Performance Food Group (PFGC): Executive Sale of 4,100 Shares via 10b5-1 Plan

Rhea-AI Filing Summary

Erika T. Davis, Executive Vice President and Chief Human Resources Officer of Performance Food Group Company (PFGC), sold 4,100 shares of the issuer's common stock on 09/02/2025 at a weighted average price of $105.06 per share. Following the sale, she beneficially owned 46,541 shares.

The Form 4 discloses the sale was made under a Rule 10b5-1 trading plan established by Ms. Davis on February 27, 2025, and the sale comprised multiple transactions at prices ranging from $105.00 to $105.15. No derivative transactions or other changes in beneficial ownership are reported.

Positive

• Sale executed under a Rule 10b5-1 trading plan, which supports compliance and reduces concerns about opportunistic insider timing
• Weighted average price and price range disclosed ($105.06 weighted avg; $105.00–$105.15 range), adding transparency about execution

Negative

• Insider ownership decreased by 4,100 shares, lowering the reporting person's beneficial holding to 46,541 shares

Insights

Securities/Equity Analyst

TL;DR: Routine insider sale under a pre-established 10b5-1 plan, not a signal of undisclosed company events.

The Form 4 shows a controlled disposition of 4,100 shares by an executive under a Rule 10b5-1 plan, indicating the transactions were pre-planned and intended to provide an affirmative defense against insider trading claims. The weighted average sale price of $105.06 and the narrow per-share price range suggest orderly execution. The transaction reduced the reporting person's holding to 46,541 shares, but the filing contains no information about changes to compensation, grants, or other material corporate developments.

Corporate Governance Expert

TL;DR: Governance-wise, the disclosure aligns with best practice by noting a 10b5-1 plan and price range for the sales.

Identifying the sale as executed pursuant to a 10b5-1 plan and providing the plan establishment date enhances transparency and supports compliance with insider trading rules. The filing includes a commitment to disclose the breakdown of shares sold by price upon request, which is consistent with thorough disclosure practices. There is no indication of coordination with other insiders or atypical timing in the filing itself.

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 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)

	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		S(1)		4,100	D	$105.06(2)	46,541	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. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on February 27, 2025.

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 $105.00 to $105.15. 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.

Remarks:

Executive Vice President and Chief Human Resources 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.
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.

FAQ

What did PFGC insider Erika T. Davis do on 09/02/2025?

She sold 4,100 shares of Performance Food Group Company common stock at a weighted average price of $105.06 per share.

Was the sale by PFGC's Erika Davis part of a pre-arranged plan?

Yes. The sale was executed pursuant to a Rule 10b5-1 trading plan established by the reporting person on February 27, 2025.

How many PFGC shares does Erika Davis own after the reported transaction?

The Form 4 reports that she beneficially owns 46,541 shares following the sale.

What price range were the shares sold at in the PFGC Form 4?

The shares were sold in multiple transactions at prices ranging from $105.00 to $105.15 per share, with a weighted average of $105.06.

Does the Form 4 report any option exercises or derivative transactions for PFGC?

No. Table II for derivative securities shows no reported transactions; only a non-derivative common stock sale is disclosed.