STOCK TITAN

United Natural Foods returns to profit, $200M buyback

UNFI swung to profit, strengthened cash flow, cut leverage to 2.2x, and added a $200 million share repurchase authorization while guiding to higher Adjusted EBITDA in fiscal 2027.

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

United Natural Foods, Inc. (UNFI) reported a return to profitability and stronger cash generation for the fourth quarter and full year fiscal 2026 and announced a new share repurchase authorization. For the fourth quarter, net sales were $7.6 billion, down 0.7%, while net income was $35 million versus a prior-year loss of $87 million. Fourth-quarter Adjusted EBITDA rose 48.3% to $172 million and Adjusted EPS improved to $0.69 from an adjusted loss per share of $0.11. Full-year net sales declined 2.0% to $31.2 billion, but net income was $84 million compared with a loss of $118 million, and Adjusted EBITDA grew 27.0% to $701 million. Free cash flow for fiscal 2026 increased to $323 million, supporting a net debt reduction of $295 million and a net leverage ratio of 2.2x as of August 1, 2026. Liquidity totaled approximately $1.27 billion. The board authorized a new $200 million share repurchase program, following fourth-quarter buybacks of 420,502 shares for about $21 million. For fiscal 2027, UNFI guides to net sales of $31.2–$31.8 billion, net income of $105–$145 million, Adjusted EBITDA of $730–$780 million, and free cash flow of $275–$325 million.

Positive

  • Returned to profitability with fiscal 2026 net income of $84 million versus a $118 million loss in 2025, alongside strong improvement in quarterly earnings.
  • Adjusted EBITDA grew 27.0% for fiscal 2026 to $701 million, including a 48.3% increase in the fourth quarter, indicating improved underlying operating performance.
  • Free cash flow rose 35.1% year over year to $323 million, supporting a $295 million reduction in net debt and a lower net leverage ratio of 2.2x.
  • Board approved a new $200 million share repurchase program after buying back 420,502 shares for about $21 million in the quarter, signaling capacity to return capital.
  • Fiscal 2027 outlook targets net income of $105–$145 million and Adjusted EBITDA of $730–$780 million, implying further growth in profitability.

Negative

  • Full-year net sales declined 2.0% to $31.2 billion, with continued weakness in Conventional (down 11.5%) and Retail (down 7.9%) sales.
  • Fourth-quarter free cash flow fell 7.0% to $80 million as capital expenditures increased 58.1% to $117 million, reflecting heavier investment needs.

Filing Explained

The Form 8-K discloses that UNFI authorized up to $200 million of share repurchases on September 3, 2026, replacing the prior program; this is a maximum capacity, not a commitment to buy shares, and the program has no fixed expiration date.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Q4 2026 Net sales $7.64 billion Fourth quarter fiscal 2026, down 0.7% year over year
Fiscal 2026 Net income $84 million Full year fiscal 2026 versus a $118 million loss in 2025
Fiscal 2026 Adjusted EBITDA $701 million Full year fiscal 2026, up 27.0% from $552 million
Fiscal 2026 Free cash flow $323 million Full year fiscal 2026, up 35.1% from $239 million
Net leverage ratio 2.2x As of August 1, 2026 based on net debt and trailing Adjusted EBITDA
New repurchase authorization $200 million Board-authorized 2026 share repurchase program
Total liquidity $1.27 billion As of August 1, 2026, cash plus unused ABL capacity
Fiscal 2027 Adjusted EBITDA guidance $730–$780 million Company outlook for fiscal year ending July 31, 2027
Adjusted EBITDA financial
"Adjusted EBITDA (1) increased 48.3% to $172 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Free cash flow financial
"Free cash flow (1) of $80 million"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Net leverage ratio financial
"The Net leverage ratio was 2.2x as of August 1, 2026"
The net leverage ratio measures how much debt a company has compared to its available assets or earnings, after accounting for its cash and liquid assets. It helps investors understand how heavily a company relies on borrowed money to finance its operations and growth. A higher ratio indicates greater financial risk, while a lower ratio suggests a more cautious approach to borrowing.
Capital and cloud implementation expenditures financial
"Capital and cloud implementation expenditures (4)(5) ($ in millions)"
accounts receivable monetization program financial
"losses on the sales of receivables under the accounts receivable monetization program"
business transformation costs financial
"Reflects costs associated with business transformation initiatives"
Business transformation costs are one-time or short-term expenses a company incurs to change how it operates—such as restructuring, new technology, layoffs, or retraining—so it can compete better in the future. Investors care because these costs reduce near-term profits and cash flow but may improve long-term efficiency and competitiveness; think of it as paying for a renovation that temporarily disrupts a store but aims to increase future sales and lower running costs.
Q4 2026 Net sales $7.64 billion -0.7% vs Q4 2025
Q4 2026 Net income $35 million from $(87) million in Q4 2025
Q4 2026 Adjusted EBITDA $172 million +48.3% vs Q4 2025
Fiscal 2026 Net sales $31.15 billion -2.0% vs fiscal 2025
Fiscal 2026 Net income $84 million from $(118) million in fiscal 2025
Fiscal 2026 Adjusted EBITDA $701 million +27.0% vs fiscal 2025
Fiscal 2026 Free cash flow $323 million +35.1% vs fiscal 2025
Net leverage ratio 2.2x based on net debt of $1.54 billion and trailing Adjusted EBITDA
Fiscal 2027 Net sales guidance $31.2–$31.8 billion company outlook range
Fiscal 2027 Adjusted EBITDA guidance $730–$780 million company outlook range
Guidance

For fiscal 2027, UNFI expects net sales of $31.2–$31.8 billion, net income of $105–$145 million, EPS of $1.70–$2.30, Adjusted EPS of $3.00–$3.50, Adjusted EBITDA of $730–$780 million, capital and cloud implementation expenditures of about $300 million, and free cash flow of $275–$325 million.

FAQ

How did UNFI (UNFI) perform financially in Q4 fiscal 2026?

UNFI reported Q4 2026 net sales of $7.6 billion, down 0.7% year over year, with net income of $35 million versus a loss of $87 million. Adjusted EBITDA rose 48.3% to $172 million and Adjusted EPS improved to $0.69 from an adjusted loss per share of $0.11.

What were UNFI’s full-year fiscal 2026 results?

For fiscal 2026, UNFI generated net sales of $31.2 billion, down 2.0%, and net income of $84 million versus a loss of $118 million in 2025. Adjusted EBITDA was $701 million, up 27.0%, and Adjusted EPS was $2.65 compared with $0.71 a year earlier.

What guidance did UNFI provide for fiscal 2027?

For fiscal 2027, UNFI expects net sales of $31.2–$31.8 billion, net income of $105–$145 million, EPS of $1.70–$2.30, Adjusted EPS of $3.00–$3.50, Adjusted EBITDA of $730–$780 million, capital and cloud expenditures of about $300 million, and free cash flow of $275–$325 million.

What is included in UNFI’s new share repurchase program?

UNFI’s board authorized a new $200 million share repurchase program covering its outstanding stock. It replaces the September 2022 program. Repurchases may occur in the open market, through privately negotiated transactions, or under Rule 10b5-1 plans and have no fixed expiration date.

How strong is UNFI’s balance sheet and leverage after fiscal 2026?

At August 1, 2026, total outstanding debt net of cash was $1.54 billion, down $295 million during the year, resulting in a net leverage ratio of 2.2x. Total liquidity was about $1.27 billion, including $37 million in cash and $1.23 billion of unused asset-based lending capacity.

How did UNFI’s free cash flow and capital spending trend in fiscal 2026?

UNFI generated free cash flow of $323 million in fiscal 2026, up 35.1% from $239 million, driven by $540 million of operating cash flow. Payments for capital expenditures were $217 million, slightly below the prior year, and capital plus cloud implementation expenditures totaled $252 million.

How are UNFI’s different segments performing?

In fiscal 2026, Natural net sales grew 7.0% to $17.1 billion, while Conventional declined 11.5% to $13.0 billion and Retail decreased 7.9% to $2.2 billion. Eliminations improved 10.5% to $(1.11) billion, reflecting changes in intersegment activity.

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

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Learn about SEC filing dates
0001020859false00010208592026-09-032026-09-03


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 3, 2026

UNITED NATURAL FOODS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-15723
(Commission File Number)
05-0376157
(IRS Employer Identification No.)
15 Park Row West, Suite 302, Providence, RI 02903
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (401) 528-8634
N/A
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01UNFINew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.02    Results of Operations and Financial Condition.
On September 8, 2026, United Natural Foods, Inc., a Delaware corporation (the “Company”), issued a press release to report its financial results for the fourth quarter and fiscal year ended August 1, 2026. The press release is furnished as Exhibit 99.1 hereto. The Company will also make available an investor presentation on the Investors section of the Company’s website.

The information contained in the Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or under the Exchange Act, regardless of any general incorporation language in such filing.

Item 8.01    Other Events.

On September 3, 2026, the Board of Directors of the Company authorized a share repurchase program of up to $200 million of the Company’s outstanding stock (the “2026 Repurchase Program”). Upon approval of the 2026 Repurchase Program, the Board terminated the repurchase program authorized in September 2022. Repurchases will be made in accordance with applicable securities laws from time to time in the open market, through privately negotiated transactions, or otherwise. The Company may also implement all or part of the 2026 Repurchase Program pursuant to a plan or plans meeting the conditions of Rule 10b5-1 under the Exchange Act. The 2026 Repurchase Program does not obligate the Company to purchase any shares, has no fixed expiration date and may be suspended or discontinued at any time.

Item 9.01    Financial Statements and Exhibits.
    
(d)    Exhibits
Exhibit No.Description
99.1
Press Release of United Natural Foods, Inc. dated September 8, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)





SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


UNITED NATURAL FOODS, INC.
By:/s/ ALFREDO LUCHINI
Name:Alfredo Luchini
Title:Chief Financial Officer


Date:    September 8, 2026

Exhibit 99.1
UNITED NATURAL FOODS, INC. REPORTS FOURTH QUARTER AND FULL YEAR FISCAL 2026 RESULTS
Providence, RI - September 8, 2026 -- United Natural Foods, Inc. (NYSE: UNFI) (the “Company” or “UNFI”) today reported financial results for the fourth quarter (13 weeks) and fiscal year (52 weeks) ended August 1, 2026.
Fourth Quarter Fiscal 2026
Full Year Fiscal 2026
Net sales decreased 0.7% to $7.6 billion
Net sales decreased 2.0% to $31.2 billion
Net income of $35 million; Net income per diluted share (EPS) of $0.57
Net income of $84 million; Net income per diluted share (EPS) of $1.34
Adjusted EBITDA(1) increased 48.3% to $172 million
Adjusted EBITDA increased 27.0% to $701 million
Adjusted EPS(1) increased to $0.69
Adjusted EPS increased to $2.65
Net cash provided by operating activities of $197 million; Free cash flow(1) of $80 million
Net cash provided by operating activities of $540 million; Free cash flow of $323 million
Recent Financial and Operational Summary
Net sales in the quarter included about a 500 basis point adverse impact from planned optimization actions and 150 basis point impact of short-term project work, which were partially offset by lapping last year’s cybersecurity event
Delivered on updated fiscal 2026 outlook, with full year Net income increasing to $84 million, Adjusted EBITDA growth of 27%, Free cash flow growth of $84 million, and year end Net leverage ratio(1) of 2.2x
Completed initial deployment phase of Lean daily management to 44 distribution centers, supporting fourth consecutive quarter of year-over-year improvement in fill rates, on-time deliveries, and throughput
Began onboarding additional business from new and existing customers expected to produce revenue growth in fiscal 2027 after cycling larger optimization actions
Fiscal 2027 guidance reflects high single digit growth for Adjusted EBITDA; midpoint $25 million higher than guidance provided at December 2025 Investor Day
“UNFI delivered a strong fiscal year through disciplined execution of our strategy to add value for customers and suppliers while becoming a more effective and efficient company. We continued strengthening commercial and supply chain capabilities to better serve our partners, while generating solid growth in Adjusted EBITDA and Free cash flow, enabling us to further reduce net debt,” said Sandy Douglas, UNFI’s Chief Executive Officer.
“Our progress demonstrates the strength of our customer base and our commitment to creating long-term, shared value for all stakeholders. In fiscal 2027, we remain focused on helping our partners execute their growth strategies, accelerating our operating momentum, and returning to revenue growth.”
Fourth Quarter Fiscal 2026 Summary
Fourth Quarter EndedFiscal Year Ended
($ in millions, except for per share data)
August 1,
2026
(13 weeks)
August 2,
2025
(13 weeks)
Percent Change
August 1,
2026
(52 weeks)
August 2,
2025
(52 weeks)
Percent Change
Net sales$7,642 $7,696 (0.7)%$31,152 $31,784 (2.0)%
Natural$4,260 $3,998 6.6 %$17,132 $16,017 7.0 %
Conventional$3,121 $3,414 (8.6)%$12,974 $14,667 (11.5)%
Retail$528 $573 (7.9)%$2,157 $2,342 (7.9)%
Eliminations$(267)$(289)7.6 %$(1,111)$(1,242)10.5 %
Net income (loss)$35 $(87)N/M$84 $(118)N/M
Adjusted EBITDA(1)
$172 $116 48.3 %$701 $552 27.0 %
Earnings (loss) per diluted share (EPS)$0.57 $(1.43)N/M$1.34 $(1.95)N/M
Adjusted earnings (loss) per diluted share (Adjusted EPS)(1)
$0.69 $(0.11)N/M$2.65 $0.71 273.2 %
Net cash provided by operating activities$197 $160 23.1 %$540 $470 14.9 %
Payments for capital expenditures$(117)$(74)58.1 %$(217)$(231)(6.1)%
Free cash flow(1)
$80 $86 (7.0)%$323 $239 35.1 %
N/M - not meaningful
(1)Please refer to the tables in this press release for a reconciliation of these non-GAAP financial measures to the most directly comparable financial measure calculated in accordance with GAAP.



Net sales decreased 0.7% in the fourth quarter of fiscal 2026 compared to the fourth quarter of fiscal 2025. Sales in the fourth quarter of fiscal 2026 included an approximately 500 basis point impact from planned accretive optimization actions and a 150 basis point headwind from the completed unwind of short-term project work. Sales in the fourth quarter of fiscal 2025 were impacted by the previously disclosed cybersecurity incident experienced in the fourth quarter of fiscal 2025.

Gross profit in the fourth quarter of fiscal 2026 was $1,050 million, an increase of $20 million, or 1.9%, compared to the fourth quarter of fiscal 2025. The gross profit rate in the fourth quarter of fiscal 2026 was 13.7% of net sales compared to 13.4% of net sales in the fourth quarter of fiscal 2025. The gross profit rate benefitted from network optimization actions and customer mix, partially offset by a lower gross margin rate in the Retail segment.

Operating expenses in the fourth quarter of fiscal 2026 were $984 million, or 12.9% of net sales, compared to $1,046 million, or 13.6% of net sales, in the fourth quarter of fiscal 2025. The decrease in operating expenses as a percent of net sales was primarily driven by the benefits of cost saving initiatives, including network optimization actions and higher levels of distribution center productivity. Operating expenses in the fourth quarter of fiscal 2025 included an investment in servicing customers during the cybersecurity incident.

Interest expense, net for the fourth quarter of fiscal 2026 was $29 million, compared to $36 million for the fourth quarter of fiscal 2025. The decrease in interest expense was primarily driven by lower average outstanding debt balances.

Effective tax rate for the fourth quarter of fiscal 2026 was an expense rate of 23.9% on a pre-tax income compared to a benefit rate of 21.1% on a pre-tax loss for the fourth quarter of fiscal 2025. The change from the fourth quarter of fiscal 2025 was primarily driven by the increase in pre-tax income and discrete tax benefits from employee stock award vestings during the fourth quarter of fiscal 2026.

Net income for the fourth quarter of fiscal 2026 was $35 million. Net loss for the fourth quarter of fiscal 2025 was $87 million.

Adjusted EBITDA for the fourth quarter of fiscal 2026 increased 48.3% to $172 million from $116 million for the fourth quarter of fiscal 2025.

Net income per diluted share was $0.57 for the fourth quarter of fiscal 2026 compared to net loss per diluted share of $1.43 for the fourth quarter of fiscal 2025.

Adjusted earnings per share were $0.69 for the fourth quarter of fiscal 2026, compared to adjusted loss per share of $0.11 in the fourth quarter of fiscal 2025.

Capital Structure and Financing Overview
Free Cash Flow – Net cash provided by operating activities was $197 million in the fourth quarter of fiscal 2026 compared to $160 million in the fourth quarter of fiscal 2025, reflecting higher levels of profitability. The Company made payments of $117 million for capital expenditures in the fourth quarter of fiscal 2026 compared to $74 million in the fourth quarter of fiscal 2025, with the higher spending driven primarily by investments in supply chain and technology. Free cash flow was $80 million in the fourth quarter of 2026, compared to free cash flow of $86 million in the fourth quarter of fiscal 2025.
Net Leverage – Total outstanding debt, net of cash, was $1.54 billion at the end of the fourth quarter of 2026, reflecting a decrease of $93 million compared to the end of the third quarter of fiscal 2026 and a decrease of $295 million during fiscal 2026. The Net leverage ratio was 2.2x as of August 1, 2026.
Liquidity – As of August 1, 2026, total liquidity was approximately $1.27 billion, consisting of $37 million in cash, plus the unused capacity of approximately $1.23 billion under the Company’s asset-based lending facility.
Repurchase Program – During the fourth quarter of 2026, the Company repurchased 420,502 shares at an average price of $49.94 for an aggregate cost of approximately $21 million. On September 3, 2026, the Company’s Board of Directors approved a new stock repurchase program that authorizes the Company to repurchase up to $200 million of its shares. This program replaces the Company’s previous repurchase program announced in September 2022.



Fiscal 2027 Outlook (1)

The Company is providing the following outlook for fiscal 2027, a 52-week year.
Fiscal Year Ending July 31, 2027 (52 weeks)
Net sales ($ in billions)
$31.2 - $31.8
Net income ($ in millions)
$105 - $145
EPS (2)
$1.70 - $2.30
Adjusted EPS (2)(3)(4)
$3.00 - $3.50
Adjusted EBITDA (4) ($ in millions)
$730 - $780
Capital and cloud implementation expenditures (4)(5)($ in millions)
~ $300
Free cash flow (4)(5) ($ in millions)
$275-$325
(1)The outlook provided above is for fiscal 2027 only. This outlook is forward-looking, is based on management’s current estimates and expectations and is subject to a number of risks, including many that are outside of management’s control. See cautionary Safe Harbor Statement below.
(2)Earnings per share amounts as presented include rounding.
(3)The Company uses an adjusted effective tax rate in calculating Adjusted EPS. The outlook for Adjusted EPS reflects a tax rate of 27%. See additional information at the end of this release regarding the non-GAAP financial measure adjusted effective tax rate.
(4)See additional information at the end of this release regarding non-GAAP financial measures. The Company is unable to provide a full reconciliation for outlook to the most comparable GAAP measure without unreasonable effort due to the difficulty in predicting the amounts for certain adjustment items.
(5)The components of capital and cloud implementation expenditures for fiscal 2027 will be primarily dependent on the nature of certain contracts to be executed. As such, the Company is unable to reconcile the outlook for free cash flow as well as Capital and cloud implementation expenditures in fiscal 2027 to the most directly comparable financial measures calculated in accordance with GAAP.

Conference Call and Webcast

The Company’s fourth quarter and full year fiscal 2026 conference call and audio webcast will be held today, Tuesday, September 8, 2026 at 8:30 a.m. ET. A webcast of the conference call (and supplemental materials) will be available to the public, on a listen only basis, via the internet at the Investors section of the Company’s website www.unfi.com. The call can also be accessed at (800) 715 - 9871 (conference ID 5462932). An online archive of the webcast (and supplemental materials) will be available for 120 days.

About United Natural Foods

United Natural Foods, Inc. (UNFI) is a leading North American grocery wholesaler, providing a broad assortment of natural, organic, specialty, fresh, conventional, and private label products to over 30,000 retail locations. The Company supports independent, regional, and national grocers with access to a wide assortment of products from thousands of established and emerging suppliers, delivered through a scaled, technology-enabled distribution network. UNFI provides a broad range of value-added data, insights, programs, and services to help retailers differentiate their stores and grow profitably, while connecting suppliers to a diverse and dynamic retail ecosystem. With a strategic focus on adding value and improving effectiveness and efficiency, UNFI is committed to creating long-term, shared value for all its stakeholders. To learn more, visit www.unfi.com.
INVESTOR CONTACTS:
Steve Bloomquist
Vice President, Investor Relations
952-828-4144 sbloomquist@unfi.com
Jeremy Perron
SVP, Investor Relations and Corporate Development
781-733-6890 jeremy.perron@unfi.com



Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding the Company’s business that are not historical facts are “forward-looking statements” that involve risks and uncertainties and are based on current expectations and management estimates; actual results may differ materially. The risks and uncertainties which could impact these statements are described in the Company’s filings under the Securities Exchange Act of 1934, as amended, including under the section entitled “Risk Factors” in the Company’s annual report on Form 10-K for the year ended August 2, 2025 filed with the Securities and Exchange Commission (the “SEC”) on October 1, 2025 and other filings the Company makes with the SEC, and include, but are not limited to, our dependence on principal customers; our relatively low margins, which are sensitive to inflationary and deflationary pressures and intense competition, including as a result of the continuing retailer consolidation and the growth of consumer choices for grocery and consumable purchases; our ability to realize the anticipated benefits of our strategic initiatives; changes in relationships with our suppliers; our ability to develop, implement, operate and maintain, and rely on third parties to operate and maintain, reliable and secure technology systems; the effectiveness of our business continuity plans in response to incidents impacting our operating network or technology systems; our sensitivity to general economic conditions including inflation, tariff policy and changes in disposable income levels and consumer purchasing habits; labor and other workforce shortages and challenges; the addition or loss of significant customers or material changes to our relationships with these customers; our ability to continue to grow sales, including of our higher margin natural and organic foods and non-food products; our ability to maintain sufficient volume in our Natural and Conventional businesses to support our operating infrastructure; increases in healthcare, pension and other costs under our single employer benefit plan and multiemployer benefit plans; the potential for our insurance and self-insurance programs not to be adequate to cover our claims; the potential for disruptions in our supply chain or our distribution capabilities from circumstances beyond our control, including due to lack of long-term contracts, severe weather, labor shortages or work stoppages or otherwise; the effect of adverse decisions in, or settlement of, litigation or other proceedings to which we are subject; volatility in fuel costs; our ability to access additional capital; our ability to realize anticipated benefits of strategic transactions; the potential for additional asset impairment charges; our ability to maintain food quality and safety; moderated supplier promotional activity, including decreased forward buying opportunities; union-organizing activities that could cause labor relations difficulties and increased costs; and changes in tax laws and regulations, and actions by federal, state and local taxing authorities related to the interpretation and application of such tax laws and regulations. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company is not undertaking to update any information in the foregoing reports until the effective date of its future reports required by applicable laws. Any estimates of future results of operations are based on a number of assumptions, many of which are outside the Company’s control and should not be construed in any manner as a guarantee that such results will in fact occur. These estimates are subject to change and could differ materially from final reported results. The Company may from time to time update these publicly announced estimates, but it is not obligated to do so.

Non-GAAP Financial Measures: To supplement the financial information presented on a U.S. generally accepted accounting principles (“GAAP”) basis, the Company has included in this press release the non-GAAP financial measures Adjusted EBITDA, Adjusted EPS, adjusted effective tax rate, Free cash flow, Net leverage ratio and Capital and cloud implementation expenditures. Adjusted EBITDA is a consolidated measure which the Company reconciles by adding Net income (loss) including noncontrolling interests, less Net income attributable to noncontrolling interests, plus Non-operating income and expenses, including Net periodic benefit income, excluding service cost, Interest expense, net and Other (income) expense, net, plus (Benefit) provision for income taxes and Depreciation and amortization all calculated in accordance with GAAP, plus adjustments for Share-based compensation, non-cash LIFO charge or benefit, Restructuring, acquisition and integration related expenses, Goodwill impairment charges, Loss (gain) on sale of assets and other asset charges, certain legal charges and gains, and certain other non-cash charges or other items, as determined by management. Adjusted EPS is a consolidated measure, which the Company reconciles by adding Net income (loss) attributable to UNFI plus the LIFO charge or benefit, Goodwill impairment benefits and charges, Restructuring, acquisition, and integration related expenses, gains and losses on sales of assets, certain legal charges and gains, surplus property depreciation and interest expense, losses on debt extinguishment, the impact of diluted shares when GAAP earnings is presented as a loss and non-GAAP earnings represent income, and the tax impact of adjustments and the adjusted effective tax rate, which tax impact is calculated using the adjusted effective tax rate, and certain other non-cash charges or items, as determined by management. The adjusted effective tax rate is calculated based on adjusted net income before tax and excludes the potential impact of changes to uncertain tax positions, valuation allowances, tax impacts related to the vesting of share-based compensation awards and discrete GAAP tax items which could impact the comparability of the operational effective tax rate. Free cash flow is defined as net cash provided by operating activities less payments for capital expenditures. Net leverage ratio (previously referred to as Net Debt to Adjusted EBITDA leverage ratio) is defined as the total carrying value of the Company’s outstanding short- and long-term debt and finance lease liabilities less net cash and cash equivalents, the sum of which is divided by the trailing four quarters Adjusted EBITDA. Capital and cloud implementation expenditures is defined as the sum of payments for capital expenditures and cloud technology implementation expenditures.




The reconciliation of these non-GAAP financial measures to their comparable GAAP financial measures and the calculation of Net leverage ratio are presented in the tables appearing below, where practicable. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. The Company believes that presenting Adjusted EBITDA and Adjusted EPS aids in making period-to-period comparisons, assessing the performance of the Company’s business and understanding the underlying operating performance and core business trends by excluding certain adjustments not expected to recur in the normal course of business or that are not meaningful indicators of actual and estimated operating performance. The Company believes that providing the adjusted effective tax rate gives investors a meaningful, consistent comparison of the Company’s effective tax rate on ongoing operations. The inclusion of Free cash flow assists investors in understanding the cash generating ability of the Company separate from cash generated by the sale of assets. Net leverage ratio is a commonly used metric that assists investors in understanding and evaluating the Company’s capital structure and changes to its capital structure over time. The Company believes that providing Capital and cloud implementation expenditures provides investors with better visibility into the Company's total investment expenditures. The components of Capital and cloud implementation expenditures for fiscal 2027 will be primarily dependent on the nature of certain contracts to be executed. Management utilizes and plans to utilize these non-GAAP financial measures to compare the Company’s operating performance during fiscal 2027 to the comparable periods in fiscal 2026 and to internally prepared projections. These non-GAAP financial measures may differ from similarly titled measures of other companies.




UNITED NATURAL FOODS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(in millions, except for per share data)

Fourth Quarter EndedFiscal Year Ended
August 1, 2026
(13 weeks)
August 2, 2025
(13 weeks)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
Net sales$7,642 $7,696 $31,152 $31,784 
Cost of sales6,592 6,666 26,956 27,562 
Gross profit1,050 1,030 4,196 4,222 
Operating expenses984 1,046 3,906 4,117 
Restructuring, acquisition and integration related expenses12 59 52 94 
(Gain) loss on sale of assets and other asset charges(15)27 42 
Operating income (loss)69 (78)211 (31)
Net periodic benefit income, excluding service cost(5)(5)(23)(20)
Interest expense, net29 36 126 146 
Other (income) expense, net(1)— (3)
Income (loss) before income taxes46 (109)102 (154)
Provision (benefit) for income taxes11 (23)18 (39)
Net income (loss) including noncontrolling interests35 (86)84 (115)
Less net income attributable to noncontrolling interests— (1)— (3)
Net income (loss) attributable to United Natural Foods, Inc.$35 $(87)$84 $(118)
Basic income (loss) per share$0.59 $(1.43)$1.39 $(1.95)
Diluted income (loss) per share$0.57 $(1.43)$1.34 $(1.95)
Weighted average shares outstanding:
Basic60.5 60.6 60.7 60.2 
Diluted62.9 60.6 62.8 60.2 




UNITED NATURAL FOODS, INC.
CONSOLIDATED BALANCE SHEETS (unaudited)
(in millions, except for par values)

August 1,
2026
August 2,
2025
ASSETS
Cash and cash equivalents$37 $44 
Accounts receivable, net 921 1,093 
Inventories, net1,946 2,095 
Prepaid expenses and other current assets234 191 
Total current assets3,138 3,423 
Property and equipment, net1,716 1,749 
Operating lease assets1,334 1,474 
Goodwill19 19 
Intangible assets, net 509 576 
Deferred income taxes158 162 
Other long-term assets235 192 
Total assets$7,109 $7,595 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable$1,771 $1,875 
Accrued expenses and other current liabilities305 319 
Accrued compensation and benefits214 227 
Current portion of operating lease liabilities143 173 
Current portion of long-term debt and finance lease liabilities
Total current liabilities2,438 2,602 
Long-term debt1,561 1,859 
Long-term operating lease liabilities1,316 1,400 
Long-term finance lease liabilities10 11 
Pension and other postretirement benefit obligations13 14 
Other long-term liabilities149 155 
Total liabilities5,487 6,041 
Stockholders’ equity:
Preferred stock, $0.01 par value, authorized 5.0 shares; none issued or outstanding
— — 
Common stock, $0.01 par value, authorized 100.0 shares; 64.0 shares issued and 60.3 shares outstanding at August 1, 2026; 63.1 shares issued and 60.6 shares outstanding at August 2, 2025
Additional paid-in capital690 658 
Treasury stock at cost(136)(86)
Accumulated other comprehensive loss(38)(42)
Retained earnings1,104 1,020 
Total United Natural Foods, Inc. stockholders’ equity1,621 1,551 
Noncontrolling interests
Total stockholders’ equity1,622 1,554 
Total liabilities and stockholders’ equity
$7,109 $7,595 



UNITED NATURAL FOODS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Fiscal Year Ended
(in millions)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) including noncontrolling interests$84 $(115)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization303 321 
Share-based compensation61 43 
Loss (gain) on sale of assets(12)(4)
Long-lived asset impairment charges30 25 
Net pension and other postretirement benefit income(23)(20)
Deferred income tax expense (benefit)27 (56)
LIFO charge (benefit)19 (2)
Provision for losses on receivables34 
Loss on debt extinguishment
Non-cash interest expense and other adjustments
Changes in operating assets and liabilities:
Accounts and notes receivable131 (142)
Inventories130 87 
Prepaid expenses and other assets115 276 
Accounts payable(119)200 
Accrued expenses and other liabilities(247)(155)
Net cash provided by operating activities540 470 
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for capital expenditures(217)(231)
Proceeds from dispositions of assets56 30 
Payments for investments(14)(18)
Other investing
Net cash used in investing activities(169)(218)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings under revolving credit line3,524 3,528 
Proceeds from issuance of other loans13 
Repayments of borrowings under revolving credit line(3,660)(3,642)
Repayments of long-term debt and finance leases(167)(124)
Repurchases of common stock(50)— 
Payments of employee restricted stock tax withholdings(15)(10)
Payments for debt issuance costs(8)(1)
Distributions to noncontrolling interests(2)(4)
Repayments of other loans(2)(8)
Other financing— — 
Net cash used in financing activities(377)(248)
EFFECT OF EXCHANGE RATE ON CASH(1)— 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS(7)
Cash and cash equivalents, at beginning of period44 40 
Cash and cash equivalents, at end of period$37 $44 
Supplemental disclosures of cash flow information:
Cash paid for interest$127 $147 
Cash payments for federal, state and foreign income taxes, net$$
Leased assets obtained in exchange for new operating lease liabilities$60 $321 
Leased assets obtained in exchange for new finance lease liabilities$$
Additions of property and equipment included in Accounts payable$24 $



SUPPLEMENTAL NON-GAAP FINANCIAL INFORMATION
UNITED NATURAL FOODS, INC.
Reconciliation of Net income (loss) including noncontrolling interests to Adjusted EBITDA (unaudited)
Fourth Quarter EndedFiscal Year Ended
(in millions)
August 1, 2026
(13 weeks)
August 2, 2025
(13 weeks)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
Net income (loss) including noncontrolling interests$35 $(86)$84 $(115)
Adjustments to net income (loss) including noncontrolling interests:
Less net income attributable to noncontrolling interests— (1)— (3)
Net periodic benefit income, excluding service cost
(5)(5)(23)(20)
Interest expense, net
29 36 126 146 
Other (income) expense, net(1)— (3)
Provision (benefit) for income taxes11 (23)18 (39)
Depreciation and amortization78 79 303 321 
Share-based compensation16 15 61 43 
LIFO charge (benefit)(7)19 (2)
Restructuring, acquisition and integration related expenses(1)
12 59 52 94 
(Gain) loss on sale of assets and other asset charges(2)
(15)27 42 
Multiemployer pension plan withdrawal charges
— — 
Other retail expense(3)
— — 
Business transformation costs(4)
10 34 47 
Cybersecurity incident(5)
(3)26 (21)26 
Other adjustments(6)
— 13 11 15 
Adjusted EBITDA$172 $116 $701 $552 

(1)Fiscal 2026 primarily reflects distribution center and store closure charges, costs associated with certain employee severance and other employee separation costs and adjustments to previously recorded multiemployer pension plan withdrawal liabilities. Fiscal 2025 primarily reflects the $53 million charge related to the Company’s termination of its supply agreement with a customer in the East region and costs associated with certain employee severance and other employee separation costs and outsourcing certain corporate functions under restructuring initiatives.
(2)Fiscal 2026 primarily includes $30 million in non-cash asset impairment charges related to decisions to close certain retail store locations and discontinue operations at certain distribution centers, warehouses or offsite storage facilities, an $18 million gain on the sale of a surplus distribution center and $17 million in losses on the sales of receivables under the accounts receivable monetization program. Fiscal 2025 primarily includes a $24 million non-cash asset impairment charge related to a distribution center in our East region and $19 million in losses on the sales of receivables under the accounts receivable monetization program.
(3)Fiscal 2026 reflects store closure inventory charges, which are included within Cost of sales in the Consolidated Statements of Operations.
(4)Reflects costs associated with business transformation initiatives, primarily including third-party consulting costs and licensing costs, which are included within Operating expenses in the Consolidated Statements of Operations.
(5)Fiscal 2026 includes $45 million of insurance recoveries, which are included within Operating expenses in the Consolidated Statements of Operations, partially offset by $24 million of costs and charges related to the June 2025 cybersecurity incident, of which $20 million is included within Gross profit and $4 million is included within Operating expenses in the Consolidated Statements of Operations. Fiscal 2025 includes costs and charges related to the cybersecurity incident, of which $15 million is included within Gross profit and $11 million is included within Operating expenses in the Consolidated Statements of Operations.
(6)Primarily reflects accrued costs related to an agreement to settle certain legal proceedings, which are included within Operating expenses in the Consolidated Statements of Operations.



Reconciliation of Net income (loss) attributable to United Natural Foods, Inc. to Adjusted net income (loss) and Adjusted EPS (unaudited)
Fourth Quarter EndedFiscal Year Ended
(in millions, except per share amounts)
August 1, 2026
(13 weeks)
August 2, 2025
(13 weeks)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
Net income (loss) attributable to United Natural Foods, Inc.$35 $(87)$84 $(118)
Restructuring, acquisition, and integration related expenses(1)
12 59 52 94 
(Gain) loss on sale of assets and other asset charges other than losses on sales of receivables(2)
(19)(2)10 23 
LIFO charge (benefit)(7)19 (2)
Surplus property depreciation and interest expense(3)
Multiemployer pension plan withdrawal charges
— — 
Loss on debt extinguishment
Other retail expense(4)
— — 
Business transformation costs(5)
10 34 47 
Cybersecurity incident(6)
(3)26 (21)26 
Other adjustments(7)
— 13 11 15 
Tax impact of adjustments and adjusted effective tax rate(8)
— (20)(34)(47)
Adjusted net income (loss)$44 $(6)$166 $44 
Diluted weighted average shares outstanding62.9 60.6 62.8 61.8 
Adjusted EPS(9)
$0.69 $(0.11)$2.65 $0.71 
(1)Fiscal 2026 primarily reflects distribution center and store closure charges, costs associated with certain employee severance and other employee separation costs and adjustments to previously recorded multiemployer pension plan withdrawal liabilities. Fiscal 2025 primarily reflects the $53 million charge related to the Company’s termination of its supply agreement with a customer in the East region and costs associated with certain employee severance and other employee separation costs and outsourcing certain corporate functions under restructuring initiatives.
(2)(Gain) loss on sale of assets and other asset charges, as reflected here, does not include losses on sales of receivables under the accounts receivable monetization program, which are included in Loss (gain) on sale of assets and other asset charges on the Consolidated Statements of Operations and are not adjusted in the calculation of Adjusted EPS. Fiscal 2026 primarily includes $30 million in non-cash asset impairment charges related to decisions to close certain retail store locations and discontinue operations at certain distribution centers, warehouses or offsite storage facilities and an $18 million gain on the sale of a surplus distribution center. Fiscal 2025 primarily includes a $24 million non-cash asset impairment charge related to a distribution center in our East region.
(3)Reflects surplus, non-operating property depreciation and interest expense.
(4)Fiscal 2026 reflects store closure inventory charges, which are included within Cost of sales in the Consolidated Statements of Operations.
(5)Reflects costs associated with business transformation initiatives, primarily including third-party consulting costs and licensing costs, which are included within Operating expenses in the Consolidated Statements of Operations.
(6)Fiscal 2026 includes $45 million of insurance recoveries, which are included within Operating expenses in the Consolidated Statements of Operations, partially offset by $24 million of costs and charges related to the June 2025 cybersecurity incident, of which $20 million is included within Gross profit and $4 million is included within Operating expenses in the Consolidated Statements of Operations. Fiscal 2025 includes costs and charges related to the cybersecurity incident, of which $15 million is included within Gross profit and $11 million is included within Operating expenses in the Consolidated Statements of Operations.
(7)Primarily reflects accrued costs related to an agreement to settle certain legal proceedings, which are included within Operating expenses in the Consolidated Statements of Operations.
(8)Represents the tax effect of the pre-tax adjustments using an adjusted effective tax rate. The adjusted effective tax rate is calculated based on adjusted net income before tax, and its impact reflects the exclusion of changes to uncertain tax positions, valuation allowances, tax impacts related to the vesting of share-based compensation awards and discrete GAAP tax items which could impact the comparability of the operational effective tax rate. The Company believes using this adjusted effective tax rate will provide better consistency across the interim reporting periods since each of these discrete items can cause volatility in the GAAP tax rate that is not indicative of the underlying ongoing operations of the Company. By providing this non-GAAP measure, management intends to provide investors with a meaningful, consistent comparison of the Company’s effective tax rate on ongoing operations.
(9)Adjusted earnings (loss) per share amounts are calculated using actual unrounded figures.



Calculation of Net leverage ratio (unaudited)
(in millions, except ratios)
Fiscal Year Ended
August 1, 2026
Current portion of long-term debt and finance lease liabilities$
Long-term debt1,561 
Long-term finance lease liabilities10 
Less: Cash and cash equivalents(37)
Net carrying value of debt and finance lease liabilities1,539 
Adjusted EBITDA$701 
Net leverage ratio2.2x

Reconciliation of Net cash provided by operating activities to Free cash flow (unaudited)
Fourth Quarter EndedFiscal Year Ended
(in millions)
August 1, 2026
(13 weeks)
August 2, 2025
(13 weeks)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
Net cash provided by operating activities$197 $160 $540 $470 
Payments for capital expenditures(117)(74)(217)(231)
Free cash flow$80 $86 $323 $239 

Reconciliation of Payments for capital expenditures to Capital and cloud implementation expenditures (unaudited)
Fourth Quarter EndedFiscal Year Ended
(in millions)
August 1, 2026
(13 weeks)
August 2, 2025
(13 weeks)
August 1, 2026
(52 weeks)
August 2, 2025
(52 weeks)
Payments for capital expenditures$117 $74 $217 $231 
Cloud technology implementation expenditures (1)
17 35 
Capital and cloud implementation expenditures$134 $75 $252 $238 
(1)Cloud technology implementation expenditures are included in operating activities in the Consolidated Statements of Cash Flows.

Reconciliation of actual 2026 and 2025 U.S. GAAP effective tax rate to adjusted effective tax rate (unaudited)
Actual Fiscal 2026
Actual Fiscal 2025
U.S. GAAP Effective Tax Rate18 %25 %
Discrete quarterly recognition of GAAP items(1)
%(1)%
Tax impact of other charges and adjustments(2)
%(13)%
Changes in valuation allowances(3)
(3)%%
Other(4)
— %— %
Adjusted Effective Tax Rate(4)
24 %16 %
Note: As part of the year-end reconciliation, we have updated the reconciliation of the fiscal 2026 GAAP effective tax rate for actual results.
(1)Reflects changes in tax laws, uncertain tax positions, the tax impacts related to the exercise of share-based compensation awards and any prior-year deferred tax or payable adjustments. This includes prior-year Internal Revenue Service or other tax jurisdiction audit adjustments.
(2)Reflects the tax impact of pre-tax adjustments that are excluded from pre-tax income when calculating Adjusted EPS.
(3)Reflects changes in valuation allowances related to changes in judgment regarding the realizability of deferred tax assets or current year operations.
(4)The Company establishes an estimated adjusted effective tax rate at the beginning of the fiscal year based on the best available information. The Company re-evaluates its estimated adjusted effective tax rate as appropriate throughout the year and adjusts for any material changes. The actual adjusted effective tax rate at the end of the fiscal year is based on actual results and accordingly may differ from the estimated adjusted effective tax rate used during the year.

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