a weighted average price of all shares sold. The shares were sold in multiple transactions at prices ranging in price from $102.96 to $103.95. The reporting person undertakes to provide to Performance Food Group Company, any security holder of Performance Food Group Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The price reported in Column 4 is a weighted average price of all shares sold. The shares were sold in multiple transactions at prices ranging in price from $103.96 to $104.92. The reporting person undertakes to provide to Performance Food Group Company, any security holder of Performance Food Group Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price of all shares sold. The shares were sold in multiple transactions at prices ranging in price from $104.96 to $105.23. The reporting person undertakes to provide to Performance Food Group Company, any security holder of Performance Food Group Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. An option that is fully vested.

Remarks:

Chairman and Chief Executive Officer

	/s/ A. Brent King, as Attorney-in-Fact	09/03/2025
	** 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.
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FAQ

What transactions did PFGC insider George L. Holm report on Form 4?

He exercised 35,436 fully vested options at a $19 exercise price and sold the resulting 35,436 common shares the same day.

Were the sales by the PFGC insider part of a trading plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan established on August 29, 2024.

What prices were the PFGC shares sold at?

Shares were sold in multiple transactions at weighted average prices of approximately $103.58, $104.47, and $105.10 (ranges provided in footnotes).

How many PFGC shares does George L. Holm beneficially own after the reported trades?

He beneficially owns 1,621,552 common shares (reported as direct ownership).

When were the reported transactions dated?

The exercise and sales occurred on 09/02/2025, and the Form 4 was signed on 09/03/2025.