PFGC Form 4: 6,334 options exercised and sold under 10b5-1 plan

Rhea-AI Filing Summary

A. Brent King, Executive Vice President, General Counsel and Secretary of Performance Food Group Company (PFGC), reported related transactions on 09/02/2025 executed under a Rule 10b5-1 trading plan established February 26, 2025. He exercised 6,334 fully vested options with an exercise price of $32.50, resulting in 6,334 shares issued. Those 6,334 shares were then sold in multiple transactions at a weighted average price of $105.10 per share, with sale prices ranging from $105.00 to $105.23. Following these transactions, the reporting person’s beneficial ownership was reported as 62,852 shares.

Positive

• Transaction conducted under a Rule 10b5-1 plan, established February 26, 2025, providing documented affirmative defense conditions
• Options exercised were fully vested, as explicitly stated in the filing
• Disclosure includes weighted-average sale price and price range, and the reporting person offers to provide per-price details if requested

Negative

• Reporting person’s beneficial ownership decreased to 62,852 shares following the transactions
• Sale of 6,334 shares on 09/02/2025 reduced insider holdings (potentially relevant to models tracking insider ownership)

Insights

Corporate Governance Expert

TL;DR: Insider exercised vested options and sold the resulting shares under a 10b5-1 plan, reducing reported beneficial ownership.

The filing documents a routine insider liquidity event implemented through a pre-established Rule 10b5-1 plan, which provides an affirmative defense against insider trading claims when properly adopted. The filing explicitly states the plan was established on February 26, 2025, and that the options exercised were fully vested. From a governance perspective, the use of a 10b5-1 plan and clear disclosure of execution details (dates, weighted-average sale price range, and undertaking to provide per-price breakdowns if requested) supports transparency and compliance with Section 16 reporting obligations.

Securities Analyst

TL;DR: Exercise and immediate sale of 6,334 shares at a weighted average of $105.10 reduced the insider’s stake to 62,852 shares.

The report shows an option exercise at a $32.50 strike converting to 6,334 shares and subsequent disposition of those shares on the same date. The filing discloses the weighted-average sale price and that sale prices ranged from $105.00 to $105.23. These precise numbers allow investors and analysts to update insider ownership metrics and outstanding option-exercise impacts on potential dilution. No other transactions or amendments are reported.

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^*

KING A BRENT

(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		M		6,334	A	$32.5	69,186	D
Common Stock	09/02/2025		S(1)		6,334	D	$105.1(2)	62,852	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)	$32.5	09/02/2025		M			6,334	(3)	09/10/2028	Common Stock	6,334	$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 February 26, 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 $105.23. 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.

3. An option that is fully vested.

Remarks:

Executive Vice President, General Counsel and Secretary

	/s/ A. Brent King	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 A. Brent King do on 09/02/2025?

He exercised 6,334 fully vested options at a $32.50 exercise price and sold 6,334 resulting shares the same day.

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

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan established on February 26, 2025.

At what price were the PFGC shares sold?

The shares were sold at a weighted average price of $105.10, with individual sale prices ranging from $105.00 to $105.23.

How many PFGC shares does A. Brent King beneficially own after the transactions?

The filing reports 62,852 shares beneficially owned following the reported transactions.

Is there additional detail about the number of shares sold at each price?

Yes. The reporting person undertakes to provide to Performance Food Group, any security holder, or the SEC staff full information regarding the number of shares sold at each separate price within the stated range upon request.